Securities Uses in No Inconsistent Agreements Clause

No Inconsistent Agreements from Registration Rights Agreement

This Registration Rights Agreement (this Agreement) is made and entered into as of January 26, 2017, by and among Century Communities, Inc., a Delaware corporation (the Company), the entities listed on the signature page hereto as Guarantors (collectively, the Guarantors), and J.P. Morgan Securities LLC (the Representative), on behalf of the Initial Purchasers (the Initial Purchasers) named in Schedule A to the Purchase Agreement (as defined below), each of whom has agreed to purchase the Companys 6.875% Senior Notes due 2022 (the Initial Notes) fully and unconditionally guaranteed by the Guarantors (the Guarantees) pursuant to the Purchase Agreement. The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the Initial Securities.

No Inconsistent Agreements. Each of the Company and the Guarantors will not, on or after the date of this Agreement, enter into any agreement with respect to its securities that is inconsistent with the rights granted to the Holders in this Agreement or otherwise conflicts with the provisions hereof. Neither the Company nor any of the Guarantors has previously entered into any agreement granting any registration rights with respect to its securities to any Person. The rights granted to the Holders hereunder do not in any way conflict with and are not inconsistent with the rights granted to the holders of the Companys or any of the Guarantors securities under any agreement in effect on the date hereof.

No Inconsistent Agreements from Registration Rights Agreement

This Registration Rights Agreement (this Agreement) is made and entered into as of January 11, 2017, by and among Syniverse Holdings, Inc., a Delaware corporation (the Company), Syniverse Foreign Holdings Corporation, a Delaware corporation (SFHC), the subsidiary guarantors set forth on the signature pages hereto (the Subsidiary Guarantors and, together with the Company, the Guarantors) and Goldman, Sachs & Co., as dealer manager (the Dealer Manager), in connection with SFHCs offer to exchange new 9.125% Senior Notes due 2022 issued by SFHC (the New Notes) for the Companys outstanding 9.125% Senior Notes due 2019 (the Existing Notes) pursuant to the Dealer Manager Agreement (as defined below) (the Offer). The New Notes will be issued pursuant to an indenture to be dated the date hereof (as such indenture is amended or supplemented from time to time in accordance with the terms thereof, the New Indenture), among the Company, SFHC, the Subsidiary Guarantors and Wilmington Trust, National

No Inconsistent Agreements. Each of the Company, SFHC and the Subsidiary Guarantors, will not on or after the date of this Agreement enter into any agreement with respect to its securities that is inconsistent with the rights granted to the Holders in this Agreement or otherwise conflicts with the provisions hereof. None of the Company, SFHC or any of the Subsidiary Guarantors has previously entered into any agreement granting any registration rights with respect to its securities to any Person. The rights granted to the Holders hereunder do not in any way conflict with and are not inconsistent with the rights granted to the holders of the Companys, SFHCs or any of the Subsidiary Guarantors securities under any agreement in effect on the date hereof.

No Inconsistent Agreements from Registration Rights Agreement

This Registration Rights Agreement (this Agreement) is dated as of June 1, 2016, among DIAMOND 1 FINANCE CORPORATION, a Delaware corporation (Finco 1), DIAMOND 2 FINANCE CORPORATION, a Delaware corporation (Finco 2 and together with Finco 1, the Fincos), and J.P. MORGAN SECURITIES LLC, CREDIT SUISSE SECURITIES (USA) LLC, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, BARCLAYS CAPITAL INC., CITIGROUP GLOBAL MARKETS INC., GOLDMAN, SACHS & CO., DEUTSCHE BANK SECURITIES INC. and RBC CAPITAL MARKETS, LLC, as the representatives (the Representatives) of the several initial purchasers (the Initial Purchasers) named on Schedule I to the Purchase Agreement (as defined below).

No Inconsistent Agreements. Neither the Issuers has, as of the date hereof, and the Issuers and the Guarantors shall not, after the date of this Agreement, enter into any agreement with respect to any of its securities that is inconsistent with the rights granted to the Holders of Registrable Securities in this Agreement or otherwise conflicts with the provisions hereof. The rights granted to the Holders hereunder do not in any way conflict with and are not inconsistent with the rights granted to the holders of the Issuers other issued and outstanding securities under any such agreements. The Issuers and the Guarantors shall not enter into any agreement (other than this Agreement) with respect to any of the Securities which will grant to any Person piggy-back registration rights with respect to any Registration Statement.

No Inconsistent Agreements from Registration Rights Agreement

This Registration Rights Agreement (this Agreement) is dated as of August 17, 2016, and is entered into by and among APX GROUP, INC., a Delaware corporation (the Company), the guarantors listed on Schedule I hereto (the Guarantors) and CREDIT SUISSE SECURITIES (USA) LLC, as representative (the Representative) of the several initial purchasers named on Annex A to the Purchase Agreement referenced below (collectively, the Initial Purchasers).

No Inconsistent Agreements. None of the Company or the Guarantors have as of the date hereof entered, and none of the Company or the Guarantors shall after the date of this Agreement enter, into any agreement with respect to any of the Companys securities that is inconsistent with the rights granted to the Holders of Transfer Restricted Securities in this Agreement or otherwise conflicts with the provisions hereof. The rights granted to the Holders hereunder do not in any way conflict with and are not inconsistent with the rights granted to the holders of the Companys other issued and outstanding securities, if any, under any such agreements. None of the Company or the Guarantors will enter into any agreement with respect to any of the Companys securities which will grant to any Person piggy-back registration rights with respect to any Registration Statement; provided, however, that the Company may include in any Exchange Offer Registration Statement or Shelf Registration any other securities of the Company or the Guarantors for the purpose of performing its obligation under any registration rights agreement so long as and to the extent that, in the Companys judgment, the inclusion of such securities does not materially adversely affect the rights granted to the Holders of Transfer Restricted Securities in this Agreement.

No Inconsistent Agreements from Registration Rights Agreement

No Inconsistent Agreements. The Company will not on or after the date of this Agreement enter into any agreement with respect to its securities that is inconsistent with the rights granted to the Holders in this Agreement or otherwise conflicts with the provisions hereof. The Company hereby represents that the rights granted to the Holders hereunder do not conflict with and are not inconsistent with the rights granted to the holders of the Companys securities under any agreement in effect on the date hereof.

No Inconsistent Agreements from Registration Rights Agreement

This Registration Rights Agreement (this Agreement) is made and entered into as of May 24, 2016, by and among Tempur Sealy International, Inc., a Delaware corporation (the Company), the entities listed on the signature pages hereof as Guarantors (collectively, the Guarantors), and J.P. Morgan Securities LLC, as Representative of the several Initial Purchasers named in Schedule A to the Purchase Agreement referred to below (collectively, the Initial Purchasers), each of whom has agreed pursuant to the Purchase Agreement to purchase the Companys 5.500% Senior Notes due 2026 (the Initial Notes) fully and unconditionally guaranteed by the Guarantors (the Guarantees). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the Initial Securities.

No Inconsistent Agreements. Each of the Company and the Guarantors will not on or after the date of this Agreement enter into any agreement with respect to its securities that is inconsistent with the rights granted to the Holders in this Agreement or otherwise conflicts with the provisions hereof. The rights granted to the Holders hereunder do not in any way conflict with and are not inconsistent with the rights granted to the holders of the Companys or any of the Guarantors securities under any agreement in effect on the date hereof.

No Inconsistent Agreements from Registration Rights Agreement

This Registration Rights Agreement (this Agreement) is made and entered into as of May 17, 2016, by and among CLECO CORPORATE HOLDINGS LLC, a Louisiana limited liability company (the Company), Mizuho Securities USA Inc., Scotia Capital (USA) Inc., SMBC Nikko Securities America, Inc. and the other Initial Purchasers named in Schedule A hereto (collectively, the Initial Purchasers), each of whom has agreed to purchase the Companys 3.743% Senior Secured Notes due 2026 (the 2026 Notes) and 4.973% Senior Secured Notes due 2046 (the 2046 Notes and, together with the 2026 Notes, the Initial Securities).

No Inconsistent Agreements. The Company will not on or after the date of this Agreement enter into any agreement with respect to its securities that is inconsistent with the rights granted to the Holders in this Agreement or otherwise conflicts with the provisions hereof. The Company has not previously entered into any agreement granting any registration rights with respect to its securities to any Person, other than any agreement under which the Company has no existing obligations to register any securities. The rights granted to the Holders hereunder do not in any way conflict with and are not inconsistent with the rights granted to the holders of the Companys securities under any agreement in effect on the date hereof.

No Inconsistent Agreements from Registration Rights Agreement

This Registration Rights Agreement (this Agreement) is made and entered into this 9th day of October, 2015, by and among CVS Health Corporation, a Delaware corporation (the Company), Barclays Capital Inc. (Barclays) and Merrill Lynch, Pierce, Fenner & Smith Incorporated (together with Barclays, the Dealer Managers and each, a Dealer Manager).

No Inconsistent Agreements. The Company has not entered into and the Company will not after the date of this Agreement enter into any agreement which is inconsistent with the rights granted to the Holders of Registrable Securities in this Agreement or otherwise conflicts with the provisions hereof. The rights granted to the Holders hereunder do not and will not for the term of this Agreement in any way conflict with the rights granted to the holders of the Companys other issued and outstanding securities under any such agreements.

No Inconsistent Agreements from Registration Rights Agreement

This Registration Rights Agreement (this Agreement) is made and entered into as of September 24, 2015, by and among Tempur Sealy International, Inc., a Delaware corporation (the Company), the entities listed on the signature pages hereof as Guarantors (collectively, the Guarantors), and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Representative of the several Initial Purchasers named in Schedule A to the Purchase Agreement referred to below (collectively, the Initial Purchasers), each of whom has agreed pursuant to the Purchase Agreement to purchase the Companys 5.625% Senior Notes due 2023 (the Initial Notes) fully and unconditionally guaranteed by the Guarantors (the Guarantees). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the Initial Securities.

No Inconsistent Agreements. Each of the Company and the Guarantors will not on or after the date of this Agreement enter into any agreement with respect to its securities that is inconsistent with the rights granted to the Holders in this Agreement or otherwise conflicts with the provisions hereof. The rights granted to the Holders hereunder do not in any way conflict with and are not inconsistent with the rights granted to the holders of the Companys or any of the Guarantors securities under any agreement in effect on the date hereof.

No Inconsistent Agreements from Registration Rights Agreement

This Registration Rights Agreement (this Agreement) is made and entered into as of June 8, 2015, by and among Ferrellgas, L.P., a Delaware limited partnership (the Company), Ferrellgas Finance Corp., a Delaware corporation (Finance Corp. and, together with the Company, the Issuers), the subsidiaries of the Company listed on Schedule I (the Guarantors) and J.P. Morgan Securities LLC, as the representative (the Representative) of the several Initial Purchasers listed in Schedule A to the Purchase Agreement (as defined below) (the Initial Purchasers), each of whom has agreed to purchase the Issuers 6.75% Senior Notes due 2023 (the Notes) fully and unconditionally guaranteed by the Guarantors (the Guarantees) pursuant to the Purchase Agreement. The Notes and the Guarantees attached thereto are herein collectively referred to as the Securities.

No Inconsistent Agreements. Each of the Issuers and the Guarantors will not on or after the date of this Agreement enter into any agreement with respect to its securities that is inconsistent with the rights granted to the Holders in this Agreement or otherwise conflicts with the provisions hereof. The rights granted to the Holders hereunder do not in any way conflict with and are not inconsistent with the rights granted to the holders of any of the Issuers or any of the Guarantors securities under any agreement in effect on the date hereof.