Transfer Restricted Securities Uses in Additional Interest Clause

Additional Interest from Registration Rights Agreement

This Registration Rights Agreement (this "Agreement") is made and entered into as of February 27, 2017, by and among Cliffs Natural Resources Inc., an Ohio corporation (the "Company"), the entities listed on the signature page hereto as "Guarantors" (collectively, the "Guarantors"), and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative (the "Representative"), on behalf of the several initial purchasers (the "Initial Purchasers") named in Schedule A to the Purchase Agreement (as defined below), each of whom has agreed to purchase the Company's 5.75% Senior Notes due 2025 (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."

Additional Interest. If (i) any of the Registration Statements required by this Agreement is not filed with the Commission on or prior to the date specified for such filing in this Agreement, (ii) the Exchange Offer has not been Consummated within 120 days after the first anniversary of the Closing Date (or if such 120th day is not a Business Day, the next succeeding Business Day) (except, in the case of (i) or (ii) unless the Exchange Offer is not permitted by applicable law or Commission policy) or (iii) any Shelf Registration Statement required by this Agreement is filed and declared effective but, subject to any Blackout Period, shall thereafter cease to be effective without being succeeded immediately by a post-effective amendment to such Registration Statement that cures such failure and that is itself immediately declared effective (each such event referred to in clauses (i) through (iii), a "Registration Default"), the Company hereby agrees that the interest rate borne by the Transfer Restricted Securities shall be increased by 0.25% per annum during the 90-day period immediately following the occurrence of any Registration Default and shall increase by 0.25% per annum at the end of each subsequent 90-day period, but in no event shall such increase exceed 1.00% per annum. Following the cure of all Registration Defaults relating to any particular Transfer Restricted Securities, the interest rate borne by the relevant Transfer Restricted Securities will be reduced to the original interest rate borne by such Transfer Restricted Securities; provided, however, that, if after any such reduction in interest rate, a different Registration Default occurs, the interest rate borne by the relevant Transfer Restricted Securities shall again be increased pursuant to the foregoing provisions.All obligations of the Company and the Guarantors set forth in the preceding paragraph that are outstanding with respect to any Transfer Restricted Security at the time such security ceases to be a Transfer Restricted Security shall survive until such time as all such obligations with respect to such security shall have been satisfied in full.

Additional Interest 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.

Additional Interest. If (i) any of the Registration Statements required by this Agreement are not filed with the Commission on or prior to the date specified for such filing in this Agreement, (ii) any such Registration Statement has not been declared effective by the Commission on or prior to the date that is specified for such effectiveness in this Agreement (the Effectiveness Target Date), (iii) the Exchange Offer has not been Consummated on or prior to the date that is 180 days following the Closing Date, or (iv) any Registration Statement required by this Agreement is filed and declared effective but shall thereafter cease to be effective or fail to be usable for its intended purpose without being succeeded immediately by a post-effective amendment to such Registration Statement that cures such failure and that is itself immediately declared effective (each such event referred to in clauses (i) through (iv), a Registration Default), the Company hereby agrees that the interest rate borne by the Transfer Restricted Securities shall be increased by 0.25% per annum during the 90-day period immediately following the occurrence of any Registration Default and shall increase by 0.25% per annum at the end of each subsequent 90-day period, but in no event shall such increase exceed 1.00% per annum. Following the cure of all Registration Defaults relating to any particular Transfer Restricted Securities, the interest rate borne by the relevant Transfer Restricted Securities will be reduced to the original interest rate borne by such Transfer Restricted Securities; provided, however, that, if after any such reduction in interest rate, a different Registration Default occurs, the interest rate borne by the relevant Transfer Restricted Securities shall again be increased pursuant to the foregoing provisions. All obligations of the Company and the Guarantors set forth in the preceding paragraph that are outstanding with respect to any Transfer Restricted Security at the time such security ceases to be a Transfer Restricted Security shall survive until such time as all such obligations with respect to such security shall have been satisfied in full.

Additional Interest from Registration Rights Agreement

This Registration Rights Agreement (this Agreement) is made and entered into as of January 19, 2017, by and among Broadcom Cayman Finance Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (Cayman Finance), Broadcom Corporation, a California corporation (Broadcom and together with Cayman Finance, the Co-Issuers), Broadcom Limited, a public company incorporated under the laws of the Republic of Singapore (Parent), Broadcom Cayman L.P., a limited partnership organized under the laws of the Cayman Islands (Broadcom Cayman), BC Luxembourg S.a r.l., a Luxembourg private limited liability company (societe a responsabilite limitee) having its registered office at 3A, Sentier de lEsperance, L-1474 Luxembourg, Grand-Duchy of Luxembourg, and registered with the Luxembourg Register of Commerce and Companies under registration number B 201613 (BC Lux, and together with Parent and Broadcom Cayman, the Guarantors), and Merrill Lynch, Pierce, Fenner

Additional Interest. If (i) the Exchange Offers have not been Consummated within 540 days after the Closing Date (or if such 540th day is not a Business Day, the next succeeding Business Day) or, if a Shelf Registration Statement is required hereunder, a Shelf Registration Statement in accordance with this Agreement has not been declared effective on or prior to such date or (ii) any Registration Statement required by this Agreement is filed and declared effective but shall thereafter cease to be effective or fail to be usable for its intended purpose during the Effectiveness Period (except as specifically permitted herein, including with respect to any Shelf Suspension Period as provided in Section 4(a) hereof or because of the sale of all Transfer Restricted Securities under such Registration Statement) without being succeeded immediately by a post-effective amendment to such Registration Statement that cures such failure and that is itself immediately declared effective (each such event referred to in clauses (i) and (ii), a Registration Default), the Co-Issuers hereby agree that the interest rate borne by the Transfer Restricted Securities shall be increased by 0.25% per annum during the 90-day period immediately following the occurrence of any Registration Default and shall increase by 0.25% per annum at the end of each subsequent 90-day period, but in no event shall such increase exceed 1.00% per annum. Following the cure of all Registration Defaults relating to any particular Transfer Restricted Securities, the interest rate borne by the relevant Transfer Restricted Securities will be reduced to the original interest rate borne by such Transfer Restricted Securities; provided, however, that, if after any such reduction in interest rate, a different Registration Default occurs, the interest rate borne by the relevant Transfer Restricted Securities shall again be increased pursuant to the foregoing provisions. A Registration Default ends with respect to any Initial Securities when such Initial Securities cease to be Transfer Restricted Securities.

Additional Interest from Registration Rights Agreement

This Registration Rights Agreement (this "Agreement") is made and entered into as of December 15, 2016, by and among The Scotts Miracle-Gro Company, an Ohio corporation (the "Company"), the guarantors listed on the signature pages hereto (the "Guarantors"), and Merrill Lynch, Pierce, Fenner & Smith Incorporated as representative (the "Representative") of the Initial Purchasers (as defined below), each of whom has agreed to purchase the Company's 5.250% Senior Notes due 2026 (the "Initial Notes") fully and unconditionally guaranteed by the Guarantors (the "Guarantees") pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the "Initial Securities."

Additional Interest. If (i) any of the Registration Statements required by this Agreement is not filed with the Commission on or prior to the date specified for such filing in this Agreement, (ii) any of such Registration Statements has not been declared effective by the Commission on or prior to the date specified for such effectiveness in this Agreement, (iii) the Exchange Offer has not been Consummated on or prior to the date specified for such consummation in this Agreement with respect to the Exchange Offer Registration Statement or (iv) any Registration Statement required by this Agreement is filed and declared effective but shall thereafter cease to be effective or fail to be usable for its intended purpose without being succeeded immediately by a post-effective amendment to such Registration Statement that cures such failure and that is itself immediately declared effective (each such event referred to in clauses (i) through (iv), a "Registration Default"), the Company hereby agrees that the interest rate borne by the Transfer Restricted Securities shall be increased by 0.25% per annum during the 90-day period immediately following the occurrence of any Registration Default, and after such 90-day period, if such Registration Default has not yet been cured, the interest rate borne by the Transfer Restricted Securities shall increase by an additional 0.25% per annum with respect to the next subsequent 90-day period; provided, however, in no event shall any increase exceed an aggregate of 0.50% per annum. Following the cure of all Registration Defaults relating to any particular Transfer Restricted Securities, the interest rate borne by the relevant Transfer Restricted Securities will be reduced to the original interest rate borne by such Transfer Restricted Securities; provided, however, that, if after any such reduction in interest rate, a different Registration Default occurs, the interest rate borne by the relevant Transfer Restricted Securities shall again be increased pursuant to the foregoing provisions. Notwithstanding the foregoing, (i) the amount of Additional Interest payable shall not increase because more than one Registration Default has occurred and is pending and (ii) a Holder of Transfer Restricted Securities that is not entitled to the benefits of the Shelf Registration Statement (because, e.g., such Holder has not elected to include information or has not timely delivered such information to the Company pursuant to Section 4(b) hereof) shall not be entitled to Additional Interest with respect to a Registration Default that pertains to the Shelf Registration Statement.All obligations of the Company and the Guarantors set forth in the preceding paragraph that are outstanding with respect to any Transfer Restricted Security at the time such security ceases to be a Transfer Restricted Security shall survive until such time as all such obligations with respect to such security shall have been satisfied in full.

Additional Interest from Registration Rights Agreement

This Registration Rights Agreement (this Agreement) is made and entered into as of December 8, 2016, by and among Alta Mesa Holdings, LP, a Texas limited partnership (the Company), Alta Mesa Finance Services Corp., a Delaware corporation (FinCo, and together with the Company, the Issuers), the entities listed as signatory guarantors hereto (collectively, the Guarantors), and Wells Fargo Securities, LLC, as the representative of the initial purchasers listed on Schedule I to the Purchase Agreement (each an Initial Purchaser and, collectively, the Initial Purchasers), each of whom has agreed to purchase the Issuers 7.875% Senior Notes due 2024 (the Notes), fully and unconditionally guaranteed by the Guarantors (the Guarantees) pursuant to the Purchase Agreement (as defined below). The Notes and the Guarantees attached thereto are herein collectively referred to as the Securities.

Additional Interest. If (i) the Exchange Offer has not been Consummated on or prior to the date specified for such consummation in this Agreement, (ii) any Shelf Registration Statement, if required hereby, has not been declared effective by the Commission on or prior to the date specified for such effectiveness in this Agreement or (iii) any Registration Statement required by this Agreement has been declared effective but ceases to be effective at any time at which it is required to be effective under this Agreement (other than during a Suspension Period), as applicable (each such event referred to in clauses (i) through (iii), a Registration Default), the Issuers hereby agree that the interest rate borne by the Transfer Restricted Securities shall be increased by 1.00% per annum following the occurrence of any Registration Default (such increase, Additional Interest). Following the cure of all Registration Defaults relating to the particular Transfer Restricted Securities the interest rate borne by the relevant Transfer Restricted Securities will be reduced to the original interest rate borne by such Transfer Restricted Securities; provided, however, that, if after any such reduction in interest rate, a different Registration Default occurs, the interest rate borne by the relevant Transfer Restricted Securities shall again be increased pursuant to the foregoing provisions. Notwithstanding the foregoing, (i) the amount of Additional Interest pursuant to this Section 5 shall not increase because more than one Registration Default has occurred and is continuing and (ii) a Holder of Transfer Restricted Securities who is not entitled to the benefits of the Shelf Registration Statement shall not be entitled to Additional Interest with respect to a Registration Default that pertains to the Shelf Registration Statement. All accrued Additional Interest shall be payable to the Holders entitled thereto, in the manner provided for the payment of interest in the Indenture, as more fully set forth in the Indenture and the Securities. All obligations of the Issuers and the Guarantors set forth in the preceding paragraph that are outstanding with respect to any Transfer Restricted Security at the time such security ceases to be a Transfer Restricted Security shall survive until such time as all such obligations with respect to such security shall have been satisfied in full.

ADDITIONAL INTEREST from Registration Rights Agreement

This Registration Rights Agreement (this Agreement) is made and entered into as of October 12, 2016, by and among Pinnacle Entertainment, Inc. (f/k/a PNK Entertainment, Inc.), a Delaware corporation (the Company) and J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Goldman, Sachs & Co., Fifth Third Securities, Inc., U.S. Bancorp Investments, Inc., Credit Agricole Securities (USA) Inc., Deutsche Bank Securities Inc. and Wells Fargo Securities, LLC, as representatives of the several initial purchasers named in Schedule 1 attached to the Purchase Agreement (as defined below) (each such initial purchaser, an Initial Purchaser and, collectively, the Initial Purchasers), each of whom has agreed to purchase the Companys 5.625% Senior Notes due 2024 (the Additional Notes) pursuant to the Purchase Agreement (as defined below). The Additional Notes will be issued pursuant to that certain Indenture, dated as of April 28, 2016 (the Base Indenture), between the Compan

ADDITIONAL INTEREST. Subject to the Suspension Rights referred to in Section 6(c)(i) below, if (i) any Registration Statement required by this Agreement is not filed with the Commission on or prior to the Filing Deadline or the Shelf Effectiveness Deadline, as applicable, (ii) the Exchange Offer Registration Statement has not been declared effective by the Commission on or prior to the Exchange Offer Registration Statement Effectiveness Deadline, (iii) the Shelf Registration Statement has not been declared effective by the Commission on or prior to the Shelf Effectiveness Deadline, as applicable, (iv) the Exchange Offer has not been Consummated by the Consummation Deadline with respect to the Exchange Offer Registration Statement or (v) any Registration Statement required by this Agreement is filed and declared effective but shall thereafter cease to be effective or usable for its intended purpose (each such event referred to in clauses (i) through (v), a Registration Default), then the Company hereby agrees to pay to each Holder affected thereby additional interest in an amount equal to a per annum rate of 0.25% on the principal amount of Transfer Restricted Securities held by such Holder while the Registration Default continues for the first 90-day period immediately following the occurrence of such Registration Default, with such rate increasing by an additional per annum rate of 0.25% with respect to each subsequent 90-day period until all Registration Defaults have been cured, up to a maximum amount of additional interest for all Registration Defaults of 0.5% per annum of the principal amount of Transfer Restricted Securities; provided that the Company shall in no event be required to pay additional interest for more than one Registration Default at any given time. Notwithstanding anything to the contrary set forth herein, (1) upon filing of the Exchange Offer Registration Statement (and/or, if applicable, the Shelf Registration Statement), in the case of clause (i) above, (2) upon the effectiveness of the Exchange Offer Registration Statement in the case of clause (ii) above, (3) upon the effectiveness of the Shelf Registration Statement, if applicable, in the case of clause (iii) above, (4) upon Consummation of the Exchange Offer, in the case of clause (iv) above, or (5) upon the filing of a post-effective amendment to the Registration Statement or an additional Registration Statement that causes the Exchange Offer Registration Statement (and/or, if applicable, the Shelf Registration Statement) to again be declared effective or made usable in the case of clause (v) above, the additional interest payable with respect to the Transfer Restricted Securities as a result of such clause (i), (ii), (iii), (iv) or (v), as applicable, shall cease. All accrued additional interest shall be paid by the Company (or the Company will cause the Paying Agent to make such payment on their behalf) to the Holders entitled thereto, in the manner provided for the payment of interest in the Indenture, on the next scheduled Interest Payment Date, as more fully set forth in the Indenture, the Additional Notes and the Exchange Notes. All accrued additional interest shall be computed in the manner provided for the computation of interest in the Indenture. Notwithstanding the fact that any securities for which additional interest are due cease to be Transfer Restricted Securities, all obligations of the Company to pay additional interest with respect to securities that accrued prior to the time that such securities ceased to be Transfer Restricted Securities shall survive until such time as such obligations with respect to such securities shall have been satisfied in full.

Additional Interest from Registration Rights Agreement

This Registration Rights Agreement (this Agreement) is made and entered into as of August 12, 2016, by and among Engility Corporation, a Massachusetts corporation (the Company), a wholly-owned subsidiary of Engility Holdings, Inc., a Delaware corporation (Holdings), the other Guarantors party hereto (together with Holdings, collectively, the Guarantors) and Morgan Stanley & Co. LLC, as representative (the Representative) of the several initial purchasers named in Schedule I to the Purchase Agreement (collectively, the Initial Purchasers), each of whom has agreed to purchase the Companys 8.875% Senior Notes due 2024 (the Initial Notes) fully and unconditionally guaranteed by the Guarantors (the Guarantees) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the Initial Securities.

Additional Interest. If (i) the Exchange Offer has not been consummated within 365 days after the Closing Date (or if such 365th day is not a Business Day, the next succeeding Business Day) (or, if required by this Agreement, the Shelf Registration Statement is not declared effective by the Commission on or prior to the date that is 365 days after the Closing Date (or if such 365th day is not a Business Day, the next succeeding Business Day)) or (ii) any Registration Statement required by this Agreement is filed and declared effective but, subject to the Blackout Period, shall thereafter cease to be effective or fail to be usable for its intended purpose without being succeeded promptly by a post-effective amendment to such Registration Statement that cures such failure and that is itself promptly declared effective and, subject to the Blackout Period, such failure to remain effective or usable occurs on more than two occasions or exists for more than 45 days (whether or not consecutive), in either case, in any 12-month period (each such event referred to in clauses (i) through (ii), a Registration Default), the Company hereby agrees that the interest rate borne by the Transfer Restricted Securities shall be increased by 0.25% per annum during the 90-day period immediately following the occurrence of any Registration Default and shall increase by 0.25% per annum at the end of each subsequent 90-day period, but in no event shall such increase exceed 1.00% per annum (the Additional Interest). Following the cure of all Registration Defaults relating to any particular Transfer Restricted Securities, the interest rate borne by the relevant Transfer Restricted Securities will be reduced to the original interest rate borne by such Transfer Restricted Securities; provided, however, that, if after any such reduction in interest rate, a different Registration Default occurs, the interest rate borne by the relevant Transfer Restricted Securities shall again be increased pursuant to the foregoing provisions; provided, further, that, the Company shall in no event be required to pay Additional Interest for more than one Registration Default at any given time.

Additional Interest 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.

Additional Interest. If (i) any of the Registration Statements required by this Agreement is not filed with the Commission on or prior to the date specified for such filing in this Agreement, or (ii) any of such Registration Statements has not been declared effective by the Commission on or prior to the date specified for such effectiveness in this Agreement (the Effectiveness Target Date), or (iii) the Exchange Offer has not been Consummated within 40 days (or if such 40th day is not a Business Day, the next succeeding Business Day) after the Effectiveness Target Date with respect to the Exchange Offer Registration Statement, or (iv) any Registration Statement required by this Agreement is filed and declared effective but shall thereafter cease to be effective or fail to be usable for its intended purpose without being succeeded immediately by a post-effective amendment to such Registration Statement that cures such failure and that is itself immediately declared effective (each such event referred to in clauses (i) through (iv), a Registration Default), the Company hereby agrees that the interest rate borne by the Transfer Restricted Securities shall be increased by 0.25% per annum during the 90-day period immediately following the occurrence of any Registration Default, and shall increase by 0.25% per annum at the end of each subsequent 90-day period, but in no event shall such increase exceed 1.00% per annum (any such increase, Additional Interest). Following the cure of all Registration Defaults relating to any particular Transfer Restricted Securities, the interest rate borne by the relevant Transfer Restricted Securities will be reduced to the original interest rate borne by such Transfer Restricted Securities; provided, however, that, if after any such reduction in interest rate, a different Registration Default occurs, the interest rate borne by the relevant Transfer Restricted Securities shall again be increased pursuant to the foregoing provisions. All obligations of the Company and the Guarantors set forth in the preceding paragraph that are outstanding with respect to any Transfer Restricted Security at the time such security ceases to be a Transfer Restricted Security shall survive until such time as all such obligations with respect to such security shall have been satisfied in full.

Additional Interest 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).

Additional Interest. If (i) any of the Registration Statements required by this Agreement is not filed with the Commission on or prior to the date specified for such filing in this Agreement, (ii) any of such Registration Statements has not been declared effective by the Commission on or prior to the date specified for such effectiveness in this Agreement (the Effectiveness Target Date), (iii) the Exchange Offer has not been Consummated by the Company within the time period set forth in this Agreement, or (iv) any Registration Statement required by Sections 3 and 4 of this Agreement is filed and declared effective but thereafter the Commission shall have issued a stop order suspending the effectiveness of the Exchange Offer Registration Statement or the Shelf Registration Statement, as the case may be, or proceedings have been initiated with respect to the Registration Statement under Section 8(d) or 8(e) of the Securities Act (each such event referred to in clauses (i) through (iv), a Registration Default), the Company hereby agrees that the interest rate borne by the Transfer Restricted Securities shall be increased by 0.25% per annum during the 90-day period immediately following the occurrence of any Registration Default and shall increase by 0.25% per annum at the end of each subsequent 90-day period, but in no event shall such increase exceed 1.00% per annum in the aggregate for all Registration Defaults (as applicable, the Additional Interest). Following the cure of all Registration Defaults relating to any particular Transfer Restricted Securities, the interest rate borne by the relevant Transfer Restricted Securities will be reduced to the original interest rate borne by such Transfer Restricted Securities; provided, however, that, if after any such reduction in interest rate, a different Registration Default occurs, the interest rate borne by the relevant Transfer Restricted Securities shall again be increased pursuant to the foregoing provisions. All obligations of the Company set forth in the preceding paragraph that are outstanding with respect to any Transfer Restricted Security at the time such security ceases to be a Transfer Restricted Security shall survive until such time as all such obligations with respect to such security shall have been satisfied in full.

Additional Interest from Registration Rights Agreement

This Registration Rights Agreement (this Agreement) is made and entered into as of April 13, 2016, by and among Western Digital Corporation, a Delaware corporation (the Company), HGST, Inc., a Delaware corporation, WD Media, LLC, a Delaware limited liability company, Western Digital (Fremont), LLC, a Delaware limited liability company, and Western Digital Technologies, Inc., a Delaware corporation (collectively, the Guarantors), on the one hand, and Merrill Lynch, Pierce, Fenner & Smith Incorporated and J.P. Morgan Securities LLC, as representatives (the Representatives) of the initial purchasers named in Schedule A to the Purchase Agreement (collectively, the Initial Purchasers) on the other hand, each of whom has agreed to purchase the Companys 10.500% Senior Unsecured Notes due 2024 (the Initial Notes) fully and unconditionally guaranteed by the Guarantors (the Guarantees) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto ar

Additional Interest. If (i) the Exchange Offer has not been consummated within 365 days after the Closing Date (or if such 365th day is not a Business Day, the next succeeding Business Day) (or, if required by this Agreement, the Shelf Registration Statement is not declared effective by the SEC on or prior to the date that is 365 days after the Closing Date (or if such 365th day is not a Business Day, the next succeeding Business Day)) or (ii) any Registration Statement required by this Agreement is filed and declared effective but, subject to the Blackout Period, shall thereafter cease to be effective or fail to be usable for its intended purpose without being succeeded promptly by a post-effective amendment to such Registration Statement that cures such failure and that is itself promptly declared effective and, subject to the Blackout Period, such failure to remain effective or usable occurs on more than two occasions or exists for more than 45 days (whether or not consecutive), in either case, in any 12-month period (each such event referred to in clauses (i) through (ii), a Registration Default), the Company hereby agrees that the interest rate borne by the Transfer Restricted Securities shall be increased by 0.25% per annum during the 90-day period immediately following the occurrence of any Registration Default and shall increase by 0.25% per annum at the end of each subsequent 90-day period, but in no event shall such increase exceed 1.00% per annum. Following the cure of all Registration Defaults relating to any particular Transfer Restricted Securities, the interest rate borne by the relevant Transfer Restricted Securities will be reduced to the original interest rate borne by such Transfer Restricted Securities; provided, however, that, if after any such reduction in interest rate, a different Registration Default occurs, the interest rate borne by the relevant Transfer Restricted Securities shall again be increased pursuant to the foregoing provisions.