Common use of Form of Right Certificates Clause in Contracts

Form of Right Certificates. (a) The Right Certificates (and the form of election to purchase Preferred Shares, the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form of election to purchase Preferred Shares, the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein Purchase Price (the "Purchase Price"as defined in Section 7(b)), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as form set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or interdealer quotation system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 711, 11 13 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a share of Preferred Share Stock as shall be set forth therein at the price per one one-hundredth thousandth of a share of Preferred Share Stock set forth therein (the "Purchase Price"), but the number of such one one-hundredths thousandths of a share of Preferred Share Stock and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Sharesshares, the form of certification and assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation trading system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 7, 11 terms and 22 conditions hereof, the Right Certificates Certificates, whenever issued, shall be dated as of the Record Date, and shall show the date of countersignature by the Rights Agent, and on their face shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form of election to purchase Preferred Shares, the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 7,11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be in substantially the same as form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any law, rule or regulation made pursuant thereto or with (including, without limitation, any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, ) or to conform to usageusage or to reflect adjustments to the Rights made pursuant to this Agreement. Subject to the provisions of Sections 7, Section 11 and 22 hereofSection 22, the initial Right Certificates Certificates, whenever distributed, shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the price per one-hundredth of a Preferred Share being herein called the "Purchase Price"), but the number amount and type of such one one-hundredths securities purchasable upon the exercise of a Preferred Share each Right and the Purchase Price shall be subject to adjustment as provided hereinin this Agreement.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation transaction reporting system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as form set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or interdealer quotation system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 711, 11 13 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a share of Preferred Share Stock as shall be set forth therein at the price per one one-hundredth of a share of Preferred Share Stock set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a share of Preferred Share Stock and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form of certification and assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Rights Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation trading system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 7, 11 terms and 22 conditions hereof, the Right Certificates Certificates, whenever issued, shall be dated as of the Record Date, and shall show the date of countersignature by the Rights Agent, and on their face shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) ), when and if issued, shall be substantially the same as Exhibit B hereto hereto, and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate (but which do not affect the rights, duties, liabilities or responsibilities of the Rights Agent) and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any applicable rule or regulation made pursuant thereto or with any applicable rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listedFinancial Industry Regulatory Authority, or to conform to customary usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a Preferred Share as shall be set forth therein at the price per one one-hundredth thousandth of a Preferred Share set forth therein in Section 7 hereof (the "“Purchase Price"”), but the number of such one one-hundredths thousandths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form of election to purchase Preferred Shares, the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. The Right Certificates shall be in machine printable format and in a form reasonably satisfactory to the Rights Agent, and shall show the date of countersignature by the Rights Agent. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form of election to purchase Preferred Shares, Shares and the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as form of Exhibit B hereto hereto. The Right Certificates shall be in machine printable format and in a form reasonably satisfactory to the Rights Agent, and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule Rule or regulation Regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of hundredth interests in a Preferred Share as shall be set forth therein at the price per one one-hundredth of interest in a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of hundredth interests in a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form of election to purchase Preferred Shares, the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "“Purchase Price"”), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Board of Directors of the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or automated quotation system on which the Rights may from time to time be listedlisted or traded, or to conform to usage. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as set forth in Exhibit B attached hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate (which do not affect the duties or responsibilities of the Rights Agent) and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, Section 11 and Section 22 hereof, the Right Certificates Certificates, whenever distributed, shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a share of Preferred Share Stock (or following the occurrence of a Triggering Event, Common Stock) as shall be set forth therein at the price per one one-hundredth thousandth of a share of Preferred Share Stock set forth therein (the "Purchase Price"), but the number of such one one-hundredths thousandths of a share of Preferred Share Stock and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Sharesshares, the form of certification and assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation trading system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 7, 11 terms and 22 conditions hereof, the Right Certificates Certificates, whenever issued, shall be dated as of the Record Date, and shall show the date of countersignature by the Rights Agent, and on their face shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a Preferred Share as shall be set forth therein at the price per one one-hundredth thousandth of a Preferred Share set forth therein (the "Purchase PricePURCHASE PRICE"), but the number of such one one-hundredths thousandths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate (but that do not affect the rights, duties or obligations of the Rights Agent as set forth in this Agreement) and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or automated quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereofSection 22, the Right Certificates Certificates, in each case, on their face shall entitle the holders thereof to purchase such number of one one-hundredths shares (or fraction of a share) of the Preferred Share Stock as shall be set forth therein at the price per one one-hundredth share (or fraction of a Preferred Share share) set forth therein (the "“Purchase Price"”), but the number amount and type of such one one-hundredths securities purchasable upon exercise of a Preferred Share each Right, and the Purchase Price Price, shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form of election to purchase Preferred Shares, the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate (but which do not affect the rights, duties or responsibilities of the Rights Agent) and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein Purchase Price (the "Purchase Price"as defined in Section 7(b)), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 22 and 22 24 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a Preferred Share as shall be set forth therein at the price per one one-hundredth thousandth of a Preferred Share set forth therein (the "“Purchase Price"”), but the number of such one one-hundredths thousandths of a Preferred Share and the amount and type of any other securities, cash or other assets issuable upon exercise of Rights, and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Sharesshares, the form of certification and assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation trading system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 7, 11 terms and 22 conditions hereof, the Right Certificates Certificates, whenever issued, shall be dated as of the Record Date, and shall show the date of countersignature by the Rights Agent, and on their face shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a Preferred Share as shall be set forth therein at the price per one one-hundredth thousandth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths thousandths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same form set forth as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company Corporation may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, Section 11 and Section 22 hereof, the Right Certificates Certificates, whenever issued, shall be dated as of the Distribution Date, and on their face shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share Shares as shall be set forth therein at the price per one one-hundredth of a Preferred Share share set forth therein (the "Purchase Price"), but in any event the number amount and type of such one one-hundredths securities purchasable upon the exercise of a Preferred Share each Right and the Purchase Price thereof shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as form set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of the NYSE or of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandth of a Preferred Share as shall be set forth therein at the price per one one-hundredth thousandth of a Preferred Share set forth therein (the "Purchase PricePURCHASE PRICE"), but the number of such one one-hundredths thousandth of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Sharesshares, the form of certification and assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation trading system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 7, 11 terms and 22 conditions hereof, the Right Certificates Certificates, whenever issued, shall be dated as of the Record Date, and shall show the date of countersignature by the Rights Agent, and on their face shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase PricePURCHASE PRICE"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form of election to purchase Preferred Shares, the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Subject to the provisions of Section 22 hereof, the Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Rights Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or automated quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a Preferred Share as shall be set forth therein at the price per one one-hundredth thousandth of a Preferred Share set forth therein (the "Purchase Price")therein, but the number of such one one-hundredths thousandths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Sharesshares and assignment, including the form of assignment and the form of certification certifications therein, to be printed on the reverse thereof) shall each be substantially in the same as form set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation trading system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 7, 11 terms and 22 conditions hereof, the Right Certificates Certificates, whenever issued, shall be dated as of the Record Date, and shall show the date of countersignature by the Rights Agent, and on their face shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a share of Series A Preferred Share as shall be set forth therein at the price per one one-hundredth thousandth of a share of Series A Preferred Share set forth therein (the "“Purchase Price"”), but the number of such one one-hundredths one- thousandths of a share of Series A Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form ADSs and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto A hereto, and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any applicable rule or regulation made pursuant thereto or with any applicable rule or regulation of any stock exchange exchange, trading market or automated quotation system on which the Rights may from time to time be listed, or to conform to customary usage. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates shall be dated as of the Distribution Record Date or the applicable subsequent issue date (in the case of Right Certificates issued upon registrations of transfer, split-up, combination or in replacement for a lost, stolen or mutilated certificate) and on their face shall entitle the holders thereof to purchase such number one-half of one one-hundredths of a Preferred Share as shall be set forth therein ADS at the price of $0.01 per one one-hundredth of a Preferred Share set forth therein ADS (the "“Purchase Price"”), but the number of such one one-hundredths of a Preferred Share ADSs and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall each be substantially in the same as form set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Sections 711, 11 13, 22 and 22 24 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number amount and type of such one one-hundredths securities purchasable upon the exercise of a Preferred Share each Right and the Purchase Price thereof shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be in substantially the same as form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any law, rule or regulation made pursuant thereto or with (including, without limitation, any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, ) or to conform to usageusage or to reflect adjustments to the Rights made pursuant to this Agreement. Subject to the provisions of Sections 7, Section 11 and 22 hereofSection 22, the initial Right Certificates Certificates, whenever distributed, shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "price per one-hundredth of a Preferred Share being herein called the “Purchase Price"”), but the number amount and type of such one one-hundredths securities purchasable upon the exercise of a Preferred Share each Right and the Purchase Price shall be subject to adjustment as provided hereinin this Agreement.

Form of Right Certificates. (a) The Right Certificates (and -------------------------- the form forms of election to purchase Preferred Sharesshares, the form of certification and assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation trading system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 7, 11 terms and 22 conditions hereof, the Right Certificates Certificates, whenever issued, shall be dated as of the Record Date, and shall show the date of countersignature by the Rights Agent, and on their face shall entitle the holders thereof to purchase such number of one one-one- hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be in substantially the same as form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate which do not affect the duties or responsibilities of the Rights Agent and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and Section 22 hereofof this Agreement, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of thousandth interests in a Preferred Share as shall be set forth therein at the price per one one-hundredth of thousandth interest in a Preferred Share set forth therein (the "Purchase Price"), but the number amount and type of such one one-hundredths securities purchasable upon the exercise of a Preferred Share each Right and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) ), when, as and if issued, shall be substantially in the same as form set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation trading system on which the Rights may from time to time be listedlisted or traded, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof22, the Right Certificates whenever distributed shall be dated the Record Date and on their face shall entitle the holders thereof to purchase such number of one one-hundredths of a share of Preferred Share Stock as shall be set forth therein at the price per one one-hundredth of a share of Preferred Share Stock set forth therein (the "Purchase Price"), but the number amount and type of such one one-hundredths securities purchasable upon the exercise of a Preferred Share each Right and the Purchase Price thereof shall be subject to adjustment as provided hereintherein and in this Rights Agreement.

Form of Right Certificates. (a) The Right Certificates (and the form -------------------------- forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as form set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or inter-dealer quotation system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 711, 11 13 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a share of Preferred Share Stock as shall be set forth therein at the price per one one-hundredth of a share of Preferred Share Stock set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a share of Preferred Share Stock and the Purchase Price shall be subject to adjustment as provided herein. All references herein to the Purchase Price shall mean the Purchase Price as in effect at the time in question.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as Exhibit form set forth in EXHIBIT B hereto and may have such marks of identification or designation and such legends, summaries or endorsements endorsements, printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or interdealer quotation system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 7SECTIONS 11, 11 13 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths one- thousandths of a share of Preferred Share Stock as shall be set forth therein at the price per one one-hundredth thousandth of a share of Preferred Share Stock set forth therein (the "Purchase Price"), but the number of such one one-hundredths thousandths of a share of Preferred Share Stock and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and -------------------------- the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as form set forth in Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of the New York Stock Exchange or of any other stock exchange or automated quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 711, 11 13 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a share of Preferred Share Stock as shall be set forth therein at the price per one one-hundredth of a share of Preferred Share Stock set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a share of Preferred Share Stock and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form of election to purchase Preferred Shares, the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein Purchase Price (the "Purchase Price"as defined in Section 7(b)), but the number of such one one-hundredths thousandths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Common Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as form set forth on Exhibit B A hereto and may have such those marks of identification or designation and such those legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates Certificates, whenever distributed, shall be dated as of the Record Date and shall entitle the holders thereof to purchase such that number of one one-hundredths of a Preferred Share Common Shares as shall be set forth therein at the price per one one-hundredth of a Preferred Common Share set forth therein (the "Purchase Price"), but the number amount and type of such one one-hundredths securities purchasable upon exercise of a Preferred Share each Right and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as form set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of the NASDAQ or of any other stock exchange or automated quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a share of Preferred Share Stock as shall be set forth therein at the price per one one-hundredth thousandth of a share of Preferred Share Stock set forth therein (as determined pursuant to Section 7; the "“Purchase Price"”), but the number of such one one-hundredths thousandths of a share of Preferred Share Stock and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and -------------------------- the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this AgreementAgreement and which do not change or increase the duties and obligations of the Rights Agent, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-one- hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit EXHIBIT B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Board of Trust Managers of the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or automated quotation system on which the Rights may from time to time be listedlisted or traded, or to conform to usage. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation regula- tion made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.provided

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as form set forth in Exhibit B hereto for the PE Rights and Exhibit C hereto for the Celera Genomics Rights and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of the New York Stock Exchange, Pacific Stock Exchange, NASDAQ or of any other stock exchange or automated quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 711, 11 13 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a share of Preferred Share Stock as shall be set forth therein at the price per one one-hundredth thousandth of a share of Preferred Share Stock set forth therein (the "Purchase Price")therein, but the number of such one one-hundredths thousandths of a share of Preferred Share Stock and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall each be substantially in the same as form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate (but which do not affect the rights, duties or responsibilities of the Rights Agent) and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any law, rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Sections 7, Section 11 and Section 22 hereof, the Right Certificates Certificates, whenever distributed, shall be dated as of the Record Date and on their face shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number amount and type of such one one-hundredths securities purchasable upon the exercise of a Preferred Share each Right and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as form set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of the NASDAQ or of any other stock exchange or automated quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 711, 11 13 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a share of Preferred Share Stock as shall be set forth therein at the price per one one-hundredth thousandth of a share of Preferred Share Stock set forth therein (the "Purchase Price"), but the number of such one one-hundredths thousandths of a share of Preferred Share Stock and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit EXHIBIT B hereto and may have such marks --------- of identification or designation and such legends, summaries or endorsements printed thereon as the Company Board of Trust Managers of the Trust may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or automated quotation system on which the Rights may from time to time be listedlisted or traded, or to conform to usage. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates ---------- shall entitle the holders thereof to purchase such number of one one-one- hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase -------- Price"), but the number of such one one-hundredths of a Preferred Share and ----- the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as form set forth in Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of the New York Stock Exchange or of any other stock exchange or automated quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 711, 11 13 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a share of Preferred Share Stock as shall be set forth therein at the price per one one-hundredth thousandth of a share of Preferred Share Stock set forth therein (the "Purchase Price"), but the number of such one one-hundredths thousandths of a share of Preferred Share Stock and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form of and assignment and the form of certification to be printed on the reverse thereof) ), shall be substantially in the same as form set forth in Exhibit B "B" hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Rights Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or interdealer quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 711, 11 13 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a share of Preferred Share Stock as shall be set forth therein at the price per such one one-hundredth of a share of Preferred Share Stock set forth therein (the "Purchase Price"), but the number of such one one-hundredths shares of a Preferred Share Stock and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall be in substantially the same form as Exhibit B --------- hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any law, rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to customary usage. Subject to the provisions of Sections 7, Section 11 and Section 22 hereof, the Right Certificates Certificates, whenever issued, shall be dated as of the Record Date, and on their face shall entitle the holders thereof to purchase such number of one one-hundredths of a share of Preferred Share Stock as shall be set forth therein at the price per one one-hundredth of a Preferred Share share as set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share shares and the Purchase Price shall be and remain subject to adjustment as provided hereinin Sections 11 and 13 hereof.

Form of Right Certificates. (a) The Right Certificates -------------------------- (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as form set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of the NASDAQ Stock Market or of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth hundredths of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Stock and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system other organization on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share Stock share as shall be set forth therein at the price per one one-hundredth of a Preferred Share Stock share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share Stock share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Sharesshares, the form of certification and assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Rights Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation trading system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 7, 11 terms and 22 conditions hereof, the Right Certificates Certificates, whenever issued, shall be dated as of the Record Date, and shall show the date of countersignature by the Rights Agent, and on their face shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit EXHIBIT B hereto (in a format that is machine printable and reasonably satisfactory to the Rights Agent) and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or as may be appropriate to conform to usage. Subject to the provisions of Sections 711, 11 13 and 22 hereof22, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandth of a Preferred Share as shall be set forth therein at the price per one one-hundredth thousandth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths thousandths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as Exhibit form set forth in EXHIBIT B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of the NYSE or of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth hundredths of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Stock and of assignment and the form of certification to be printed on the reverse thereof) shall be in substantially the same form as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate (but which does not affect the duties or responsibilities of the Rights Agent) and as are not inconsistent with the provisions of this Rights Agreement, or as may be required to comply with any applicable law or with any law, rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to customary usage. Subject to the provisions of Sections 7, Section 11 and Section 22 hereof, the Right Certificates Certificates, whenever issued, shall be dated as of the Record Date, and on their face shall entitle the holders thereof to purchase such number of one one-hundredths of a share of Preferred Share Stock as shall be set forth therein at the price per one one-hundredth of a Preferred Share share as set forth therein (the "Purchase Price"), but the number and identity of such one one-hundredths of a Preferred Share shares and the Purchase Price shall be and remain subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate appropriate, which do not affect the duties or responsibilities of the Rights Agent, and as are not inconsistent with the provisions of this Agreement, Rights Agreement or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or automated quotation system on which the Rights may from time to time be listed, listed or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereofSection 22, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as Exhibit form set forth in EXHIBIT B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of the NASDAQ Stock Market or of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth hundredths of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall be in substantially the same form as Exhibit B hereto for the WorldCom Rights and Exhibit C hereto for the MCI Rights and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any law, rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to customary usage. Subject to the provisions of Sections 7, Section 11 and Section 22 hereof, the Right Certificates Certificates, whenever issued, shall be dated as of the Effective Date, and on their face shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a share of Preferred Share Stock as shall be set forth therein at the price per one one-hundredth thousandth of a Preferred Share share as set forth therein (the "Purchase Price")therein, but the number and identity of such one one-hundredths of a Preferred Share shares and the Purchase Price shall be and remain subject to adjustment as provided hereinin Sections 11, 13 and 22 hereof.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall each be substantially in the same as form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate (but which do not affect the rights, duties or responsibilities of the Rights Agent) and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or inter-dealer quotation system on which the Rights may from time to time be listedlisted or traded, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "“Purchase Price"”), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths (or other unit) of a Preferred Share as shall be set forth therein at the price per one one-hundredth (or other unit) of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths (or other unit) of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall be in substantially the same form as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Rights Agreement, or as may be required to comply with any applicable law or with any law, rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to customary usage. Subject to the provisions of Sections 7, Section 11 and Section 22 hereof, the Right Certificates Certificates, whenever issued, shall be dated as of the Record Date, and on their face shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a share of Preferred Share Stock as shall be set forth therein at the price per one one-hundredth thousandth of a Preferred Share share as set forth therein (the "Purchase Price"), but the number and identity of such one one-hundredths of a Preferred Share shares and the Purchase Price shall be and remain subject to adjustment as provided hereinin Sections 11, 13 and 22 hereof.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase shares of Preferred Shares, the form Stock and of assignment and the form of certification to be printed on the reverse thereof) ), when and if issued, shall be substantially in the same as form set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or interdealer quotation system on which the Rights may from time to time be listedlisted or quoted, or to conform to customary usage. Subject to the provisions of Sections 7this Agreement, 11 and 22 hereof, the each Right Certificates Certificate shall entitle the holders holder thereof to purchase such number of one oneten-hundredths thousandths of a share of Preferred Share Stock as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one oneten-hundredths thousandths of a share of Preferred Share Stock and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) each shall be substantially in the same as form set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Rights Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or automated quotation system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates Certificates, whenever distributed, shall be dated as of the Record Date on their face and shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a share of Preferred Share Stock as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein Purchase Price (the "Purchase Price"as determined pursuant to Section 7 hereof), but the number amount and type of such one one-hundredths securities purchasable upon the exercise of a Preferred Share each Right and the Purchase Price thereof shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form -------------------------- forms of election to purchase Preferred Sharesshares, the form of certification and assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation trading system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 7, 11 terms and 22 conditions hereof, the Right Certificates Certificates, whenever issued, shall be dated as of the Record Date, and shall show the date of countersignature by the Rights Agent, and on their face shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Sharesshares, the form of certification and assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation trading system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 7, 11 terms and 22 conditions hereof, the Right Certificates Certificates, whenever issued, shall be dated as of the Record Date, and shall show the date of countersignature by the Rights Agent, and on their face shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-one- hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of assignment and of election to purchase Preferred Shares, the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (as such price may be adjusted from time to time pursuant to the terms hereof, the "Purchase PricePURCHASE PRICE"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to modification and adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as form set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of the New York Stock Exchange or of any other stock exchange or automated quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 711, 11 13 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a share of Preferred Share Stock as shall be set forth therein at the price per one one-hundredth thousandth of a share of 16 13 Preferred Share Stock set forth therein (the "Purchase Price"), but the number of such one one-hundredths thousandths of a share of Preferred Share Stock and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form of election to purchase Preferred Shares, the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system other organization on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "“Purchase Price"”), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto hereto, and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate appropriate, which do not affect the duties or responsibilities of the Rights Agent and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any applicable rule or regulation made pursuant thereto or with any applicable rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listedNational Association of Securities Dealers, Inc., or to conform to usage. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase PricePURCHASE PRICE"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as form set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and which do not increase the duties or responsibilities of the Rights Agent and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of the Nasdaq Stock Market or of any other stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase PricePURCHASE PRICE"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as form set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of the New York Stock Exchange or of any other stock exchange or automated quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. The Right Certificates shall show the date of countersignature and, subject to the provisions of Sections 711, 11 13 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a Preferred Preference Share as shall be set forth therein at the price per one one-hundredth thousandth of a Preferred Preference Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths thousandths of a Preferred Preference Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as Exhibit form set forth in EXHIBIT B hereto hereto, and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any applicable rule or regulation made pursuant thereto or with any applicable rule or regulation of the NYSE or any stock exchange or interdealer quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereofthis Agreement, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a Preferred Share as shall be set forth therein at the price per one one-hundredth thousandth of a Preferred Share set forth therein (the "Purchase PricePURCHASE PRICE"), but the number of such one one-hundredths thousandths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form -------------------------- forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, Section 11 and Section 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto hereto, and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate appropriate, which do not affect the rights, duties or responsibilities of the Rights Agent and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any applicable rule or regulation made pursuant thereto or with any applicable rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listedNational Association of Securities Dealers, Inc., or to conform to usage. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a Preferred Share as shall be set forth therein at the price per one one-hundredth one- thousandth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths thousandths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form of election to purchase Preferred Shares, the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit EXHIBIT B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form of election to purchase Preferred Shares, the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit EXHIBIT B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein Purchase Price (the "Purchase Price"as defined in Section 7(b)), but the number of such one one-hundredths thousandths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form of election to purchase Preferred Shares, the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto to this Amended and Restated Agreement and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a Preferred Share as shall be set forth therein at the price per one one-hundredth thousandth of a Preferred Share set forth therein (the "“Purchase Price"”), but the number of such one one-hundredths thousandths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (aA) The Right Certificates (and the form of election to purchase Preferred Shares, the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit EXHIBIT B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein Purchase Price (the "Purchase Price"as defined in Section 7(b)), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form of and assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as Exhibit form set forth in EXHIBIT B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of, and which do not affect the duties, rights or responsibilities of the Rights Agent under, this Rights Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or interdealer quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 711, 11 13 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths hundredth of a share of Preferred Share Stock as shall be set forth therein at the price per such one one-hundredth of a share of Preferred Share Stock set forth therein (the "Purchase Price"), but the number of such one one-hundredths shares of a Preferred Share Stock and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as form set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate (which do not affect the duties or responsibilities of the Rights Agent) and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or interdealer quotation system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereofthis Agreement, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a share of Preferred Share Stock as shall be set forth therein at the price per one one-hundredth thousandth of a share of Preferred Share Stock set forth therein (the "Purchase Price"), but the number of such one one-hundredths thousandths of a share of Preferred Share Stock and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto hereto, and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and which do not affect the rights, duties or responsibilities of the Rights Agent and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any applicable rule or regulation made pursuant thereto or with any applicable rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listedNational Association of Securities Dealers, Inc., or to conform to usage. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto hereto, and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate which do not affect the duties or responsibilities of the Rights Agent and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any applicable rule or regulation made pursuant thereto or with any applicable rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listedNational Association of Securities Dealers, Inc., or to conform to usage. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a Preferred Share as shall be set forth therein at the price per one one-hundredth thousandth of a Preferred Share set forth therein (the "Purchase PricePURCHASE PRICE"), but the number of such one one-hundredths thousandths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form of election to purchase Preferred Shares, the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit EXHIBIT B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit EXHIBIT B hereto hereto, and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any applicable rule or regulation made pursuant thereto or with any applicable rule or regulation of any stock exchange or quotation system the National Association of Securities Dealers, Inc. on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a Preferred Share as shall be set forth therein at the price per one one-hundredth thousandth of a Preferred Share set forth therein (the "Purchase PricePURCHASE PRICE"), but the number of such one one-hundredths thousandths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form of election to purchase Preferred Shares, the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B ExhibitB hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-one- hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares of Class A Common Stock and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same form set forth in as Exhibit B hereto A hereto, and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate (but which do not affect the rights, duties, liabilities or responsibilities of the Rights Agent) and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any applicable rule or regulation made pursuant thereto or with any applicable rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, Financial Industry Regulatory Authority or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths shares of a Preferred Share Class A Common Stock as shall be set forth therein at the price per one one-hundredth share of a Preferred Share Class A Common Stock set forth therein (the "“Purchase 4828-6326-0367v.2 Price"”), but the number of such one one-hundredths shares of a Preferred Share Class A Common Stock issuable upon exercise of each Right and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form of election to purchase Preferred Shares, Stock and the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as Exhibit form of EXHIBIT B hereto hereto. The Right Certificates shall be in machine printable format and in a form reasonably satisfactory to the Rights Agent, and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company Corporation may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule Rule or regulation Regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths hundredth (1/100) interests in a share of a Preferred Share Stock as shall be set forth therein at the price per one one-hundredth (1/100) interest in a share of a Preferred Share Stock set forth therein (the "Purchase PricePURCHASE PRICE"), but the number of such one one-hundredths hundredth (1/100) interests in a share of a Preferred Share Stock and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as form set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or inter-dealer quotation system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 711, 11 13 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a share of Preferred Share Stock as shall be set forth therein at the price per one one-hundredth thousandth of a share of Preferred Share Stock set forth therein (the "Purchase Price"), but the number of such one one-hundredths thousandths of a share of Preferred Share Stock and the Purchase Price shall be subject to adjustment as provided herein. All references herein to the Purchase Price shall mean the Purchase Price as in effect at the time in question.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Sharesshares, the form of certification and assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation trading system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 7, 11 terms and 22 conditions hereof, the Right Certificates Certificates, whenever issued, shall be dated as of the Record Date, and shall show the date of countersignature by the Rights Agent, and on their face shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-one- hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. The Rights Certificates shall be in a machine printable format and, if not substantially in the form of Exhibit B hereto, in such other form reasonably satisfactory to the Rights Agent. Subject to the provisions of Sections 7, 11 and 22 hereofSection 22, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Sharesshares, the form of certification and assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation trading system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 7, 11 terms and 22 conditions hereof, the Right Certificates Certificates, whenever issued, shall be dated as of the date on which the Effective Time occurs, and shall show the date of countersignature by the Rights Agent, and on their face shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase PricePURCHASE PRICE"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form of election to purchase Preferred Common Shares, the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share Common Shares as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share Common Shares and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Sharesshares, the form of certification and assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate (which do not affect the duties or responsibilities of the Rights Agent) and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation trading system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 7, 11 terms and 22 conditions hereof, the Right Certificates Certificates, whenever issued, shall be dated as of the Record Date, and shall show the date of countersignature by the Rights Agent, and on their face shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a Preferred Share as shall be set forth therein at the price per one one-hundredth one- thousandth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths thousandths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Sharesand assignment, the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as form set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange exchange, trading market or interdealer quotation system on which the Rights may from time to time be listed, traded or quoted, or to conform to usage. Subject to the provisions of Sections 7this Agreement, 11 and 22 hereof, the each Right Certificates Certificate shall entitle the holders holder thereof to purchase such number of one one-hundredths (1/100ths) of a share of Preferred Share Stock as shall be set forth therein at the price per one one-hundredth share of a Preferred Share Stock set forth therein (such price per share, as adjusted from time to time as provided herein, the "“Purchase Price"”); provided, but however, that amount and type of Securities purchasable upon the number exercise of such one one-hundredths of a Preferred Share each Right and the Purchase Price thereof shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Shares and of assignment and the form of certification to be printed on the reverse thereof) shall will be substantially the same as Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, and as do not affect the rights, duties or responsibilities of the Rights Agent, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and Section 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be are set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "“Purchase Price"”), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall will be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and -------------------------- the form forms of election to purchase Preferred Sharesshares, the form of certification and assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation trading system on which the Rights may from time to time be listedlisted or quoted, or to conform to usage. Subject to the provisions of Sections 7, 11 terms and 22 conditions hereof, the Right Certificates Certificates, whenever issued, shall be dated as of the Record Date, and shall show the date of countersignature by the Rights Agent, and on their face shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the "Purchase Price"), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form Units and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or automated quotation system on which the Rights may from time to time be listedlisted or traded, or to conform to usage. Subject to the provisions of Sections 711, 11 13 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share Unit as shall be set forth therein at the price per one one-hundredth of a Preferred Share Unit set forth therein (the "“Purchase Price"”), but the number of such one one-hundredths of a Preferred Share Unit and the Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form forms of election to purchase Preferred Shares, the form and of assignment and the form of certification to be printed on the reverse thereof) shall be substantially in the same as form set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company Corporation may deem appropriate (but which do not affect the rights, duties or responsibilities of the Rights Agent as set forth in this Agreement) and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 and 22 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths thousandths of a Preferred Share as shall be set forth therein at the price per one one-hundredth thousandth of a Preferred Share set forth therein therein, as specified in Section 7(b) hereof (the "Purchase Price"), but the number amount and type of such one one-hundredths securities purchasable upon the exercise of a Preferred Share each Right and the Purchase Price thereof shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the form of election to purchase Preferred Shares, the form of assignment and the form of certification to be printed on the reverse thereof) shall be substantially the same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to usage. Subject to the provisions of Sections 7, 11 Section 23 and 22 Section 24 hereof, the Right Certificates shall entitle the holders thereof to purchase such number of one one-hundredths of a Preferred Share as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein Purchase Price (the "Purchase Price"as defined herein), but the number of such one one-hundredths of a Preferred Share and the Purchase Price shall be subject to adjustment as provided herein.