Common use of Form of Notes Book Entry Provisions Title Clause in Contracts

Form of Notes Book Entry Provisions Title. The Initial ------------------------------------------- Notes are being offered pursuant to the Exchange Offer and Consent Solicitation. The Initial Notes will be issued initially only (i) in the United States, to QIBs and Institutional Accredited Investors, in a private transaction in reliance upon an exemption from the registration requirements of the Securities Act, and (ii) outside the United States in "offshore transactions" within the meaning and consistent with the terms and conditions of Regulation S under the Securities Act. Such Initial Notes may thereafter be transferred to, among others, QIBs, Institutional Accredited Investors and purchasers in reliance upon Regulation S in accordance with the procedures described herein. The Exchange Notes will be issued pursuant to this Indenture in exchange for, and in an aggregate amount equal to, the Initial Notes, in compliance with the terms of the Registration Rights Agreement and the registration statement governing the Exchange Notes.

Form of Notes Book Entry Provisions Title. The Initial ------------------------------------------- Notes are being offered pursuant to the Exchange Offer and Consent Solicitation. The Initial Notes will be issued initially only (i) in the United States, to QIBs and Institutional Accredited Investors, in a private transaction in reliance upon an exemption from the registration requirements of the Securities Act, and (ii) outside the United States in "offshore transactions" within the meaning and consistent with the terms and conditions of Regulation S under the Securities Act. Such Initial Notes may thereafter be transferred to, among others, QIBs, Institutional Accredited Investors and purchasers in reliance upon Regulation S in accordance with the procedures described herein. The Exchange Notes will be issued pursuant to this Indenture in exchange for, and in an aggregate amount equal to, the Initial Notes, in compliance with the terms of the Registration Rights Agreement and the registration statement governing the Exchange Notes.