Common use of Signature Guarantee Clause in Contracts

Signature Guarantee. Dailxx Xxxernational Inc.: Indenture A-10 Execution Copy 82 EXHIBIT A-1 [Form of Notation on Security Relating to Subsidiary Guarantee] SUBSIDIARY GUARANTEE Subject to the limitations set forth in the Indenture, the Subsidiary Guarantors (as defined in the Indenture referred to in the Security upon which this notation is endorsed, and each hereinafter referred to as a "Subsidiary Guarantor," which term includes any successor or additional Subsidiary Guarantor under the Indenture) have unconditionally guaranteed (a) the due and punctual payment of the principal of, premium (if any), and interest on the Securities, whether at maturity, acceleration, redemption or otherwise, (b) the due and punctual payment of interest on the overdue principal of and interest on the Securities, if any, to the extent lawful, (c) the due and punctual performance of all other obligations of the Company to the Holders or the Trustee, all in accordance with the terms set forth in the Indenture, and (d) in case of any extension of time of payment or renewal of any Securities or any of such other obligations, the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise. Capitalized terms used herein have the meanings assigned to them in the Indenture unless otherwise indicated. No stockholder, officer, director or incorporator, as such, past, present or future, of the Subsidiary Guarantors shall have any personal liability under this Subsidiary Guarantee by reason of his or its status as such stockholder, officer, director or incorporator. This Subsidiary Guarantee shall be binding upon each Subsidiary Guarantor and its successors and assigns and shall inure to the benefit of the successors and assigns of the Trustee and the Holders and, in the event of any transfer or assignment of rights by any Holder or the Trustee, the rights and privileges herein conferred upon that party shall automatically extend to and be vested in such transferee or assignee, all subject to the terms and conditions hereof and in the Indenture. This Subsidiary Guarantee shall not be valid or obligatory for any purpose until the certificate of authentication on the Security upon which this Subsidiary Guarantee is noted shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized signatories. Subsidiary Guarantors: DAILXX XXXRGY SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 1 Execution Copy 83 DAILXX XXXERNATIONAL SALES CORPORATION, a Delaware corporation By --------------------------------- Name: Title: COLUMBIA PETROLEUM SERVICES CORP., a Delaware corporation By --------------------------------- Name: Title: INTERNATIONAL PETROLEUM SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: DAILXX XXXIRONMENTAL REMEDIATION TECHNOLOGIES, INC., a Texas corporation By --------------------------------- Name: Title: DAILXX XXXLDWIDE SERVICES, CORP., a Texas corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 2 Execution Copy 84 AIR DRILLING INTERNATIONAL, INC., a Delaware corporation By --------------------------------- Name: Title: AIR DRILLING SERVICES, INC., a Wyoming corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 3 Execution Copy 85 EXHIBIT A-2 [Form of Legend For Global Securities] Any Global Security authenticated and delivered hereunder shall bear a legend in addition to the Private Placement Legend, if required pursuant to Section 2.14, in substantially the following form: THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY OR A SUCCESSOR DEPOSITORY. THIS SECURITY IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.

Signature Guarantee. Dailxx Xxxernational Inc.Signatures must be guaranteed by an "eligible guarantor institution" meeting the requirements of the Registrar, which requirements include membership or participation in the Security Transfer Agent Medallion Program ("STAMP") or such other "signature guarantee program" as may be determined by the Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended. SCHEDULE OF EXCHANGES OF GLOBAL SECURITY FOR DEFINITIVE SECURITY/2/ The following exchanges of a part of this Global Security for Definitive Securities have been made: Indenture A-10 Execution Copy 82 EXHIBIT A-1 [Form of Notation on PRINCIPAL AMOUNT SIGNATURE OF AMOUNT OF AMOUNT OF OF THIS GLOBAL AUTHORIZED DECREASE IN INCREASE IN SECURITY SIGNATORY OF PRINCIPAL AMOUNT PRINCIPAL AMOUNT FOLLOWING SUCH TRUSTEE OR OF THIS GLOBAL OF THIS GLOBAL DECREASE (OR SECURITIES DATE OF EXCHANGE SECURITY SECURITY INCREASE) CUSTODIAN ---------------- ------------------ ---------------- ---------------- ----------- -------------- /2/ This should be included only if the Security Relating to Subsidiary Guarantee] is issued in global form. XXXXXXX X-0 FORM OF NOTATION ON SECURITY RELATING TO SUBSIDIARY GUARANTEE Subject to the limitations and provisions set forth in the Indenture, the Subsidiary Guarantors (as defined in the Indenture referred to in the Security upon which this notation is endorsed, endorsed and each hereinafter referred to as a "Subsidiary Guarantor," which term includes any successor or additional Subsidiary Guarantor under the Indenture) have have, jointly and severally, unconditionally guaranteed (a) the due and punctual payment of the principal of, premium (premium, if any), and interest on the Securities, and all other amounts payable under the Indenture and the Securities by the Company whether at maturity, acceleration, redemption redemption, repurchase or otherwise, (b) the due and punctual payment of interest on the overdue principal of of, premium, if any, and interest on the Securities, if any, to the extent lawful, (c) the due and punctual performance of all other obligations of the Company to the Holders or the Trustee, all in accordance with the terms set forth in the Indenture, and (d) in case of any extension of time of payment or renewal of any Securities or any of such other obligations, the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturityStated Maturity, by acceleration or otherwise. Capitalized terms used herein shall have the meanings assigned to them in the Indenture unless otherwise indicated. The obligations of each Guarantor are limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities and after giving effect to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under its Guarantee or pursuant to its contribution obligations under the Indenture, result in the obligations of such Guarantor under the Guarantee not constituting a fraudulent conveyance or fraudulent transfer under federal or state law. Each Guarantor that makes a payment or distribution under a Guarantee shall be entitled to a contribution from each other Guarantor in a pro rata amount based on the Adjusted Net Assets of each Guarantor. No stockholder, officer, director or incorporator, as such, past, present or future, of the Subsidiary Guarantors shall have any personal liability under this Subsidiary the Guarantee by reason of his or its status as such stockholder, officer, director or incorporator. This Subsidiary Any Guarantor may be released from its Guarantee upon the terms and subject to the conditions provided in the Indenture. All terms used in this notation of Guarantee which are defined in the Indenture referred to in this Security upon which this notation of Guarantee is endorsed shall have the meanings assigned to them in such Indenture. The Guarantee shall be binding upon each Subsidiary Guarantor and its successors and assigns and shall inure to the benefit of the successors and assigns of the Trustee and the Holders and, in the event of any transfer or assignment of rights by any Holder or the Trustee, the rights and privileges herein conferred upon that party shall automatically extend to and be vested in such transferee or assignee, all subject to the terms and conditions hereof and in the Indenture. This Subsidiary The Guarantee shall not be valid or obligatory for any purpose until the certificate of authentication on the Security upon which this Subsidiary Guarantee is noted shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized signatories. Subsidiary Guarantors[NAME OF EACH SUBSIDIARY GUARANTOR] Attest: DAILXX XXXRGY SERVICESBy: ------------------------- ---------------------------------- Secretary President TRUSTEE'S CERTIFICATE OF AUTHENTICATION This is the notation of the Guarantee of the 14_% Series [A/B] Senior Secured Discount Notes due 2006 referred to in the within-mentioned Indenture. Dated: -------------------------- THE BANK OF NEW YORK Trustee By: ---------------------------------- Authorized Signatory EXHIBIT B CERTIFICATE TO BE DELIVERED UPON EXCHANGE OR TRANSFER OF SERIES [A/B] SENIOR SECURED DISCOUNT NOTES ______________, INC.199__ The Bank of New York 000 Xxxxxxx Xxxxxx, Floor 00 Xxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Corporate Trust Trustee Administration Re: Gothic Energy Corporation 14_% Series [A/B] Senior Secured Discount Notes due 2006 --------------------------------------------------------- (the "Securities") ------------------ Reference is hereby made to the Indenture dated as of April 21, 1998 (the "Indenture") between Gothic Energy Corporation and The Bank of New York, Trustee. Capitalized terms used but not defined herein shall have the meanings given them in the Indenture. This certificate relates to $_______________ aggregate principal amount of Securities which are held in* [_] book-entry or [_] definitive form in the name of ______________________________________________ [name of transferor] (the "Transferor"). The Transferor hereby requests that the Securities be transferred to _____________________________________ [insert name of transferee] (the "Transferee"). The Transferor hereby certifies that the Transferor is familiar with the Indenture relating to the above-captioned Securities and further certifies that*: [_] such Securities (constituting either a Delaware corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 1 Execution Copy 83 DAILXX XXXERNATIONAL SALES CORPORATION, Definitive Security in the amount indicated above that is being exchanged for a Delaware corporation By --------------------------------- Name: Title: COLUMBIA PETROLEUM SERVICES CORP., a Delaware corporation By --------------------------------- Name: Title: INTERNATIONAL PETROLEUM SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: DAILXX XXXIRONMENTAL REMEDIATION TECHNOLOGIES, INC., a Texas corporation By --------------------------------- Name: Title: DAILXX XXXLDWIDE SERVICES, CORP., a Texas corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 2 Execution Copy 84 AIR DRILLING INTERNATIONAL, INC., a Delaware corporation By --------------------------------- Name: Title: AIR DRILLING SERVICES, INC., a Wyoming corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 3 Execution Copy 85 EXHIBIT A-2 [Form of Legend For Global Securities] Any beneficial interest in the Global Security authenticated and delivered hereunder shall bear a legend in addition to the Private Placement Legend, if required pursuant to Section 2.142.06(d) of the Indenture or a beneficial interest in the amount indicated above in the Global Security that is being transferred pursuant to Section 2.06(e) of the Indenture) are being transferred to a Person that the Transferor reasonably believes is a Qualified Institutional Buyer in accordance with Rule 144A under the Securities Act; or [_] the Transferor has requested by written order that the Trustee deliver to the Transferee in exchange for a beneficial interest in the Global Security held by the Depositary a Definitive Security or Securities in an aggregate principal amount equal to such beneficial interest in the Global Security (or the portion thereof indicated above) in accordance with Section 2.06(f) of the Indenture, and* [_] the Transferee is the Person designated by the Depositary as being the beneficial owner of the interest in substantially the following formGlobal Security; or [_] the Transferor reasonably believes the Transferee to be a Qualified Institutional Buyer; or [_] such transfer is being made in reliance on Rule 144 or Rule 904 or another exemption (specify: THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY OR A SUCCESSOR DEPOSITORY______________________________________) from the registration requirements of the Securities Act, and an opinion of counsel accompanies this Certificate; or [_] the Transferor has requested by written order that the Trustee exchange or register the transfer of a Definitive Security or Securities for a Definitive Security or Securities: [_] to a Person the Transferor reasonably believes to be a Qualified Institutional Buyer; or [_] in reliance on Rule 144 or Rule 904 or another exemption (specify: __________________________________) from the registration requirements of the Securities Act, and an opinion of counsel accompanies the Certificate. THIS SECURITY IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTUREIn connection with such request, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.and in respect of such Securities, the Transferee confirms that:

Signature Guarantee. Dailxx Xxxernational Inc.: Indenture A-10 Execution Copy 82 EXHIBIT A-1 (Signature must be guaranteed) [Form of Notation on Security Relating to Subsidiary GuaranteeFORM OF GUARANTEE] SUBSIDIARY GUARANTEE Subject For value received, the undersigned hereby unconditionally guarantees, as principal obligor and not only as a surety, to the limitations set forth Holder of this Note the cash payments in the Indenture, the Subsidiary Guarantors (as defined in the Indenture referred to in the Security upon which this notation is endorsed, and each hereinafter referred to as a "Subsidiary Guarantor," which term includes any successor or additional Subsidiary Guarantor under the Indenture) have unconditionally guaranteed (a) the due and punctual payment United States dollars of the principal of, premium (premium, if any), and interest on this Note (and including Additional Interest payable thereon) in the Securities, whether amounts and at maturity, acceleration, redemption or otherwise, (b) the times when due and punctual payment of interest on the overdue principal of and interest on the Securitiesprincipal, premium, if any, to the extent and interest, if any, of this Note, if lawful, (c) and the due and punctual payment or performance of all other obligations of the Company under the Indenture or the Notes, to the Holders or Holder of this Note and the Trustee, all in accordance with and subject to the terms and limitations of this Note, Article Ten of the Indenture and this Guarantee. This Guarantee will become effective in accordance with Article Ten of the Indenture and its terms shall be evidenced therein. The validity and enforceability of any Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Indenture dated as of October 29, 1997, among International Logistics Limited, a Delaware corporation, the Subsidiary Guarantors named therein and First Trust National Association, as trustee (the "Trustee"), as amended or supplemented (the "Indenture"). The obligations of the undersigned to the Holders of Notes and to the Trustee pursuant to this Guarantee and the Indenture are expressly set forth in Article Ten of the Indenture and reference is hereby made to the Indenture for the precise terms of the Guarantee and all of the other provisions of the Indenture to which this Guarantee relates. THIS GUARANTEE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK WITHOUT GIVING EFFECT TO PRINCIPLES OF CONFLICTS OF LAW. Each Subsidiary Guarantor hereby agrees to submit to the jurisdiction of the courts of the State of New York in any action or proceeding arising out of or relating to this Guarantee. This Guarantee is subject to release upon the terms set forth in the Indenture, and (d) in case of any extension of time of payment or renewal of any Securities or any of such other obligations, the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise. Capitalized terms used herein have the meanings assigned to them in the Indenture unless otherwise indicated. No stockholder, officer, director or incorporator, as such, past, present or future, of the Subsidiary Guarantors shall have any personal liability under this Subsidiary Guarantee by reason of his or its status as such stockholder, officer, director or incorporator. This Subsidiary Guarantee shall be binding upon each Subsidiary Guarantor and its successors and assigns and shall inure to the benefit of the successors and assigns of the Trustee and the Holders and, in the event of any transfer or assignment of rights by any Holder or the Trustee, the rights and privileges herein conferred upon that party shall automatically extend to and be vested in such transferee or assignee, all subject to the terms and conditions hereof and in the Indenture. This Subsidiary Guarantee shall not be valid or obligatory for any purpose until the certificate of authentication on the Security upon which this Subsidiary Guarantee is noted shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized signatories. Subsidiary Guarantors: DAILXX XXXRGY SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 1 Execution Copy 83 DAILXX XXXERNATIONAL SALES CORPORATION, a Delaware corporation By --------------------------------- Name: Title: COLUMBIA PETROLEUM SERVICES CORP., a Delaware corporation By --------------------------------- Name: Title: INTERNATIONAL PETROLEUM SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: DAILXX XXXIRONMENTAL REMEDIATION TECHNOLOGIES, INC., a Texas corporation By --------------------------------- Name: Title: DAILXX XXXLDWIDE SERVICES, CORP., a Texas corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 2 Execution Copy 84 AIR DRILLING INTERNATIONAL, INC., a Delaware corporation By --------------------------------- Name: Title: AIR DRILLING SERVICES, INC., a Wyoming corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 3 Execution Copy 85 EXHIBIT A-2 [Form of Legend For Global Securities] Any Global Security authenticated and delivered hereunder shall bear a legend in addition to the Private Placement Legend, if required pursuant to Section 2.14, in substantially the following form: THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY OR A SUCCESSOR DEPOSITORY. THIS SECURITY IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.

Signature Guarantee. Dailxx Xxxernational Inc.NOTICE: Indenture A-10 Execution Copy 82 EXHIBIT A-1 [Form The above signatures of Notation on Security Relating to Subsidiary Guarantee] SUBSIDIARY GUARANTEE Subject to the limitations set forth holder(s) hereof must correspond with the name as written upon the face of the Note in every particular without alteration or enlargement or any change whatsoever. Fill in the Indentureregistration of shares of Common Stock if to be issued, and Notes if to be delivered, other than to and in the name of the registered holder: (Name) (Street Address) (City, State and Zip Code) Please print name and address Principal amount to be converted (if less than all): $ Social Security or Other Taxpayer Identification Number: EXHIBIT B [FORM OF NOTATION OF GUARANTEE] For value received, the Subsidiary Guarantors Guarantor (as defined in the Indenture referred to in the Security upon which this notation is endorsed, and each hereinafter referred to as a "Subsidiary Guarantor," which term includes any successor or additional Subsidiary Guarantor Person under the Indenture) have has unconditionally guaranteed guaranteed, to the extent set forth in the Indenture (the “Indenture”) among UAL Corporation (the “Company”), the Guarantor and , as trustee (the “Trustee”), (a) the due and punctual payment of the principal of, premium (premium, if any), and interest on the SecuritiesNotes (as defined in the Indenture), whether at maturity, by acceleration, redemption or otherwise, (b) the due and punctual payment of interest on the overdue principal of and interest on the SecuritiesNotes, if any, to the extent if lawful, (c) and the due and punctual performance of all other obligations of the Company to the Holders or the Trustee, Trustee all in accordance with the terms set forth in of the Indenture, Indenture and (db) in case of any extension of time of payment or renewal of any Securities Notes or any of such other obligations, that the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise. Capitalized terms used herein have The obligations of the meanings assigned Guarantor to them in the Holders of Notes and to the Trustee pursuant to the Note Guarantee and the Indenture unless otherwise indicated. No stockholder, officer, director or incorporator, as such, past, present or future, are expressly set forth in Article 11 of the Subsidiary Guarantors shall have any personal liability under this Subsidiary Guarantee Indenture and reference is hereby made to the Indenture for the precise terms of the Note Guarantee. Each Holder of a Note, by reason of his or its status as such stockholderaccepting the same, officer, director or incorporator. This Subsidiary Guarantee (a) agrees to and shall be binding upon each Subsidiary Guarantor and its successors and assigns and shall inure to the benefit of the successors and assigns of bound by such provisions, (b) appoints the Trustee and the Holders and, in the event attorney-in-fact of any transfer or assignment of rights by any such Holder or the Trustee, the rights and privileges herein conferred upon that party shall automatically extend to and be vested in for such transferee or assignee, all subject to the terms and conditions hereof and in the Indenturepurpose. This Subsidiary Guarantee shall not be valid or obligatory for any purpose until the certificate of authentication on the Security upon which this Subsidiary Guarantee is noted shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized signatories. Subsidiary Guarantors[NAME OF GUARANTOR] By: DAILXX XXXRGY SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 1 Execution Copy 83 DAILXX XXXERNATIONAL SALES CORPORATION, a Delaware corporation By --------------------------------- Name: Title: COLUMBIA PETROLEUM SERVICES CORP., a Delaware corporation By --------------------------------- Name: Title: INTERNATIONAL PETROLEUM SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: DAILXX XXXIRONMENTAL REMEDIATION TECHNOLOGIES, INC., a Texas corporation By --------------------------------- Name: Title: DAILXX XXXLDWIDE SERVICES, CORP., a Texas corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 2 Execution Copy 84 AIR DRILLING INTERNATIONAL, INC., a Delaware corporation By --------------------------------- Name: Title: AIR DRILLING SERVICES, INC., a Wyoming corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 3 Execution Copy 85 EXHIBIT A-2 [Form of Legend For Global Securities] Any Global Security authenticated and delivered hereunder shall bear a legend in addition to the Private Placement Legend, if required pursuant to Section 2.14, in substantially the following form: THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY OR A SUCCESSOR DEPOSITORY. THIS SECURITY IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.:

Signature Guarantee. Dailxx Xxxernational Inc.Signatures must be guaranteed by an “eligible guarantor institution” meeting the requirements of the Security Registrar, which requirements include membership or participation in the Security Transfer Agent Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Security Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended. SCHEDULE OF INCREASES OR DECREASES IN NOTE The initial principal amount of this Note is € . The following increases or decreases in the principal amount of this Note have been made: Indenture A-10 Execution Copy 82 Date Amount of decrease in principal amount of this Note Amount of increase in principal amount of this Note Principal amount of this Note following such decrease or increase Signature of authorized signatory of Trustee EXHIBIT A-1 F [Form of Notation on Security Relating to Subsidiary GuaranteeFORM OF GUARANTEE] SUBSIDIARY GUARANTEE Subject For value received, the undersigned (the “Guarantor”), to the limitations extent set forth in and subject to the terms of the Indenture, dated as of September 18, 2019 (the Subsidiary Guarantors “Base Indenture”), among DH Europe Finance II S.à x.x., a private limited liability company, société à responsabilité limitée, duly organized and existing under the laws of Luxembourg, having its registered office at 0 X Xxxxxxxxx, X-0000 Xxxxxxxxxxxxx, Xxxxx Xxxxx xx Xxxxxxxxxx and registered with the Luxembourg Trade and Companies Register under number B 235.237 (the “Company”), the Guarantor and The Bank of New York Mellon Trust Company, N.A., as defined in Trustee (herein called the Indenture referred to in the Security upon which this notation is endorsedTrustee, and each hereinafter referred to as a "Subsidiary Guarantor," which term includes any successor or additional Subsidiary Guarantor trustee under the Indenture) have and the First Supplemental Indenture, among the Company, the Guarantor and the Trustee (the “Supplemental Indenture,” and together with the Base Indenture, the “Indenture”), irrevocably and unconditionally guaranteed guarantees to each Holder and to the Trustee and its successors and assigns (a1) the due full and punctual payment of the principal of, premium (if any), and interest on the Securitieswhen due, whether at maturityStated Maturity, by acceleration, by redemption or otherwise, of all obligations of the Company under the Indenture (bincluding obligations to the Trustee) and the due and punctual Notes, whether for payment of principal of, interest on the overdue principal of and interest on the Securitieson, premium, if any, to or Additional Amounts, if any, on the extent lawful, Notes and all other monetary obligations of the Company under the Indenture and the Notes and (c2) the due full and punctual performance within applicable grace periods of all other obligations of the Company whether for fees, expenses, indemnification or otherwise under the Indenture and the Notes. The obligations of the Guarantor to the Holders or and to the Trustee, all in accordance with Trustee pursuant to this Guarantee and the terms Indenture are expressly set forth in Article 14 of the Indenture, and (d) in case reference is hereby made to the Indenture for the precise terms and limitations of any extension of time of payment or renewal of any Securities or any of such other obligations, the same will be promptly paid in full when due or performed in accordance with the terms this Guarantee. Each Holder of the extension or renewal, whether at stated maturityNotes to which this Guarantee is endorsed, by acceleration or otherwiseaccepting such Notes, agrees to and shall be bound by such provisions. Capitalized All terms used herein and not otherwise defined in this Guarantee which are defined in the Indenture shall have the meanings assigned to them in the Indenture unless otherwise indicated. No stockholder, officer, director or incorporator, as such, past, present or future, of the Subsidiary Guarantors shall have any personal liability under this Subsidiary Guarantee by reason of his or its status as such stockholder, officer, director or incorporator. This Subsidiary Guarantee shall be binding upon each Subsidiary Guarantor and its successors and assigns and shall inure to the benefit of the successors and assigns of the Trustee and the Holders and, in the event of any transfer or assignment of rights by any Holder or the Trustee, the rights and privileges herein conferred upon that party shall automatically extend to and be vested in such transferee or assignee, all subject to the terms and conditions hereof and in the Indenture. This Subsidiary Guarantee shall not be valid or obligatory for any purpose until the certificate of authentication on the Security upon which this Subsidiary Guarantee is noted shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized signatories. Subsidiary Guarantors: DAILXX XXXRGY SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 1 Execution Copy 83 DAILXX XXXERNATIONAL SALES CORPORATION, a Delaware corporation By --------------------------------- Name: Title: COLUMBIA PETROLEUM SERVICES CORP., a Delaware corporation By --------------------------------- Name: Title: INTERNATIONAL PETROLEUM SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: DAILXX XXXIRONMENTAL REMEDIATION TECHNOLOGIES, INC., a Texas corporation By --------------------------------- Name: Title: DAILXX XXXLDWIDE SERVICES, CORP., a Texas corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 2 Execution Copy 84 AIR DRILLING INTERNATIONAL, INC., a Delaware corporation By --------------------------------- Name: Title: AIR DRILLING SERVICES, INC., a Wyoming corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 3 Execution Copy 85 EXHIBIT A-2 [Form of Legend For Global Securities] Any Global Security authenticated and delivered hereunder shall bear a legend in addition to the Private Placement Legend, if required pursuant to Section 2.14, in substantially the following form: THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY OR A SUCCESSOR DEPOSITORY. THIS SECURITY IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.

Signature Guarantee. Dailxx Xxxernational Inc.NOTICE: Indenture A-10 Execution Copy 82 EXHIBIT A-1 [Form of Notation on Security Relating to Subsidiary Guarantee] SUBSIDIARY GUARANTEE Subject to the limitations set forth in the Indenture, the Subsidiary Guarantors (as defined in the Indenture referred to in the Security upon which this notation is endorsed, and each hereinafter referred to as a "Subsidiary Guarantor," which term includes any successor or additional Subsidiary Guarantor under the Indenture) have unconditionally guaranteed (a) the due and punctual payment The above signatures of the principal of, premium Holder(s) hereof must correspond with the name as written upon the face of the Notes in every particular without alteration or enlargement or any change whatever. Notes Certificate Number (if any)applicable): ______ Principal amount to be repurchased (if less than all, must be $1,000 or whole multiples thereof): ______ Social Security or Other Taxpayer Identification Number: ______ FUNDAMENTAL CHANGE REPURCHASE NOTICE TO: CAPLEASE, INC. and interest on DEUTSCHE BANK TRUST COMPANY AMERICAS, as Conversion Agent The undersigned registered owner of this Note hereby irrevocably acknowledges receipt of a notice from CapLease, Inc. (the Securities, whether at maturity, acceleration, redemption or otherwise, (b“Company”) regarding the due and punctual payment right of interest on the overdue principal of and interest on the Securities, if any, Holders to the extent lawful, (c) the due and punctual performance of all other obligations of elect to require the Company to repurchase the Holders Notes and requests and instructs the Company to repay the entire principal amount of this Note, or the Trusteeportion thereof (which is $1,000 or an integral multiple thereof) below designated, all in accordance with the terms set forth in the Indenture, and (d) in case of any extension of time of payment or renewal of any Securities or any of such other obligations, the same will be promptly paid in full when due or performed in accordance with the terms of the extension Indenture at the price of 100% of such entire principal amount or renewalportion thereof, whether at stated maturitytogether with accrued and unpaid interest, by acceleration or otherwiseif any, (including Liquidated Damages and Additional Interest, if any) to, but excluding, the Fundamental Change Repurchase Date to the registered Holder hereof. Capitalized terms used herein but not defined shall have the meanings assigned ascribed to them such terms in the Indenture unless otherwise indicatedIndenture. No stockholder, officer, director or incorporator, The Notes shall be repurchased by the Company as such, past, present or future, of the Subsidiary Guarantors shall have any personal liability under this Subsidiary Guarantee by reason of his or its status as such stockholder, officer, director or incorporator. This Subsidiary Guarantee shall be binding upon each Subsidiary Guarantor and its successors and assigns and shall inure to the benefit of the successors and assigns of the Trustee and the Holders and, in the event of any transfer or assignment of rights by any Holder or the Trustee, the rights and privileges herein conferred upon that party shall automatically extend to and be vested in such transferee or assignee, all subject Fundamental Change Repurchase Date pursuant to the terms and conditions hereof and specified in the Indenture. This Subsidiary Guarantee shall not Dated: Signature(s) Signature(s) must be valid guaranteed by an “eligible guarantor institution” meeting the requirements of the Registrar, which requirements include membership or obligatory for any purpose until the certificate of authentication on participation in the Security upon which this Subsidiary Guarantee is noted shall have been executed Transfer Agent Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Trustee under the Indenture by the manual signature of one of its authorized signatories. Subsidiary Guarantors: DAILXX XXXRGY SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 1 Execution Copy 83 DAILXX XXXERNATIONAL SALES CORPORATION, a Delaware corporation By --------------------------------- Name: Title: COLUMBIA PETROLEUM SERVICES CORP., a Delaware corporation By --------------------------------- Name: Title: INTERNATIONAL PETROLEUM SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: DAILXX XXXIRONMENTAL REMEDIATION TECHNOLOGIES, INC., a Texas corporation By --------------------------------- Name: Title: DAILXX XXXLDWIDE SERVICES, CORP., a Texas corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 2 Execution Copy 84 AIR DRILLING INTERNATIONAL, INC., a Delaware corporation By --------------------------------- Name: Title: AIR DRILLING SERVICES, INC., a Wyoming corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 3 Execution Copy 85 EXHIBIT A-2 [Form of Legend For Global Securities] Any Global Security authenticated and delivered hereunder shall bear a legend Registrar in addition to to, or in substitution for, STAMP, all in accordance with the Private Placement LegendSecurities Exchange Act of 1934, if required pursuant to Section 2.14, in substantially the following form: THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY OR A SUCCESSOR DEPOSITORY. THIS SECURITY IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTUREas amended.

Signature Guarantee. Dailxx Xxxernational Inc.: Indenture A-10 Execution Copy 82 EXHIBIT A-1 [Form (Signature must be guaranteed by a financial institution that is a member of Notation on Security Relating to Subsidiary Guarantee] SUBSIDIARY GUARANTEE Subject to the limitations set forth in the IndentureSecurities Transfer Agent Medallion Program (“STAMP”), the Subsidiary Guarantors Stock Exchange Medallion Program (“SEMP”), the New York Stock Exchange, Inc. Medallion Signature Program (“MSP”) or such other signature guarantee program as defined may be determined by the Security Registrar in addition to, or in substitution for, STAMP, SEMP or MSP, all in accordance with the Securities Exchange Act of 1934, as amended.) EXHIBIT B [FORM OF NOTATION ON SECURITY RELATING TO GUARANTEE] GUARANTEE Each of the undersigned guarantors (each a “Guarantor” and together, the “Guarantors”), which term includes any successor under the Indenture (the “Indenture”) referred to in the Security upon which this notation is endorsed, hereby unconditionally and irrevocably guarantees on a senior basis, jointly and severally with each hereinafter referred other Guarantor of the Securities, to as a "Subsidiary Guarantor," which term includes any successor or additional Subsidiary Guarantor under each Holder and to the Indenture) have unconditionally guaranteed Trustee and its successors and assigns (a) the due full and punctual prompt payment (within applicable grace periods) of the principal of, premium (if any), and interest on the Securities, whether at maturity, acceleration, redemption or otherwise, (b) the due and punctual payment of interest on the overdue principal of and interest on the SecuritiesSecurities when due, if anywhether at maturity, to by acceleration, by redemption or otherwise, and all other monetary obligations of the extent lawful, Company under the Indenture and the Securities and (cb) the due full and punctual prompt performance within applicable grace periods of all other obligations of the Company under the Indenture and the Securities, subject to the Holders or the Trustee, all in accordance with the terms certain limitations set forth in the IndentureIndenture (all the foregoing being hereinafter collectively called the “Guarantee Obligations”). The Guarantor further agrees that the Guarantee Obligations may be extended or renewed, in whole or in part, without notice or further assent from such Guarantor, and (d) in case that such Guarantor shall remain bound under Article XIII of the Indenture notwithstanding any extension of time of payment or renewal of any Securities or any of such other obligations, the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwiseGuarantee Obligation. Capitalized terms used herein have the meanings assigned to them in the Indenture unless otherwise indicated. No stockholder, officer, director or incorporator, as such, past, present or future, Subject to the terms of the Subsidiary Guarantors shall have any personal liability under Indenture, this Subsidiary Guarantee by reason of his or its status as such stockholder, officer, director or incorporator. This Subsidiary Guarantee shall be binding upon each Subsidiary the Guarantor and its successors and assigns and shall inure to the benefit of the successors and assigns of the Trustee and the Holders and, in the event of any transfer or assignment of rights by any Holder or the Trustee, the rights and privileges herein conferred upon that party shall automatically extend to and be vested in such transferee or assignee, all subject to the terms and conditions hereof and in the Indenturehereof. This Subsidiary Guarantee shall not be valid or obligatory for any purpose until the certificate of authentication on the Security upon which this Subsidiary Guarantee is noted shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized signatories. Subsidiary GuarantorsNotwithstanding any other provision of the Indenture or this Guarantee, under the Indenture and this Guarantee the maximum aggregate amount of the obligations guaranteed by the Guarantor shall not exceed the maximum amount that can be guaranteed without rendering the Indenture or this Guarantee, as it relates to such Guarantor, voidable under applicable federal or state law relating to fraudulent conveyance or fraudulent transfer. This Guarantee shall be governed by and construed in accordance with the laws of the State of New York, without regard to conflicts of laws provisions thereof. UNITED RENTALS, INC. By: DAILXX XXXRGY SERVICESName: Title: UNITED RENTALS (DELAWARE), INC. By: Name: Title: UNITED RENTALS REALTY, LLC, BY UNITED RENTALS (NORTH AMERICA), INC., a Delaware corporation By --------------------------------- ITS SOLE MEMBER By: Name: Title: Dailxx Xxxernational Inc.UNITED RENTALS HIGHWAY TECHNOLOGIES GULF, LLC By: Indenture A-1 - 1 Execution Copy 83 DAILXX XXXERNATIONAL SALES CORPORATION, a Delaware corporation By --------------------------------- Name: Title: COLUMBIA PETROLEUM SERVICES CORP., a Delaware corporation By --------------------------------- Name: Title: INTERNATIONAL PETROLEUM SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: DAILXX XXXIRONMENTAL REMEDIATION TECHNOLOGIES, INC., a Texas corporation By --------------------------------- Name: Title: DAILXX XXXLDWIDE SERVICES, CORP., a Texas corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 2 Execution Copy 84 AIR DRILLING INTERNATIONAL, INC., a Delaware corporation By --------------------------------- Name: Title: AIR DRILLING SERVICES, INC., a Wyoming corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 3 Execution Copy 85 EXHIBIT A-2 [Form of Legend For Global Securities] Any Global Security authenticated and delivered hereunder shall bear a legend in addition to the Private Placement Legend, if required pursuant to Section 2.14, in substantially the following form: THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY OR A SUCCESSOR DEPOSITORY. THIS SECURITY IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.:

Signature Guarantee. Dailxx Xxxernational Inc.NOTE: Indenture A-10 Execution Copy 82 Signature(s) must be guaranteed by a member firm of a major stock exchange or a commercial bank or trust company. EXHIBIT A-1 B [Form of Notation on Security Relating FORM OF NOTATION ON SECURITY RELATING TO GUARANTEE] GUARANTEE Toll Brothers, Inc. (hereinafter referred to Subsidiary Guarantee] SUBSIDIARY GUARANTEE Subject to as the limitations set forth in the Indenture, the Subsidiary Guarantors (as defined in "Guarantor," which term includes any successor person under the Indenture (the "Indenture") referred to in the Security upon which this notation is endorsed), and each hereinafter referred to as a "Subsidiary Guarantor," which term includes any successor or additional Subsidiary Guarantor under the Indenture) have has unconditionally guaranteed on a subordinated basis (ai) the due and punctual payment of the principal of, premium (if any), of and interest on the Securities, whether at maturity, acceleration, redemption by acceleration or otherwise, (b) the due and punctual payment of interest on the overdue principal of and interest interest, if any, on the Securities, if any, to the extent lawful, (c) and the due and punctual performance of all other obligations of the Company to the Holders or the Trustee, Trustee under the Indenture and the Security all in accordance with the terms set forth in Article 7 of the Indenture, Indenture and (dii) in case of any extension of time of payment or renewal of any Securities or any of such other obligations, that the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise. Capitalized terms used herein have [The obligations of the meanings assigned Guarantor to them the Holders of the Securities and to the Trustee pursuant to the Guarantee and the Indenture are expressly set forth and are expressly subordinated and subject in right of payment to the prior payment in full of all Senior Indebtedness of the Guarantor, to the extent and in the manner provided in Article 7 of the Indenture unless otherwise indicated. and reference is hereby made to the Indenture for the precise terms of the Guarantee and the subordination thereof therein made.] No stockholder, officer, director or incorporator, as such, past, present or future, of the Subsidiary Guarantors Guarantor shall have any personal liability under this Subsidiary the Guarantee by reason of his or its status as such stockholder, officer, director or incorporator. This Subsidiary Guarantee shall be binding upon each Subsidiary Guarantor and its successors and assigns and shall inure to the benefit of the successors and assigns of the Trustee and the Holders and, in the event of any transfer or assignment of rights by any Holder or the Trustee, the rights and privileges herein conferred upon that party shall automatically extend to and be vested in such transferee or assignee, all subject to the terms and conditions hereof and in the Indenture. This Subsidiary The Guarantee shall not be valid or obligatory for any purpose until the certificate of authentication on the Security Securities upon which this Subsidiary Guarantee is noted endorsed shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized signatoriesofficers. Subsidiary Guarantors: DAILXX XXXRGY SERVICESGuarantor TOLL BROTHERS, INC., a Delaware corporation . By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 1 Execution Copy 83 DAILXX XXXERNATIONAL SALES CORPORATION, a Delaware corporation ------------------------------------- By --------------------------------- Name: Title: COLUMBIA PETROLEUM SERVICES CORP., a Delaware corporation By --------------------------------- Name: Title: INTERNATIONAL PETROLEUM SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: DAILXX XXXIRONMENTAL REMEDIATION TECHNOLOGIES, INC., a Texas corporation By --------------------------------- Name: Title: DAILXX XXXLDWIDE SERVICES, CORP., a Texas corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 2 Execution Copy 84 AIR DRILLING INTERNATIONAL, INC., a Delaware corporation By --------------------------------- Name: Title: AIR DRILLING SERVICES, INC., a Wyoming corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 3 Execution Copy 85 EXHIBIT A-2 [Form of Legend For Global Securities] Any Global Security authenticated and delivered hereunder shall bear a legend in addition to the Private Placement Legend, if required pursuant to Section 2.14, in substantially the following form: THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY OR A SUCCESSOR DEPOSITORY. THIS SECURITY IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.-------------------------------------

Signature Guarantee. Dailxx Xxxernational Inc.: Indenture A-10 Execution Copy 82 EXHIBIT A-1 (Signature must be guaranteed) [Form of Notation on Security Relating to Subsidiary GuaranteeFORM OF GUARANTEE] SUBSIDIARY GUARANTEE Subject For value received, the undersigned hereby unconditionally guarantees, as principal obligor and not only as a surety, to the limitations set forth Holder of this Note the cash payments in the Indenture, the Subsidiary Guarantors (as defined in the Indenture referred to in the Security upon which this notation is endorsed, and each hereinafter referred to as a "Subsidiary Guarantor," which term includes any successor or additional Subsidiary Guarantor under the Indenture) have unconditionally guaranteed (a) the due and punctual payment United States dollars of the principal of, premium (premium, if any), and interest on this Note (and including Additional Interest payable thereon) in the Securities, whether amounts and at maturity, acceleration, redemption or otherwise, (b) the times when due and punctual payment of interest on the overdue principal of and interest on the Securitiesprincipal, premium, if any, to the extent and interest, if any, of this Note, if lawful, (c) and the due and punctual payment or performance of all other obligations of the Company Issuers under the Indenture or the Notes, to the Holders or Holder of this Note and the Trustee, all in accordance with and subject to the terms and limitations of this Note, Article Ten of the Indenture and this Guarantee. This Guarantee will become effective in accordance with Article Ten of the Indenture and its terms shall be evidenced therein. The validity and enforceability of any Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Indenture dated as of April 29, 1998, among Xxxxxx Offshore LLC, a Delaware limited liability company and Xxxxxx Offshore Finance Corp., a Delaware corporation, the Subsidiary Guarantors named therein and U.S. Bank Trust National Association, as trustee (the "Trustee"), as amended or supplemented (the "Indenture"). The obligations of the undersigned to the Holders of Notes and to the Trustee pursuant to this Guarantee and the Indenture are expressly set forth in Article Ten of the Indenture and reference is hereby made to the Indenture for the precise terms of the Guarantee and all of the other provisions of the Indenture to which this Guarantee relates. THIS GUARANTEE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK WITHOUT GIVING EFFECT TO PRINCIPLES OF CONFLICTS OF LAW. Each Subsidiary Guarantor hereby agrees to submit to the jurisdiction of the courts of the State of New York in any action or proceeding arising out of or relating to this Guarantee. This Guarantee is subject to release upon the terms set forth in the Indenture, and (d) in case of any extension of time of payment or renewal of any Securities or any of such other obligations, the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise. Capitalized terms used herein have the meanings assigned to them in the Indenture unless otherwise indicated. No stockholder, officer, director or incorporator, as such, past, present or future, of the Subsidiary Guarantors shall have any personal liability under this Subsidiary Guarantee by reason of his or its status as such stockholder, officer, director or incorporator. This Subsidiary Guarantee shall be binding upon each Subsidiary Guarantor and its successors and assigns and shall inure to the benefit of the successors and assigns of the Trustee and the Holders and, in the event of any transfer or assignment of rights by any Holder or the Trustee, the rights and privileges herein conferred upon that party shall automatically extend to and be vested in such transferee or assignee, all subject to the terms and conditions hereof and in the Indenture. This Subsidiary Guarantee shall not be valid or obligatory for any purpose until the certificate of authentication on the Security upon which this Subsidiary Guarantee is noted shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized signatories. Subsidiary Guarantors: DAILXX XXXRGY SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 1 Execution Copy 83 DAILXX XXXERNATIONAL SALES CORPORATION, a Delaware corporation By --------------------------------- Name: Title: COLUMBIA PETROLEUM SERVICES CORP., a Delaware corporation By --------------------------------- Name: Title: INTERNATIONAL PETROLEUM SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: DAILXX XXXIRONMENTAL REMEDIATION TECHNOLOGIES, INC., a Texas corporation By --------------------------------- Name: Title: DAILXX XXXLDWIDE SERVICES, CORP., a Texas corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 2 Execution Copy 84 AIR DRILLING INTERNATIONAL, INC., a Delaware corporation By --------------------------------- Name: Title: AIR DRILLING SERVICES, INC., a Wyoming corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 3 Execution Copy 85 EXHIBIT A-2 [Form of Legend For Global Securities] Any Global Security authenticated and delivered hereunder shall bear a legend in addition to the Private Placement Legend, if required pursuant to Section 2.14, in substantially the following form: THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY OR A SUCCESSOR DEPOSITORY. THIS SECURITY IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.

Signature Guarantee. Dailxx Xxxernational Inc.: Indenture A-10 Execution Copy 82 EXHIBIT A-1 [Form OPTION OF HOLDER TO ELECT PURCHASE If you wish to have this Security purchased by the Company pursuant to Section 4.13 or 4.15 of Notation on Security Relating to Subsidiary Guarantee] SUBSIDIARY GUARANTEE Subject to the limitations set forth in the Indenture, check the Subsidiary Guarantors (as defined in Box: [ ] If you wish to have a portion of this Security purchased by the Indenture referred Company pursuant to in the Security upon which this notation is endorsed, and each hereinafter referred to as a "Subsidiary Guarantor," which term includes any successor Section 4.13 or additional Subsidiary Guarantor under 4.15 of the Indenture) have , state the amount: $------------ Date: Your Signature: ------------------------ ------------------------------- Signature Guarantee: ----------------------------------------- EXHIBIT B GUARANTEE The undersigned hereby unconditionally guaranteed (a) guarantees on an unsecured basis to the due and punctual payment Holder of this Security the payments of principal of, premium (if any), of and interest on this Security in the Securities, whether amounts and at maturity, acceleration, redemption or otherwise, (b) the time when due and punctual payment of interest on the overdue principal of and interest on the Securitiesinterest, if any, to the extent of this Security, if lawful, (c) and the due and punctual payment or performance of all other obligations of the Company under the Indenture or the Securities, to the Holders or Holder of this Security and the Trustee, all in accordance with the terms set forth in the Indenture, and (d) in case of any extension of time of payment or renewal of any Securities or any of such other obligations, the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise. Capitalized terms used herein have the meanings assigned to them in the Indenture unless otherwise indicated. No stockholder, officer, director or incorporator, as such, past, present or future, of the Subsidiary Guarantors shall have any personal liability under this Subsidiary Guarantee by reason of his or its status as such stockholder, officer, director or incorporator. This Subsidiary Guarantee shall be binding upon each Subsidiary Guarantor and its successors and assigns and shall inure to the benefit of the successors and assigns of the Trustee and the Holders and, in the event of any transfer or assignment of rights by any Holder or the Trustee, the rights and privileges herein conferred upon that party shall automatically extend to and be vested in such transferee or assignee, all subject to the terms and conditions hereof limitations of this Security, Article XI of the Indenture and in the Indenturethis Guarantee. This Subsidiary Guarantee will become effective in accordance with Article XI of the Indenture and its terms shall be evidenced therein. The validity and enforceability of any Guarantee shall not be valid or obligatory affected by the fact that it is not affixed to any particular Security. The obligations of the undersigned to the Holders of Securities and to the Trustee pursuant to this Guarantee and the Indenture are expressly set forth in Article XI of the Indenture and reference is hereby made to the Indenture for any purpose until the certificate precise terms of authentication on this Guarantee and all of the Security upon other provisions of the Indenture to which this Subsidiary Guarantee relates. This Guarantee is noted shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized signatories. Subsidiary Guarantors: DAILXX XXXRGY SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 1 Execution Copy 83 DAILXX XXXERNATIONAL SALES CORPORATION, a Delaware corporation By --------------------------------- Name: Title: COLUMBIA PETROLEUM SERVICES CORP., a Delaware corporation By --------------------------------- Name: Title: INTERNATIONAL PETROLEUM SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: DAILXX XXXIRONMENTAL REMEDIATION TECHNOLOGIES, INC., a Texas corporation By --------------------------------- Name: Title: DAILXX XXXLDWIDE SERVICES, CORP., a Texas corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 2 Execution Copy 84 AIR DRILLING INTERNATIONAL, INC., a Delaware corporation By --------------------------------- Name: Title: AIR DRILLING SERVICES, INC., a Wyoming corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 3 Execution Copy 85 EXHIBIT A-2 [Form of Legend For Global Securities] Any Global Security authenticated subordinated to Guarantor Senior Indebtedness as and delivered hereunder shall bear a legend in addition to the Private Placement Legend, if required pursuant extent set forth in Article XI of the Indenture. The internal laws of the State of New York shall govern this Guarantee without regard to Section 2.14, in substantially the following form: THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY OR A SUCCESSOR DEPOSITORY. THIS SECURITY IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTUREprinciples of conflict of laws.

Signature Guarantee. Dailxx Xxxernational Inc.: Indenture A-10 Execution Copy 82 EXHIBIT A-1 [Form OPTION OF HOLDER TO ELECT PURCHASE If you wish to have this Security purchased by the Company pursuant to Section 4.13 or 4.15 of Notation on Security Relating to Subsidiary Guarantee] SUBSIDIARY GUARANTEE Subject to the limitations set forth in the Indenture, check the Subsidiary Guarantors (as defined in Box: [_] If you wish to have a portion of this Security purchased by the Indenture referred Company pursuant to in the Security upon which this notation is endorsed, and each hereinafter referred to as a "Subsidiary Guarantor," which term includes any successor Section 4.13 or additional Subsidiary Guarantor under 4.15 of the Indenture) have , state the amount: $____________ Date: Your Signature: -------------------- ---------------------------------- Signature Guarantee: ----------------------------------------------------------- EXHIBIT B --------- GUARANTEE --------- The undersigned hereby unconditionally guaranteed (a) guarantees on a senior unsecured basis to the due and punctual payment Holder of this Security the payments of principal of, premium (if any), of and interest on this Security in the Securities, whether amounts and at maturity, acceleration, redemption or otherwise, (b) the time when due and punctual payment of interest on the overdue principal of and interest on the Securitiesinterest, if any, to the extent of this Security, if lawful, (c) and the due and punctual payment or performance of all other obligations of the Company under the Indenture or the Securities, to the Holders or Holder of this Security and the Trustee, all in accordance with the terms set forth in the Indenture, and (d) in case of any extension of time of payment or renewal of any Securities or any of such other obligations, the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise. Capitalized terms used herein have the meanings assigned to them in the Indenture unless otherwise indicated. No stockholder, officer, director or incorporator, as such, past, present or future, of the Subsidiary Guarantors shall have any personal liability under this Subsidiary Guarantee by reason of his or its status as such stockholder, officer, director or incorporator. This Subsidiary Guarantee shall be binding upon each Subsidiary Guarantor and its successors and assigns and shall inure to the benefit of the successors and assigns of the Trustee and the Holders and, in the event of any transfer or assignment of rights by any Holder or the Trustee, the rights and privileges herein conferred upon that party shall automatically extend to and be vested in such transferee or assignee, all subject to the terms and conditions hereof limitations of this Security, Article XI of the Indenture and in the Indenturethis Guarantee. This Subsidiary Guarantee will become effective in accordance with Article XI of the Indenture and its terms shall be evidenced therein. The validity and enforceability of any Guarantee shall not be valid or obligatory affected by the fact that it is not affixed to any particular Security. The obligations of the undersigned to the Holders of Securities and to the Trustee pursuant to this Guarantee and the Indenture are expressly set forth in Article XI of the Indenture and reference is hereby made to the Indenture for any purpose until the certificate precise terms of authentication on this Guarantee and all of the Security upon other provisions of the Indenture to which this Subsidiary Guarantee is noted relates. The internal laws of the State of New York shall have been executed by the Trustee under the Indenture by the manual signature govern this Guarantee without regard to principles of one conflict of its authorized signatories. Subsidiary Guarantors: DAILXX XXXRGY SERVICES, INClaws., a Delaware corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 1 Execution Copy 83 DAILXX XXXERNATIONAL SALES CORPORATION, a Delaware corporation By --------------------------------- Name: Title: COLUMBIA PETROLEUM SERVICES CORP., a Delaware corporation By --------------------------------- Name: Title: INTERNATIONAL PETROLEUM SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: DAILXX XXXIRONMENTAL REMEDIATION TECHNOLOGIES, INC., a Texas corporation By --------------------------------- Name: Title: DAILXX XXXLDWIDE SERVICES, CORP., a Texas corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 2 Execution Copy 84 AIR DRILLING INTERNATIONAL, INC., a Delaware corporation By --------------------------------- Name: Title: AIR DRILLING SERVICES, INC., a Wyoming corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 3 Execution Copy 85 EXHIBIT A-2 [Form of Legend For Global Securities] Any Global Security authenticated and delivered hereunder shall bear a legend in addition to the Private Placement Legend, if required pursuant to Section 2.14, in substantially the following form: THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY OR A SUCCESSOR DEPOSITORY. THIS SECURITY IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.

Signature Guarantee. Dailxx Xxxernational Inc.Signatures must be guaranteed by an "eligible guarantor institution" meeting the requirements of the Registrar, which requirements include membership or participation in the Security Transfer Agent Medallion Program ("STAMP") or such other "signature guarantee program" as may be determined by the Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended. SCHEDULE OF EXCHANGES OF GLOBAL SECURITY FOR DEFINITIVE SECURITY/2/ The following exchanges of a part of this Global Security for Definitive Securities have been made: Indenture A-10 Execution Copy 82 EXHIBIT A-1 [Form of Notation on PRINCIPAL AMOUNT SIGNATURE OF AMOUNT OF AMOUNT OF OF THIS GLOBAL AUTHORIZED DECREASE IN INCREASE IN SECURITY SIGNATORY PRINCIPAL AMOUNT PRINCIPAL AMOUNT FOLLOWING SUCH OF TRUSTEE OR DATE OF OF THIS GLOBAL OF THIS GLOBAL DECREASE (OR SECURITIES EXCHANGE SECURITY SECURITY INCREASE) CUSTODIAN --------- ---------------- ---------------- --------------- ------------- ------------------- /2/ This should be included only if the Security Relating to Subsidiary Guarantee] is issued in global form. XXXXXXX X-0 FORM OF NOTATION ON SECURITY RELATING TO SUBSIDIARY GUARANTEE Subject to the limitations and provisions set forth in the Indenture, the Subsidiary Guarantors (as defined in the Indenture referred to in the Security upon which this notation is endorsed, endorsed and each hereinafter referred to as a "Subsidiary Guarantor," which term includes any successor or additional Subsidiary Guarantor under the Indenture) have have, jointly and severally, unconditionally guaranteed (a) the due and punctual payment of the principal of, premium (premium, if any), and interest on the Securities, and all other amounts payable under the Indenture and the Securities by the Company whether at maturity, acceleration, redemption redemption, repurchase or otherwise, (b) the due and punctual payment of interest on the overdue principal of of, premium, if any, and interest on the Securities, if any, to the extent lawful, (c) the due and punctual performance of all other obligations of the Company to the Holders or the Trustee, all in accordance with the terms set forth in the Indenture, and (d) in case of any extension of time of payment or renewal of any Securities or any of such other obligations, the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturityStated Maturity, by acceleration or otherwise. Capitalized terms used herein shall have the meanings assigned to them in the Indenture unless otherwise indicated. The obligations of each Guarantor are limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities and after giving effect to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under its Guarantee or pursuant to its contribution obligations under the Indenture, result in the obligations of such Guarantor under the Guarantee not constituting a fraudulent conveyance or fraudulent transfer under federal or state law. Each Guarantor that makes a payment or distribution under a Guarantee shall be entitled to a contribution from each other Guarantor in a pro rata amount based on the Adjusted Net Assets of each Guarantor. No stockholder, officer, director or incorporator, as such, past, present or future, of the Subsidiary Guarantors shall have any personal liability under this Subsidiary the Guarantee by reason of his or its status as such stockholder, officer, director or incorporator. This Subsidiary Any Guarantor may be released from its Guarantee upon the terms and subject to the conditions provided in the Indenture. All terms used in this notation of Guarantee which are defined in the Indenture referred to in this Security upon which this notation of Guarantee is endorsed shall have the meanings assigned to them in such Indenture. The Guarantee shall be binding upon each Subsidiary Guarantor and its successors and assigns and shall inure to the benefit of the successors and assigns of the Trustee and the Holders and, in the event of any transfer or assignment of rights by any Holder or the Trustee, the rights and privileges herein conferred upon that party shall automatically extend to and be vested in such transferee or assignee, all subject to the terms and conditions hereof and in the Indenture. This Subsidiary The Guarantee shall not be valid or obligatory for any purpose until the certificate of authentication on the Security upon which this Subsidiary Guarantee is noted shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized signatories. Subsidiary Guarantors[NAME OF EACH GUARANTOR] Attest: DAILXX XXXRGY SERVICESBy: ------------------------ ------------------------- Secretary President TRUSTEE'S CERTIFICATE OF AUTHENTICATION This is the notation of the Guarantee of the 11_% Series [A/B] Senior Secured Notes due 2005 referred to in the within-mentioned Indenture. Dated: ------------------------- THE BANK OF NEW YORK Trustee By: ------------------------- Authorized Signatory EXHIBIT B CERTIFICATE TO BE DELIVERED UPON EXCHANGE OR TRANSFER OF SERIES [A/B] SENIOR SECURED NOTES ______________, INC.199__ The Bank of New York 000 Xxxxxxx Xxxxxx, Floor 00 Xxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Corporate Trust Trustee Administration Re: Gothic Production Corporation 11_% Series [A/B] Senior Secured Notes due 2005 (the "Securities") ------------------------------------------------------------------ Reference is hereby made to the Indenture dated as of April 21, 1998 (the "Indenture") among Gothic Production Corporation, the Guarantors named therein and The Bank of New York, Trustee. Capitalized terms used but not defined herein shall have the meanings given them in the Indenture. This certificate relates to $_______________ aggregate principal amount of Securities which are held in* [ ] book-entry or [ ] definitive form in the name of ______________________________________________ [name of transferor] (the "Transferor"). The Transferor hereby requests that the Securities be transferred to _____________________________________ [insert name of transferee] (the "Transferee"). The Transferor hereby certifies that the Transferor is familiar with the Indenture relating to the above-captioned Securities and further certifies that*: [ ] such Securities (constituting either a Delaware corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 1 Execution Copy 83 DAILXX XXXERNATIONAL SALES CORPORATION, Definitive Security in the amount indicated above that is being exchanged for a Delaware corporation By --------------------------------- Name: Title: COLUMBIA PETROLEUM SERVICES CORP., a Delaware corporation By --------------------------------- Name: Title: INTERNATIONAL PETROLEUM SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: DAILXX XXXIRONMENTAL REMEDIATION TECHNOLOGIES, INC., a Texas corporation By --------------------------------- Name: Title: DAILXX XXXLDWIDE SERVICES, CORP., a Texas corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 2 Execution Copy 84 AIR DRILLING INTERNATIONAL, INC., a Delaware corporation By --------------------------------- Name: Title: AIR DRILLING SERVICES, INC., a Wyoming corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 3 Execution Copy 85 EXHIBIT A-2 [Form of Legend For Global Securities] Any beneficial interest in the Global Security authenticated and delivered hereunder shall bear a legend in addition to the Private Placement Legend, if required pursuant to Section 2.142.06(d) of the Indenture or a beneficial interest in the amount indicated above in the Global Security that is being transferred pursuant to Section 2.06(e) of the Indenture) are being transferred to a Person that the Transferor reasonably believes is a Qualified Institutional Buyer in accordance with Rule 144A under the Securities Act; or [ ] the Transferor has requested by written order that the Trustee deliver to the Transferee in exchange for a beneficial interest in the Global Security held by the Depositary a Definitive Security or Securities in an aggregate principal amount equal to such beneficial interest in the Global Security (or the portion thereof indicated above) in accordance with Section 2.06(f) of the Indenture, and* [ ] the Transferee is the Person designated by the Depositary as being the beneficial owner of the interest in substantially the following formGlobal Security; or [ ] the Transferor reasonably believes the Transferee to be a Qualified Institutional Buyer; or [ ] such transfer is being made in reliance on Rule 144 or Rule 904 or another exemption (specify: THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY OR A SUCCESSOR DEPOSITORY____________________________) from the registration requirements of the Securities Act, and an opinion of counsel accompanies this Certificate; or [ ] the Transferor has requested by written order that the Trustee exchange or register the transfer of a Definitive Security or Securities for a Definitive Security or Securities: [ ] to a Person the Transferor reasonably believes to be a Qualified Institutional Buyer; or [ ] in reliance on Rule 144 or Rule 904 or another exemption (specify: __________________________________) from the registration requirements of the Securities Act, and an opinion of counsel accompanies the Certificate. THIS SECURITY IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTUREIn connection with such request, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.and in respect of such Securities, the Transferee confirms that:

Signature Guarantee. Dailxx Xxxernational Inc.: Indenture A-10 Execution Copy 82 EXHIBIT A-1 [Form of Notation on Security Relating to Subsidiary Guarantee] SUBSIDIARY GUARANTEE Subject to the limitations set forth in the Indenture, the Subsidiary Guarantors (as defined in the Indenture referred to in the Security upon which this notation is endorsed, endorsed and each hereinafter referred to as a "Subsidiary Guarantor," which term includes any successor or additional Subsidiary Guarantor under the Indenture) have unconditionally guaranteed (a) the due and punctual payment of the principal of, premium (if any), of and interest on the Securities, whether at maturity, acceleration, redemption or otherwise, (b) the due and punctual payment of interest on the overdue principal of and interest on the Securities, if any, to the extent lawful, (c) the due and punctual performance of all other obligations of the Company to the Holders or the Trustee, all in accordance with the terms set forth in the Indenture, and (d) in case of any extension of time of payment or renewal of any Securities or any of such other obligations, the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise. Capitalized terms used herein have the meanings assigned to them in the Indenture unless otherwise indicated. No stockholder, officer, director or incorporator, as such, past, present or future, of the Subsidiary Guarantors shall have any personal liability under this Subsidiary Guarantee by reason of his or its status as such stockholder, officer, director or incorporator. This Subsidiary Guarantee Guaranty shall be binding upon each Subsidiary Guarantor and its successors and assigns and shall inure to the benefit of the successors and assigns of the Trustee and the Holders and, in the event of any transfer or assignment of rights by any Holder or the Trustee, the rights and privileges herein conferred upon that party shall automatically extend to and be vested in such transferee or assignee, all subject to the terms and conditions hereof and in the Indenture. This Subsidiary Guarantee shall not be valid or obligatory for any purpose until the certificate of authentication on the Security upon which this Subsidiary Guarantee is noted shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized signatories. The obligations of the Subsidiary Guarantors to the Holders and to the Trustee pursuant to the Guarantee and the Indenture are expressly subordinated to all Guarantor Senior Indebtedness to the extent set forth in Article Twelve of the Indenture and reference is hereby made to such Indenture for the precise terms of such subordination. Subsidiary Guarantors: DAILXX XXXRGY SERVICESPLAINS MARKETING & TRANSPORTATION INC., a Delaware corporation By________________________________________ Vice President PLX INGLESIDE INC., a Delaware corporation By________________________________________ Vice President PLAINS RESOURCES INTERNATIONAL INC., a Delaware corporation By________________________________________ Vice President PMCT INC., a Delaware corporation By________________________________________ Vice President XXXXXXX RESOURCES, INC., a California corporation By________________________________________ Vice President PLAINS TERMINAL & TRANSFER CORPORATION, a Delaware corporation By________________________________________ Vice President XXXXXXX RESOURCES, L.P., a California limited partnership By: XXXXXXX RESOURCES, INC., a California corporation, General Partner By________________________________________ Vice President CALUMET FLORIDA, INC., a Delaware corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 1 Execution Copy 83 DAILXX XXXERNATIONAL SALES CORPORATION, a Delaware corporation By --------------------------------- Name: Title: COLUMBIA PETROLEUM SERVICES CORP., a Delaware corporation By --------------------------------- Name: Title: INTERNATIONAL PETROLEUM SERVICES, By________________________________________ Vice President PLAINS ILLINOIS INC., a Delaware corporation By --------------------------------- Name: Title: DAILXX XXXIRONMENTAL REMEDIATION TECHNOLOGIES, INC., a Texas corporation By --------------------------------- Name: Title: DAILXX XXXLDWIDE SERVICES, CORP., a Texas corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 2 Execution Copy 84 AIR DRILLING INTERNATIONAL, By________________________________________ Vice President PLX CRUDE LINES INC., a Delaware corporation By --------------------------------- Name: Title: AIR DRILLING SERVICES, INC., a Wyoming corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 3 Execution Copy 85 EXHIBIT A-2 By________________________________________ Vice President XXXXXXX X-0 [Form of Legend For Global Securities] Any Global Security authenticated and delivered hereunder shall bear a legend in addition to the Private Placement Legend, if required pursuant to Section 2.14, in substantially the following form: THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY OR A SUCCESSOR DEPOSITORY. THIS SECURITY IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE. UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. EXHIBIT A-3 CERTIFICATE TO BE DELIVERED UPON EXCHANGE OR REGISTRATION OF TRANSFER OF SECURITIES Re: 10 1/4% Senior Notes due 2006, Series C, and 10 1/4% Senior Notes due 2006, Series D (the "Securities"), of Plains Resources Inc. ----------------------------------------------- This Certificate relates to $_______ principal amount of Securities held in the form of *[ ] a beneficial interest in a Global Security or *[ ] Physical Securities by _______________ (the "Transferor"). The Transferor:* [ ] has requested by written order that the Registrar deliver in exchange for its beneficial interest in the Global Security held by DTC a Physical Security or Physical Securities in definitive, registered form of authorized denominations and in an aggregate principal amount equal to its beneficial interest in such Global Security (or the portion thereof indicated above); or [ ] has requested that the Registrar by written order exchange or register the transfer of a Physical Security or Physical Securities. In connection with such request and in respect of each such Security, the Transferor does hereby certify that the Transferor is familiar with the Indenture relating to the above captioned Securities and the restrictions on transfers thereof as provided in Section 2.06 of such Indenture, and that the transfer of these Securities does not require registration under the Securities Act of 1933, as amended (the "Act") because *: [ ] Such Security is being acquired for the Transferor's own account, without transfer (in satisfaction of subparagraph (a)(1) or (c)(1) of Section 2.06 of the Indenture). [ ] Such Security is being transferred to an institutional "accredited investor" (within the meaning of subparagraphs (a)(1), (2), (3) or (7) of Rule 501 under the Act). [ ] Such Security is being transferred in reliance on Rule 144 under the Act. [ ] Such Security is being transferred in reliance on and in compliance with an exemption from the registration requirements of the Act other than Rule 144A or Rule 144 or Regulation S under the Act to a person other than an institutional "accredited investor." _______________________________________________ [INSERT NAME OF TRANSFEROR] By: ___________________________________________ [Authorized Signatory] Date: _______________________ ______________ * Check applicable box. XXXXXXX X-0 FORM OF CERTIFICATE TO BE DELIVERED IN CONNECTION WITH TRANSFERS TO INSTITUTIONAL ACCREDITED INVESTORS ---------------------------------- __________________________________, _______ Texas Commerce Bank National Association 000 Xxxxxx Xxxxxx, 8th Floor Houston, Texas 77002 Re: Plains Resources Inc. Indenture (the "Indenture") relating to 10 1/4% Senior Notes due 2006, Series C, or 10 1/4% Senior Notes due 2006, Series D ------------------------------------------ Ladies and Gentlemen: In connection with our proposed purchase of 10 1/4% Senior Notes due 2006, Series C, or 10 1/4% Series Notes due 2006, Series D (the "Securities"), of Plains Resources Inc. (the "Company"), we confirm that:

Signature Guarantee. Dailxx Xxxernational Inc.NOTE: Indenture A-10 Execution Copy 82 Signature(s) must be guaranteed by a member firm of a major stock exchange or a commercial bank or trust company. ------------------------- * If applicable. EXHIBIT A-1 [Form of Notation on Security Relating B GUARANTEE Toll Brothers, Inc. (hereinafter referred to Subsidiary Guarantee] SUBSIDIARY GUARANTEE Subject to as the limitations set forth in the Indenture, the Subsidiary Guarantors (as defined in "Guarantor," which term includes any successor person under the Indenture (the "Indenture") referred to in the Security upon which this notation is endorsed), and each hereinafter referred to as a "Subsidiary Guarantor," which term includes any successor or additional Subsidiary Guarantor under the Indenture) have has unconditionally guaranteed on a subordinated basis (ai) the due and punctual payment of the principal of, premium (if any), of and interest on the Securities, whether at maturity, acceleration, redemption by acceleration or otherwise, (b) the due and punctual payment of interest on the overdue principal of and interest interest, if any, on the Securities, if any, to the extent lawful, (c) and the due and punctual performance of all other obligations of the Company to the Holders or the Trustee, Trustee under the Indenture and the Security all in accordance with the terms set forth in Article Seven of the Indenture, Indenture and (dii) in case of any extension of time of payment or renewal of any Securities or any of such other obligations, that the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise. Capitalized terms used herein have [The obligations of the meanings assigned Guarantor to them the Holders of the Securities and to the Trustee pursuant to the Guarantee and the Indenture are expressly set forth and are expressly subordinated and subject in right of payment to the prior payment in full of all Senior Indebtedness of the Guarantor, to the extent and in the manner provided in Article Seven of the Indenture unless otherwise indicated. and reference is hereby made to the Indenture for the precise terms of the Guarantee and the subordination thereof therein made.]* No stockholder, officer, director or incorporator, as such, past, present or future, of the Subsidiary Guarantors Guarantor shall have any personal liability under this Subsidiary the Guarantee by reason of his or its status as such stockholder, officer, director or incorporator. This Subsidiary Guarantee shall be binding upon each Subsidiary Guarantor and its successors and assigns and shall inure to the benefit of the successors and assigns of the Trustee and the Holders and, in the event of any transfer or assignment of rights by any Holder or the Trustee, the rights and privileges herein conferred upon that party shall automatically extend to and be vested in such transferee or assignee, all subject to the terms and conditions hereof and in the Indenture. This Subsidiary Guarantee shall not be valid or obligatory for any purpose until the certificate of authentication on the Security upon which this Subsidiary Guarantee is noted shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized signatories. Subsidiary Guarantors: DAILXX XXXRGY SERVICES, INC------------------------- * If applicable., a Delaware corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 1 Execution Copy 83 DAILXX XXXERNATIONAL SALES CORPORATION, a Delaware corporation By --------------------------------- Name: Title: COLUMBIA PETROLEUM SERVICES CORP., a Delaware corporation By --------------------------------- Name: Title: INTERNATIONAL PETROLEUM SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: DAILXX XXXIRONMENTAL REMEDIATION TECHNOLOGIES, INC., a Texas corporation By --------------------------------- Name: Title: DAILXX XXXLDWIDE SERVICES, CORP., a Texas corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 2 Execution Copy 84 AIR DRILLING INTERNATIONAL, INC., a Delaware corporation By --------------------------------- Name: Title: AIR DRILLING SERVICES, INC., a Wyoming corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 3 Execution Copy 85 EXHIBIT A-2 [Form of Legend For Global Securities] Any Global Security authenticated and delivered hereunder shall bear a legend in addition to the Private Placement Legend, if required pursuant to Section 2.14, in substantially the following form: THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY OR A SUCCESSOR DEPOSITORY. THIS SECURITY IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.

Signature Guarantee. Dailxx Xxxernational Inc.: Indenture A-10 Execution Copy 82 EXHIBIT A-1 [Form (Signature must be guaranteed by a financial institution that is a member of Notation on Security Relating to Subsidiary Guarantee] SUBSIDIARY GUARANTEE Subject to the limitations set forth in the IndentureSecurities Transfer Agent Medallion Program (“STAMP”), the Subsidiary Guarantors Stock Exchange Medallion Program (“SEMP”), the New York Stock Exchange, Inc. Medallion Signature Program (“MSP”) or such other signature guarantee program as defined may be determined by the Security Registrar in addition to, or in substitution for, STAMP, SEMP or MSP, all in accordance with the Securities Exchange Act of 1934, as amended.) EXHIBIT B [FORM OF NOTATION ON SECURITY RELATING TO GUARANTEE] GUARANTEE Each of the undersigned guarantors (each a “Guarantor,” or together, the “Guarantors”), which term includes any successor under the Indenture (the “Indenture”) referred to in the Security upon which this notation is endorsed), hereby unconditionally and irrevocably guarantees on a senior subordinated basis, jointly and severally with each hereinafter referred other Guarantor of the Securities, to as a "Subsidiary Guarantor," which term includes any successor or additional Subsidiary Guarantor under each Holder and to the Indenture) have unconditionally guaranteed Trustee and its successors and assigns (a) the due full and punctual prompt payment (within applicable grace periods) of the principal of, premium (if any), and interest on the Securities, whether at maturity, acceleration, redemption or otherwise, (b) the due and punctual payment of interest on the overdue principal of and interest on the SecuritiesSecurities when due, if anywhether at maturity, to by acceleration, by redemption or otherwise, and all other monetary obligations of the extent lawful, Company under the Indenture and the Securities and (cb) the due full and punctual prompt performance within applicable grace periods of all other obligations of the Company under the Indenture and the Securities, subject to the Holders or the Trustee, all in accordance with the terms certain limitations set forth in the IndentureIndenture (all the foregoing being hereinafter collectively called the “Guarantee Obligations”). The Guarantor further agrees that the Guarantee Obligations may be extended or renewed, in whole or in part, without notice or further assent from such Guarantor, and (d) in case that such Guarantor will remain bound under Article XIII of the Indenture notwithstanding any extension of time of payment or renewal of any Securities or any of such other obligations, the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwiseGuarantee Obligation. Capitalized terms used herein have the meanings assigned to them in the Indenture unless otherwise indicated. No stockholder, officer, director or incorporator, as such, past, present or future, Subject to the terms of the Subsidiary Guarantors shall have any personal liability under Indenture, this Subsidiary Guarantee by reason of his or its status as such stockholder, officer, director or incorporator. This Subsidiary Guarantee shall be binding upon each Subsidiary the Guarantor and its successors and assigns and shall inure to the benefit of the successors and assigns of the Trustee and the Holders and, in the event of any transfer or assignment of rights by any Holder or the Trustee, the rights and privileges herein conferred upon that party shall automatically extend to and be vested in such transferee or assignee, all subject to the terms and conditions hereof and in the Indenturehereof. This Subsidiary Guarantee shall not be valid or obligatory for any purpose until the certificate of authentication on the Security upon which this Subsidiary Guarantee is noted shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized signatories. Subsidiary GuarantorsNotwithstanding any other provision of the Indenture or this Guarantee, under the Indenture and this Guarantee the maximum aggregate amount of the obligations guaranteed by the Guarantor shall not exceed the maximum amount that can be guaranteed without rendering the Indenture or this Guarantee, as it relates to such Guarantor, voidable under applicable federal or state law relating to fraudulent conveyance or fraudulent transfer. This Guarantee shall be governed by and construed in accordance with the laws of the State of New York, without regard to conflicts of laws provisions thereof. UNITED RENTALS, INC. by Name: DAILXX XXXRGY SERVICESTitle: INFOMANAGER, INC. by Name: Title: UNITED RENTALS HIGHWAY TECHNOLOGIES GULF, LLC, BY UNITED RENTALS (NORTH AMERICA), INC., a Delaware corporation By --------------------------------- ITS SOLE INITIAL MEMBER by Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 1 Execution Copy 83 DAILXX XXXERNATIONAL SALES CORPORATIONUNITED RENTALS NORTHWEST, a Delaware corporation By --------------------------------- INC. by Name: Title: COLUMBIA PETROLEUM SERVICES CORP.UNITED RENTALS REALTY, a Delaware corporation By --------------------------------- LLC, BY UNITED RENTALS (NORTH AMERICA), INC. ITS MANAGING MEMBER by Name: Title: INTERNATIONAL PETROLEUM SERVICESXXXXX SYSTEMS, INC., a Delaware corporation By --------------------------------- . by Name: Title: DAILXX XXXIRONMENTAL REMEDIATION TECHNOLOGIESSCHEDULE A Guarantor Place of Formation InfoManager, INC.Inc. Texas United Rentals Highway Technologies Gulf, a Texas corporation By --------------------------------- Name: Title: DAILXX XXXLDWIDE SERVICESLLC Delaware United Rentals Northwest, CORP.Inc. Oregon United Rentals Realty, a Texas corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 2 Execution Copy 84 AIR DRILLING INTERNATIONALLLC Delaware Xxxxx Systems, INC., a Delaware corporation By --------------------------------- Name: Title: AIR DRILLING SERVICES, INC., a Wyoming corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 3 Execution Copy 85 EXHIBIT A-2 [Form of Legend For Global Securities] Any Global Security authenticated and delivered hereunder shall bear a legend in addition to the Private Placement Legend, if required pursuant to Section 2.14, in substantially the following form: THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY OR A SUCCESSOR DEPOSITORY. THIS SECURITY IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.Inc. California

Signature Guarantee. Dailxx Xxxernational Inc.: Indenture A-10 Execution Copy 82 EXHIBIT A-1 [Form Signature must be guaranteed by an "eligible guarantor institution" that is a bank, stockbroker, savings and loan association or credit union meeting the requirements of Notation on Security Relating to Subsidiary Guarantee] SUBSIDIARY GUARANTEE Subject to the limitations set forth Registrar, which requirements include membership or participation in the IndentureSecurities Transfer Agents Medallion Program ("STAMP") or such other "signature guarantee program" as may be determined by the Registrar in addition to, the Subsidiary Guarantors (as defined or in the Indenture referred to in the Security upon which this notation is endorsedsubstitution for, and each hereinafter referred to as a "Subsidiary Guarantor," which term includes any successor or additional Subsidiary Guarantor under the Indenture) have unconditionally guaranteed (a) the due and punctual payment of the principal of, premium (if any), and interest on the Securities, whether at maturity, acceleration, redemption or otherwise, (b) the due and punctual payment of interest on the overdue principal of and interest on the Securities, if any, to the extent lawful, (c) the due and punctual performance of all other obligations of the Company to the Holders or the TrusteeSTAMP, all in accordance with the terms set forth in Securities Exchange Act of 1934, as amended. ------------------------- CONVERSION REQUEST To: Wilmington Trust Company, as Conversion Agent The undersigned owner of these Preferred Securities hereby irrevocably exercises the Indentureoption to convert these Preferred Securities, and or the portion below designated, into Common Stock of Breed Technologies, Inc. (dthe "Common Stock") in case of any extension of time of payment or renewal of any Securities or any of such other obligations, the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewalDeclaration. Pursuant to the aforementioned exercise of the option to convert these Preferred Securities, whether at stated maturity, by acceleration or otherwise. Capitalized terms used herein have the meanings assigned to them undersigned hereby directs the Conversion Agent (as that term is defined in the Indenture Declaration) to (i) exchange such Preferred Securities for a portion of the Debentures (as that term is defined in the Declaration) held by the Trust (at the rate of exchange specified in the terms of the Preferred Securities set forth as Annex I to the Declaration) and (ii) immediately convert such Debentures on behalf of the undersigned, into Common Stock (at the conversion rate specified in the terms of the Preferred Securities set forth as Annex I to the Declaration). The undersigned also hereby directs the Conversion Agent that the shares issuable and deliverable upon conversion, together with any check in payment for fractional shares, be issued in the name of and delivered to the undersigned, unless otherwise indicateda different name has been indicated in the assignment below. No stockholderIf shares are to be issued in the name of a person other than the undersigned, officerthe undersigned will pay all transfer taxes payable with respect thereto. Date: ____________________ Number of Preferred Securities to be converted: ______________ If a name or names other than the undersigned, director please indicate in the spaces below the name or incorporatornames in which the shares of Common Stock are to be issued, along with the address or addresses of such person or persons. __________________________________ __________________________________ __________________________________ __________________________________ (Sign exactly as your name appears on the other side of this Preferred Security certificate) (for conversion only) Please Print or Typewrite Name and Address, Including Zip Code, and Social Security or Other Identifying Number. __________________________________________ __________________________________________ __________________________________________ Signature Guarantee:* _________________________________ * Signature must be guaranteed by an "eligible guarantor institution" that is, a bank, stockbroker, savings and loan association or credit union meeting the requirements of the Registrar, which requirements include membership or participation in the Securities Transfer Agents Medallion Program ("STAMP") or such other "signature guarantee program" as may be determined by the Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as such, past, present or future, of the Subsidiary Guarantors shall have any personal liability under this Subsidiary Guarantee by reason of his or its status as such stockholder, officer, director or incorporator. This Subsidiary Guarantee shall be binding upon each Subsidiary Guarantor and its successors and assigns and shall inure to the benefit of the successors and assigns of the Trustee and the Holders and, in the event of any transfer or assignment of rights by any Holder or the Trustee, the rights and privileges herein conferred upon that party shall automatically extend to and be vested in such transferee or assignee, all subject to the terms and conditions hereof and in the Indenture. This Subsidiary Guarantee shall not be valid or obligatory for any purpose until the certificate of authentication on the Security upon which this Subsidiary Guarantee is noted shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized signatories. Subsidiary Guarantors: DAILXX XXXRGY SERVICES, INCamended., a Delaware corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 1 Execution Copy 83 DAILXX XXXERNATIONAL SALES CORPORATION, a Delaware corporation By --------------------------------- Name: Title: COLUMBIA PETROLEUM SERVICES CORP., a Delaware corporation By --------------------------------- Name: Title: INTERNATIONAL PETROLEUM SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: DAILXX XXXIRONMENTAL REMEDIATION TECHNOLOGIES, INC., a Texas corporation By --------------------------------- Name: Title: DAILXX XXXLDWIDE SERVICES, CORP., a Texas corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 2 Execution Copy 84 AIR DRILLING INTERNATIONAL, INC., a Delaware corporation By --------------------------------- Name: Title: AIR DRILLING SERVICES, INC., a Wyoming corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 3 Execution Copy 85 EXHIBIT A-2 [Form of Legend For Global Securities] Any Global Security authenticated and delivered hereunder shall bear a legend in addition to the Private Placement Legend, if required pursuant to Section 2.14, in substantially the following form: THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY OR A SUCCESSOR DEPOSITORY. THIS SECURITY IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.

Signature Guarantee. Dailxx Xxxernational Inc.: Indenture A-10 Execution Copy 82 EXHIBIT A-1 [207. Form of Notation on Security Relating to Subsidiary Parent Guarantee] SUBSIDIARY GUARANTEE Subject . Parent Guarantee For value received, the Parent Guarantor hereby unconditionally guarantees, to the limitations Holder of the Security upon which this Parent Guarantee is endorsed, and to the Trustee on behalf of such Holder, the due and punctual payment of the principal of (and premium, if any) and interest on such Security when and as the same shall become due and payable, whether at the Stated Maturity, by acceleration, call for redemption or otherwise, according to the terms thereof and of the Indenture referred to therein. In case of the failure of the Company punctually to make any such payment, the Parent Guarantor hereby agrees to cause such payment to be made punctually when and as the same shall become due and payable, whether at the Stated Maturity or by acceleration, call for redemption or otherwise, and as if such payment were made by the Company. The Parent Guarantor hereby agrees that its obligations hereunder shall be absolute and unconditional, irrespective of any invalidity, irregularity or unenforceability of this Security or the Indenture, the absence of any action to enforce the same or any release or amendment or waiver of any term of any other guarantee of, all or of any of the Securities, any waiver or consent by the Holder of such Security or by the Trustee or either of them with respect to any provisions thereof or of the Indenture, the obtaining of any judgment against the Company or any action to enforce the same or any other circumstances which might otherwise constitute a legal or equitable discharge or defense of a guarantor; provided, however, that notwithstanding the foregoing, no such release, amendment, waiver, consent or judgment shall, without the consent of the Parent Guarantor, increase the principal amount of such Security or increase the rate or rates of interest thereon, or increase any premium payable upon redemption thereof, or alter the stated maturity thereof or increase the principal amount of any Original Issue Discount Security that would be due and payable upon a declaration of acceleration of maturity thereof. The Parent Guarantor hereby waives the benefits of diligence, presentment, demand of payment, any requirement that the Trustee or any of the Holders exhaust any right or take any action against the Company or any other Person, filing of claims with a court in the event of insolvency or bankruptcy of the Company, protest or notice with respect to such Security or the indebtedness evidenced thereby, and covenants that this Parent Guarantee will not be discharged except by complete performance of the obligations contained in such Security and in this Parent Guarantee; provided, however, that the Parent Guarantor receives prompt written notice of any failure by the Company to make any payment of principal, premium, if any, or interest or any sinking fund or analogous payment. The Parent Guarantor hereby agrees that, in the event of a default in payment of principal (or premium, if any) or interest on such Security, whether at their Stated Maturity, by acceleration, call for redemption, purchase or otherwise, legal proceedings may be instituted by the Trustee on behalf of, or by, the Holder of such Security, subject to the terms and conditions set forth in the Indenture, directly against the Subsidiary Guarantors Parent Guarantor to enforce this Parent Guarantee without first proceeding against the Company. No reference herein to the Indenture and no provision of this Parent Guarantee or of the Indenture shall alter or impair the guarantee of the Parent Guarantor, which is absolute and unconditional, of the due and punctual payment of the principal (and premium, if any) and interest on the Security upon which this Parent Guarantee is endorsed. This Parent Guarantee shall remain in full force and effect and continue to be effective should any petition be filed by or against the Company for liquidation or reorganization, should the Company become insolvent or make an assignment for the benefit of creditors or should a receiver or trustee be appointed for all or any significant part of the Company's assets, and shall, to the fullest extent permitted by law, continue to be effective or be reinstated, as the case may be, if at any time payment and performance of the Securities is, pursuant to applicable law, rescinded or reduced in amount, or must otherwise be restored or returned by any obligee on the Securities, whether as a "voidable preference," "fraudulent transfer," or otherwise, all as though such payment or performance had not been made. In the event that any payment, or any part thereof, is rescinded, reduced, restored or returned, the Securities shall, to the fullest extent permitted by law, be reinstated and deemed reduced only by such amount paid and not so rescinded, reduced, restored or returned. [If applicable, insert relevant subordination language in accordance with Article Fourteen.] All terms used in this Parent Guarantee which are defined in the Indenture referred to in the Security upon which this notation Parent Guarantee is endorsed, and each hereinafter referred to as a "Subsidiary Guarantor," which term includes any successor or additional Subsidiary Guarantor under the Indenture) have unconditionally guaranteed (a) the due and punctual payment of the principal of, premium (if any), and interest on the Securities, whether at maturity, acceleration, redemption or otherwise, (b) the due and punctual payment of interest on the overdue principal of and interest on the Securities, if any, to the extent lawful, (c) the due and punctual performance of all other obligations of the Company to the Holders or the Trustee, all in accordance with the terms set forth in the Indenture, and (d) in case of any extension of time of payment or renewal of any Securities or any of such other obligations, the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise. Capitalized terms used herein endorsed shall have the meanings assigned to them in the Indenture unless otherwise indicated. No stockholder, officer, director or incorporator, as such, past, present or future, of the Subsidiary Guarantors shall have any personal liability under this Subsidiary Guarantee by reason of his or its status as such stockholder, officer, director or incorporator. This Subsidiary Guarantee shall be binding upon each Subsidiary Guarantor and its successors and assigns and shall inure to the benefit of the successors and assigns of the Trustee and the Holders and, in the event of any transfer or assignment of rights by any Holder or the Trustee, the rights and privileges herein conferred upon that party shall automatically extend to and be vested in such transferee or assignee, all subject to the terms and conditions hereof and in the Indenture. This Subsidiary Parent Guarantee shall not be valid or obligatory for any purpose until the certificate of authentication on the Security upon which this Subsidiary Parent Guarantee is noted endorsed shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized signatories. Subsidiary Guarantors: DAILXX XXXRGY SERVICES, INCsignature., a Delaware corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 1 Execution Copy 83 DAILXX XXXERNATIONAL SALES CORPORATION, a Delaware corporation By --------------------------------- Name: Title: COLUMBIA PETROLEUM SERVICES CORP., a Delaware corporation By --------------------------------- Name: Title: INTERNATIONAL PETROLEUM SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: DAILXX XXXIRONMENTAL REMEDIATION TECHNOLOGIES, INC., a Texas corporation By --------------------------------- Name: Title: DAILXX XXXLDWIDE SERVICES, CORP., a Texas corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 2 Execution Copy 84 AIR DRILLING INTERNATIONAL, INC., a Delaware corporation By --------------------------------- Name: Title: AIR DRILLING SERVICES, INC., a Wyoming corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 3 Execution Copy 85 EXHIBIT A-2 [Form of Legend For Global Securities] Any Global Security authenticated and delivered hereunder shall bear a legend in addition to the Private Placement Legend, if required pursuant to Section 2.14, in substantially the following form: THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY OR A SUCCESSOR DEPOSITORY. THIS SECURITY IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.

Signature Guarantee. Dailxx Xxxernational Inc.: Indenture A-10 Execution Copy 82 EXHIBIT A-1 00 XXXXXXX X-0 [Form of Notation on Security Relating to Subsidiary Guarantee] SUBSIDIARY GUARANTEE Subject to the limitations set forth in the Indenture, the Subsidiary Guarantors (as defined in the Indenture referred to in the Security upon which this notation is endorsed, and each hereinafter referred to as a "Subsidiary Guarantor," which term includes any successor or additional Subsidiary Guarantor under the Indenture) have unconditionally guaranteed (a) the due and punctual payment of the principal of, premium (if any), and interest on the Securities, whether at maturity, acceleration, redemption or otherwise, (b) the due and punctual payment of interest on the overdue principal of and interest on the Securities, if any, to the extent lawful, (c) the due and punctual performance of all other obligations of the Company to the Holders or the Trustee, all in accordance with the terms set forth in the Indenture, and (d) in case of any extension of time of payment or renewal of any Securities or any of such other obligations, the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise. Capitalized terms used herein have the meanings assigned to them in the Indenture unless otherwise indicated. No stockholder, officer, director or incorporator, as such, past, present or future, of the Subsidiary Guarantors shall have any personal liability under this Subsidiary Guarantee by reason of his or its status as such stockholder, officer, director or incorporator. This Subsidiary Guarantee shall be binding upon each Subsidiary Guarantor and its successors and assigns and shall inure to the benefit of the successors and assigns of the Trustee and the Holders and, in the event of any transfer or assignment of rights by any Holder or the Trustee, the rights and privileges herein conferred upon that party shall automatically extend to and be vested in such transferee or assignee, all subject to the terms and conditions hereof and in the Indenture. This Subsidiary Guarantee shall not be valid or obligatory for any purpose until the certificate of authentication on the Security upon which this Subsidiary Guarantee is noted shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized signatories. Subsidiary Guarantors: DAILXX XXXRGY SERVICESXXXERNATIONAL, INC., a Delaware corporation By --------------------------------- ------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 1 Execution Copy 83 85 DAILXX XXXERNATIONAL SALES CORPORATION, a Delaware corporation By --------------------------------- ------------------------------- Name: Title: COLUMBIA PETROLEUM SERVICES CORP., a Delaware corporation By --------------------------------- ------------------------------- Name: Title: INTERNATIONAL PETROLEUM SERVICES, INC., a Delaware corporation By --------------------------------- ------------------------------- Name: Title: DAILXX XXXIRONMENTAL REMEDIATION TECHNOLOGIES, INC., a Texas corporation By --------------------------------- ------------------------------- Name: Title: DAILXX XXXLDWIDE SERVICES, CORP., a Texas corporation By --------------------------------- ------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 2 Execution Copy 84 AIR DRILLING INTERNATIONALXXX XXXXXXXX XXXERNATIONAL, INC., a Delaware corporation By --------------------------------- ------------------------------- Name: Title: AIR DRILLING SERVICES, INC., a Wyoming corporation By --------------------------------- ------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 3 Execution Copy 85 EXHIBIT A-2 00 XXXXXXX X-0 [Form of Legend For Global Securities] Any Global Security authenticated and delivered hereunder shall bear a legend in addition to the Private Placement Legend, if required pursuant to Section 2.14, in substantially the following form: THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY OR A SUCCESSOR DEPOSITORY. THIS SECURITY IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.

Signature Guarantee. Dailxx Xxxernational Inc.NOTICE: Indenture A-10 Execution Copy 82 EXHIBIT A-1 [Form The above signatures of Notation on Security Relating to Subsidiary Guarantee] SUBSIDIARY GUARANTEE Subject to the limitations set forth holder(s) hereof must correspond with the name as written upon the face of the Note in every particular without alteration or enlargement or any change whatsoever. Fill in the Indentureregistration of shares of Common Stock if to be issued, and Notes if to be delivered, other than to and in the name of the registered holder: (Name) (Street Address) (City, State and Zip Code) Please print name and address Principal amount to be converted (if less than all): $ Social Security or Other Taxpayer Identification Number: EXHIBIT B [FORM OF NOTATION OF GUARANTEE] For value received, the Subsidiary Guarantors Guarantor (as defined in the Indenture referred to in the Security upon which this notation is endorsed, and each hereinafter referred to as a "Subsidiary Guarantor," which term includes any successor or additional Subsidiary Guarantor Person under the Indenture) have has unconditionally guaranteed guaranteed, to the extent set forth in the Indenture (the “Indenture”) among UAL Corporation (the “Company”), the Guarantor and ___, as trustee (the “Trustee”), (a) the due and punctual payment of the principal of, premium (premium, if any), and interest on the SecuritiesNotes (as defined in the Indenture), whether at maturity, by acceleration, redemption or otherwise, (b) the due and punctual payment of interest on the overdue principal of and interest on the SecuritiesNotes, if any, to the extent if lawful, (c) and the due and punctual performance of all other obligations of the Company to the Holders or the Trustee, Trustee all in accordance with the terms set forth in of the Indenture, Indenture and (db) in case of any extension of time of payment or renewal of any Securities Notes or any of such other obligations, that the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise. Capitalized terms used herein have The obligations of the meanings assigned Guarantor to them in the Holders of Notes and to the Trustee pursuant to the Note Guarantee and the Indenture unless otherwise indicated. No stockholder, officer, director or incorporator, as such, past, present or future, are expressly set forth in Article 11 of the Subsidiary Guarantors shall have any personal liability under this Subsidiary Guarantee Indenture and reference is hereby made to the Indenture for the precise terms of the Note Guarantee. Each Holder of a Note, by reason of his or its status as such stockholderaccepting the same, officer, director or incorporator. This Subsidiary Guarantee (a) agrees to and shall be binding upon each Subsidiary Guarantor bound by such provisions and its successors and assigns and shall inure to the benefit of the successors and assigns of (b) appoints the Trustee and the Holders and, in the event attorney-in-fact of any transfer or assignment of rights by any such Holder or the Trustee, the rights and privileges herein conferred upon that party shall automatically extend to and be vested in for such transferee or assignee, all subject to the terms and conditions hereof and in the Indenturepurpose. This Subsidiary Guarantee shall not be valid or obligatory for any purpose until the certificate of authentication on the Security upon which this Subsidiary Guarantee is noted shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized signatories. Subsidiary Guarantors[NAME OF GXXXXXXXX] By: DAILXX XXXRGY SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 1 Execution Copy 83 DAILXX XXXERNATIONAL SALES CORPORATION, a Delaware corporation By --------------------------------- Name: Title: COLUMBIA PETROLEUM SERVICES CORP., a Delaware corporation By --------------------------------- Name: Title: INTERNATIONAL PETROLEUM SERVICES, INC., a Delaware corporation By --------------------------------- Name: Title: DAILXX XXXIRONMENTAL REMEDIATION TECHNOLOGIES, INC., a Texas corporation By --------------------------------- Name: Title: DAILXX XXXLDWIDE SERVICES, CORP., a Texas corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 2 Execution Copy 84 AIR DRILLING INTERNATIONAL, INC., a Delaware corporation By --------------------------------- Name: Title: AIR DRILLING SERVICES, INC., a Wyoming corporation By --------------------------------- Name: Title: Dailxx Xxxernational Inc.: Indenture A-1 - 3 Execution Copy 85 EXHIBIT A-2 [Form of Legend For Global Securities] Any Global Security authenticated and delivered hereunder shall bear a legend in addition to the Private Placement Legend, if required pursuant to Section 2.14, in substantially the following form: THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE OF A DEPOSITORY OR A SUCCESSOR DEPOSITORY. THIS SECURITY IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.: