Common use of o Check if Transfer is Pursuant to Other Exemption Clause in Contracts

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 Re: 9.00% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) Reference is hereby made to the Indenture, dated as of , 2009 (the “Indenture”), among FiberTower Corporation, as issuer (the “Company”), the Guarantors party thereto, and ▇▇▇▇▇ Fargo Bank, National Association, as Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 Re: 9.00% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 20[ ] (CUSIP ) Reference is hereby made to the Indenture, dated as of November 9, 2009 2006 (the “Indenture”), among FiberTower Corporation, as issuer (the “Company”), the Guarantors party thereto, and ▇▇▇▇▇ Fargo Bank, National Association, as Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note Security will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes Securities or Restricted Definitive Notes Securities and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. Dated: [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes proposed to transfer the following: [CHECK ONE OF (a) OR (b)] (a) o a beneficial interest in the: (i) o 144A Global Security (CUSIP ), or (ii) o Regulation S Global Security (CUSIP ), or (b) o a Restricted Definitive Security. 2. After the transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note Security (CUSIP ), or (ii) o Regulation S Global Note Security (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note Security (CUSIP ); or (b) o a Restricted Definitive NoteSecurity; or (c) o an Unrestricted Definitive NoteSecurity, in accordance with the terms of the Indenture. FiberTower Corporation Tyco International Finance S.A. ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ -▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 ▇▇▇▇ Attention: The Managing Directors [Address of Trustee] Re: 9.00% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) [insert description of the Securities] Ladies and Gentlemen, Reference is hereby made to the Indenture, dated as of , 2009 (the “Indenture”), among FiberTower CorporationTyco International Finance S.A., as issuer a Luxembourg company (the “Company”), the Guarantors party theretoTyco International Ltd., a Bermuda company (“Parent”), and ▇▇▇▇▇ Fargo Bank, National Associationa , as trustee (the “Trustee”) [as supplemented by that certain supplemental indenture dated as of ][and the Board Resolution adopted ] (together, the “Indenture”). Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange transfer the Note[sSecurity or Securities or interest[s] or interest in such Note[s] Security or Securities specified herein, in the principal amount of $ in such Note[sSecurity or Securities or interest[s] or interests (the “Exchange”). In connection with the ExchangeTransfer, the Owner Transferor hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note Security will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes Securities or Restricted Definitive Notes Securities and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note Security (CUSIP CUSIP/ISIN ), or (ii) o Regulation S Global Note Security (CUSIP CUSIP/ISIN ), or (iiib) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive NoteSecurity. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note Security (CUSIP CUSIP/ISIN ), or (ii) o Regulation S Global Note Security (CUSIP CUSIP/ISIN ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note Security (CUSIP CUSIP/ISIN ); , or (b) o a Restricted Definitive NoteSecurity; or (c) o an Unrestricted Definitive NoteSecurity, in accordance with the terms of the Indenture. FiberTower Corporation ▇▇▇▇▇-▇▇▇▇▇▇▇▇ Glass Container Inc. One Se▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 Re▇ Attention: 9.00% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) Treasurer Reference is hereby made to the Indenture, dated as of May 6, 2009 2003 (the “Indenture”), by and among FiberTower Corporation▇▇▇▇▇-▇▇▇▇▇▇▇▇ Glass Container Inc., as issuer (the “Company”), the Guarantors party thereto, and ▇▇▇▇▇ Fargo Bank, U.S. Bank National Association, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that: 1. Exchange of Restricted Definitive Securities or Beneficial Interests in a Restricted Global Security for Unrestricted Definitive Securities or Beneficial Interests in an Unrestricted Global Security (a) o Check if Exchange is from beneficial interest in a

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the CompanyIssuers. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation Interface Security Systems Holdings, Inc. Interface Security Systems, L.L.C. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Chief Financial Officer ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services N.A. ▇▇▇ ▇. ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Suite 1750 Dallas, TX 75202-2812 Texas 75201 Attention: Corporate Trust Re: 9.009 ¼ % Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) 2018 Reference is hereby made to the Indenture, dated as of January 18, 2009 2013 (the “Indenture”), among FiberTower CorporationInterface Security Systems Holdings, as issuer Inc., a Delaware corporation (“Holdings”) and Interface Security Systems, L.L.C., a Louisiana limited liability company (the “Company” and together with Holdings, the “Issuers”), the Guarantors from time to time party thereto, thereto and ▇▇▇▇▇ Fargo Bank, National AssociationN.A., as TrusteeTrustee and as Collateral Agent. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note Security will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes Securities or Restricted Definitive Notes Securities and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. Dated: [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes proposed to transfer the following: [CHECK ONE OF (a) OR (b)] (a) o a beneficial interest in the: (i) o 144A Global Security (CUSIP ), or (ii) o Regulation S Global Security (CUSIP ), or (b) o a Restricted Definitive Security. 2. After the transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note Security (CUSIP ), or (ii) o Regulation S Global Note Security (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note Security (CUSIP ); or (b) o a Restricted Definitive NoteSecurity; or (c) o an Unrestricted Definitive NoteSecurity, in accordance with the terms of the Indenture. FiberTower The ADT Corporation ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: Treasury Department ▇▇▇▇▇ Fargo Bank, National Association DAPS Reorg MAC N9303-121 608 — ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank▇, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Email: ▇▇, 2nd Floor Dallas, TX 75202-2812 ▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ Attention: Corporate Trust Services Attention: Corporation Trust Services Re: 9.00% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) [insert description of the Securities] Ladies and Gentlemen, Reference is hereby made to the Indenture, dated as of , 2009 (the “Indenture”), among FiberTower The ADT Corporation, as issuer a Delaware company (the “Company”), the Guarantors party thereto, and ▇▇▇▇▇ Fargo Bank, National Association, as trustee (the “Trustee”) [as supplemented by that certain supplemental indenture dated as of ][and the Board Resolution adopted ] (together, the “Indenture”). Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange transfer the Note[sSecurity or Securities or interest[s] or interest in such Note[s] Security or Securities specified herein, in the principal amount of $ in such Note[sSecurity or Securities or interest[s] or interests (the “Exchange”). In connection with the ExchangeTransfer, the Owner Transferor hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the CompanyIssuer. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP 93317Q AJ4), or (ii) o Regulation S Global Note (CUSIP U9312C AD6), or (iii) o IAI Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP 93317Q AJ4), or (ii) o Regulation S Global Note (CUSIP U9312C AD6), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation ▇▇▇▇▇▇ Energy, Inc. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Wilmington Trust, National Association Corporate Capital Markets ▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ Minneapolis, MN 55402 Attention: ▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 ▇ Energy Administrator Re: 9.00$350,000,000 11.0%/12.0% Mandatorily Redeemable Convertible Senior Secured Second Lien PIK Toggle Notes due 2012 (CUSIP ) 2020 Reference is hereby made to the Indenture, dated as of March 27, 2009 2014 (the “Indenture”), among FiberTower Corporation▇▇▇▇▇▇ Energy, Inc., as issuer (the “CompanyIssuer”), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo BankWilmington Trust, National Association, as Trusteetrustee and collateral agent. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. ___________________________________________________ [Insert Name of Transferor] By: ___________________________________________________ Name: Title: Dated:______________________________________________ 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP _________), or (ii) o Regulation S Global Note (CUSIP _________), or (iiib) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP _________), or (ii) o Regulation S Global Note (CUSIP _________), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP _________); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Holdings Corp. ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇, CA 94107 ▇▇ ▇▇▇▇▇ ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services Association, as Trustee and Registrar - DAPS Reorg MAC N9303-121 ▇▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202▇▇ ▇▇▇▇▇ Telephone No.: (▇▇▇) ▇▇▇-2812 ▇▇▇▇ Fax No.: (▇▇▇) ▇▇▇-▇▇▇▇ Email: ▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ Re: 9.009.750% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) 2018 Reference is hereby made to the Indenture, dated as of July 24, 2009 2012 (the “Indenture”), among FiberTower Corporation▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Holdings Corp., as issuer (the “Company”), the Guarantors and Co-Issuers party thereto, thereto and ▇▇▇▇▇ Fargo Bank, National Association, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. __________________________, (the “Owner”) owns and proposes to exchange [9.750% Senior Secured Note[s]] (the “Note[s] ]”) or interest in such Note[s] specified herein, in the principal amount of $ $____________ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Stratos Global Corporation 6▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇, 2nd ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: General Counsel J.▇. ▇▇▇▇▇▇ Trust Company, National Association 2▇▇ ▇. ▇▇▇▇▇▇, 26th Floor DallasChicago, TX 75202IL 60606 Attention : Worldwide Securities Services Facsimile No.: 3▇▇-2812 ▇▇▇-▇▇▇▇ Re: 9.0097/8% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) February 15, 2013 Reference is hereby made to the Indenture, dated as of February 13, 2009 2006 (the “Indenture”), among FiberTower Stratos Global Corporation, as issuer (the “Company”), the Guarantors party thereto, thereto and J.▇. ▇▇▇▇▇▇ Fargo BankTrust Company, National Association, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ US$ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that: 1. Exchange of Restricted Definitive Notes or Beneficial Interests in a Restricted Global Note for Unrestricted Definitive Notes or Beneficial Interests in an Unrestricted Global Note evidencing the same indebtedness as the Restricted Global Note (a) o Check if Exchange is from beneficial interest in a Restricted Global Note to beneficial interest in an Unrestricted Global Note. In connection with the Exchange of the Owner’s beneficial interest in a Restricted Global Note for a beneficial interest in an Unrestricted Global Note in an equal principal amount, the Owner hereby certifies (i) the beneficial interest is being acquired for the Owner’s own account without transfer, (ii) such Exchange has been effected in compliance with the transfer restrictions applicable to the Restricted Global Note and pursuant to and in accordance with the United States Securities Act of 1933, as amended (the “Securities Act”), (iii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act and (iv) the beneficial interest in an Unrestricted Global Note is being acquired in compliance with any applicable blue sky securities laws of any state of the United States. (b) o Check if Exchange is from beneficial interest in a

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation NRG Energy, Inc. ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇ ▇▇▇▇▇ Fargo Bank, National Association Corporate Attention: General Counsel Delaware Trust Services Company ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 ▇▇ ▇▇▇▇▇ Attention: Trust Administration Re: 9.005.75% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) 2028 Reference is hereby made to the Fourth Supplemental Indenture, dated as of December 7, 2009 2017 (the “Indenture”), among FiberTower CorporationNRG Energy, Inc., as issuer (the “Company”), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo Bank, National AssociationDelaware Trust Company, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Companybenefit. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in thethe [CHECK (i), (ii) OR (iii)]: (i) o 144A Global Note (CUSIP [·]), or, (ii) o Regulation S Temporary Global Note (CUSIP [·]), or, (iii) o IAI Regulation S Permanent Global Note (CUSIP [·]); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in thethe [CHECK (i), (ii) OR (iii)]: (i) o 144A Global Note (CUSIP [·]), or (ii) o Regulation S Global Note (CUSIP [·]), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation ▇▇▇▇▇▇▇▇ Resources US Inc. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Suite 200 Fort Worth, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo TX 76107 Attention: Legal Department UMB Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 N.A. [·] Attention: [·] Re: 9.0011.250% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 2023 (CUSIP [ · ]) Reference is hereby made to the Indenture, dated as of January 4, 2009 2018 (the “Indenture”), among FiberTower Corporation▇▇▇▇▇▇▇▇ Resources America Inc., as issuer a Delaware corporation (the “Company”), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo UMB Bank, National AssociationN.A., as Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note Security will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes Securities or Restricted Definitive Notes Securities and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. Dated: [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes proposed to transfer the following: [CHECK ONE OF (a) OR (b)] (a) o a beneficial interest in the: (i) o 144A Global Security (CUSIP ), or (ii) o Regulation S Global Security (CUSIP ), or (b) o a Restricted Definitive Security. 2. After the transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note Security (CUSIP ), or (ii) o Regulation S Global Note Security (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note Security (CUSIP ); or (b) o a Restricted Definitive NoteSecurity; or (c) o an Unrestricted Definitive NoteSecurity, in accordance with the terms of the Indenture. FiberTower Corporation Tyco Electronics Group S.A. ▇▇▇ , ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 -▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202▇▇▇ ▇-2812 ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Attention: The Managing Directors [Trustee] [Address of Trustee] Re: 9.00% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) [insert description of the Securities] Ladies and Gentlemen, Reference is hereby made to the Indenture, dated as of , 2009 (the “Indenture”), among FiberTower CorporationTyco Electronics Group S.A., as issuer a Luxembourg company (the “Company”), the Guarantors party theretoTyco Electronics Ltd., a Bermuda company (“Parent”), and ▇▇▇▇▇ Fargo Bank, National Associationa , as trustee (the “Trustee”) [as supplemented by that certain supplemental indenture dated as of ][and the Board Resolution adopted ] (together, the “Indenture”). Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange transfer the Note[sSecurity or Securities or interest[s] or interest in such Note[s] Security or Securities specified herein, in the principal amount of $ in such Note[sSecurity or Securities or interest[s] or interests (the “Exchange”). In connection with the ExchangeTransfer, the Owner Transferor hereby certifies that: 1. Exchange of Restricted Definitive Securities or Beneficial Interests in a Restricted Global Security for Unrestricted Definitive Securities or Beneficial Interests in an Unrestricted Global Security. (a) o Check if Exchange is from beneficial interest in a

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated:_______________________ 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP CUSIP_________________), or (ii) o Regulation S Global Note (CUSIP CUSIP_________________), or (iii) o IAI Global Note (CUSIP CUSIP_________________); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP CUSIP_________________), or (ii) o Regulation S Global Note (CUSIP CUSIP_________________), or (iii) o IAI Global Note (CUSIP CUSIP_________________); or (iv) o Unrestricted Global Note (CUSIP CUSIP_________________); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation Emmis Operating Company One Emmis Plaza 4▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇, National Association Corporate Trust Services ▇▇▇▇▇▇▇ ▇▇▇▇▇ The Bank of Nova Scotia Trust Company of New York O▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 ▇▇ ▇▇▇▇▇ Re: 9.006 7/8% Mandatorily Redeemable Convertible Senior Secured Subordinated Notes due 2012 (CUSIP CUSP _______________) Reference is hereby made to the Indenture, dated as of May 10, 2009 2004 (the “"Indenture”), among FiberTower CorporationEmmis Operating Company, as issuer (the “Company”), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo Bank, National AssociationThe Bank of Nova Scotia Trust Company of New York, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. _______________________, (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ $_______________in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation NRG Energy, Inc. ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇ ▇▇▇▇▇ Fargo Bank, National Association Corporate Attention: General Counsel Delaware Trust Services Company ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 ▇▇ ▇▇▇▇▇ Attention: Trust Administration Re: 9.005.250% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) 2029 Reference is hereby made to the Fifth Supplemental Indenture, dated as of May 14, 2009 2019 (the “Indenture”), among FiberTower CorporationNRG Energy, Inc., as issuer (the “Company”), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo Bank, National AssociationDelaware Trust Company, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iiib) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation Eldorado Resorts LLC / Eldorado Capital Corp. ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇ ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 ▇ [Registrar address block] Re: 9.008.625% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) 2019 Reference is hereby made to the Indenture, dated as of April 15, 2009 2011 (the “Indenture”), among FiberTower CorporationEldorado Resorts LLC and Eldorado Capital Corp., each as issuer (together, the “Company”), the Guarantors party thereto, and ▇▇▇▇▇ Fargo Bank, U.S. Bank National Association, as Trusteetrustee and Capital One, N.A., as collateral trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note Security will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes Securities or Restricted Definitive Notes Securities and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. _________________________________ Dated: _________________________________ [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes proposed to transfer the following: [CHECK ONE OF (a) OR (b)] (a) o a beneficial interest in the: (i) o 144A Global Security (CUSIP ______), or (ii) o Regulation S Global Security (CUSIP ______), or (b) o a Restricted Definitive Security. 2. After the transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note Security (CUSIP ______), or (ii) o Regulation S Global Note Security (CUSIP ______), or (iii) o IAI Unrestricted Global Note Security (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ______); or (b) o a Restricted Definitive NoteSecurity; or (c) o an Unrestricted Definitive NoteSecurity, in accordance with the terms of the Indenture. FiberTower Corporation Thermo ▇▇▇▇▇▇ Scientific Inc. 81 ▇▇▇▇▇ ▇▇▇▇▇▇▇ Waltham, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services Massachusetts 02454 Attention: ▇▇▇▇ ▇▇▇▇ . ▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 ▇▇▇ [Trustee] [Address of Trustee] Re: 9.00% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) [insert description of the Securities] Ladies and Gentlemen, Reference is hereby made to the Indenture, dated as of ______, 2009 ______, between Thermo ▇▇▇▇▇▇ Scientific Inc., a Delaware company (the “Company”) and ______, a ______, as trustee (the “Trustee”) [as supplemented by that certain supplemental indenture dated as of ______][and the Board Resolution adopted ______] (together, the “Indenture”), among FiberTower Corporation, as issuer (the “Company”), the Guarantors party thereto, and ▇▇▇▇▇ Fargo Bank, National Association, as Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ______, (the “Owner”) owns and proposes to exchange transfer the Note[sSecurity or Securities or interest[s] or interest in such Note[s] Security or Securities specified herein, in the principal amount of $ $______ in such Note[sSecurity or Securities or interest[s] or interests (the “Exchange”). In connection with the ExchangeTransfer, the Owner Transferor hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iiib) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation ▇▇▇ ▇▇Huntsman International LLC ▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇ ▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ Attention: Office of General Counsel Citibank, 2nd Floor DallasN.A., TX 75202-2812 London Branch Citigroup Centre Canada Square, Canary Wharf ▇▇▇▇▇▇ ▇▇▇▇▇▇ United Kingdom Re: 9.004.25% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) 2025 Reference is hereby made to the Indenture, dated as of March 31, 2009 2015 (the “Indenture”), among FiberTower CorporationHuntsman International LLC, as issuer (the “Company”), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo BankWilmington Trust, National Association, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ € in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated:__________, ____ 1. The Transferor owns and proposes to transfer the following:: [CHECK ONE OF (a) OR (b)] (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ____), or (ii) o Regulation S Global Note (CUSIP ____), or (iiib) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold:: [CHECK ONE] (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ____), or (ii) o Regulation S Global Note (CUSIP ____), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ____); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, . in accordance with the terms of the Indenture. FiberTower Cenveo Corporation c/o Cenveo, Inc. 2▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇▇▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇▇ The Bank of New York Mellon 1▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas7W New York, TX 75202New York 100286 Telecopier No: (▇▇▇) ▇▇▇-2812 ▇▇▇▇ Attention: Corporate Trust Administration Re: 9.006.000% Mandatorily Redeemable Convertible Senior Priority Secured Notes due 2012 (CUSIP ) 2019 Reference is hereby made to the Indenture, dated as of June 26, 2009 2014 (the “Indenture”), among FiberTower Cenveo Corporation, as issuer (the “Company”), the Guarantors party thereto, (as defined therein) and ▇▇▇▇▇ Fargo Bank, National AssociationThe Bank of New York Mellon, as Trusteetrustee and collateral agent. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , ____________ (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ $__________ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that: 1. Exchange of Restricted Definitive Notes or Beneficial Interests in a Restricted Global Note for Unrestricted Definitive Notes or Beneficial Interests in an Unrestricted Global Note (a) o Check if Exchange is from beneficial interest in a

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the CompanyIssuers. Dated: [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: [CHECK ONE OF (a) OR (b)] (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: [CHECK ONE] (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ Dynamics, Suite 4800 San Francisco, CA 94107 L.L.C. ▇▇▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services Dynamics Finance Company ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, 2nd Floor Dallas▇▇ ▇▇▇▇▇ U.S. Bank National Association ▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ St. ▇▇▇▇, TX 75202MN 55107-2812 2292 Re: 9.0073/4% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) Dear Sirs: Reference is hereby made to the Indenture, dated as of December 16, 2009 2004 (the “Indenture”), among FiberTower Corporation▇▇▇▇▇▇▇ Dynamics, as issuer L.L.C., a Delaware limited liability company (the “Company”), the Guarantors party thereto, and ▇▇▇▇▇▇▇ Fargo BankDynamics Finance Company, a Delaware corporation (the “Finance Company,” and together with the Company, the “Issuers”), as Issuers, the Guarantors party thereto and U.S. Bank National Association, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the CompanyIssuers. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ▇▇▇▇▇▇▇▇▇), or (ii) o Regulation S Global Note (CUSIP ▇▇▇▇▇▇▇▇▇), or (iii) o IAI Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) a beneficial interest in the: (i) o 144A Global Note (CUSIP ▇▇▇▇▇▇▇▇▇), or (ii) o Regulation S Global Note (CUSIP ▇▇▇▇▇▇▇▇▇), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation Ferrellgas Partners, L.P. and Ferrellgas Partners Finance Corp. ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo BankSuite 1000 Overland Park, Kansas 66210 Attention: Investor Relations U.S. Bank National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas▇▇▇▇▇ ▇▇▇▇ New York, TX 75202-2812 ReNY 10005 RE: 9.00% Mandatorily Redeemable Convertible 8⅝% Senior Secured Notes due 2012 (CUSIP ) 2020 Reference is hereby made to the Indenture, dated as of April 13, 2009 2010, among Ferrellgas Partners, L.P. and Ferrellgas Partners Finance Corp. (together, the “Issuers”), as Issuers, and U.S. Bank National Association, as trustee, as supplemented by the First Supplemental Indenture, dated as of April 13, 2010, and the Second Supplemental Indenture, dated as of January 30, 2017 (as supplemented, the “Indenture”), among FiberTower Corporation, as issuer (the “Company”), the Guarantors party thereto, and ▇▇▇▇▇ Fargo Bank, National Association, as Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: [CHECK ONE OF (a) OR (b)] (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: [CHECK ONE OF (a), (b) OR (c)] (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation Videotron Ltd. ▇▇▇ ▇▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, Suite 4800 San Francisco▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇▇▇ Attention: Vice President, CA 94107 Legal Affairs ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services as Trustee and Registrar — DAPS Reorg. ▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ — 7th FL, MAC N0900-070, ▇▇▇▇▇▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202▇▇ ▇▇▇▇▇ Telephone No.: (▇▇▇) ▇▇▇-2812 ▇▇▇▇ Fax No.: (▇▇▇) ▇▇▇-▇▇▇▇ Email: ▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ Re: 9.0051/8% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) April 15, 2027 Reference is hereby made to the Indenture, dated as of April 13, 2009 2017 (the “Indenture”), among FiberTower CorporationVideotron Ltd., as issuer (the “Company”), the Subsidiary Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo Bank, National Association, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ______________________, (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ US$ _______________ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iiib) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation Talecris Biotherapeutics Holdings Corp. P.O. Box 110526, 4101 Research Commons, 79 ▇.▇. ▇▇▇▇▇▇▇▇▇ Drive, Research ▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇ ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services Attention: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇, ▇▇. The Bank of New York Mellon Trust Company, N.A., as Trustee ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-2812 ▇▇▇▇ Attention: Corporate Trust Administration Re: 9.007.75% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) 2016 Reference is hereby made to the Indenture, dated as of October 21, 2009 (the “Indenture”), among FiberTower CorporationTalecris Biotherapeutics Holdings Corp., as issuer (the “Company”), the Subsidiary Guarantors party theretothereto and The Bank of New York Mellon Trust Company, and ▇▇▇▇▇ Fargo Bank, National AssociationN.A., as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iiib) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation La Quinta Properties, Inc. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇ Attention: General Counsel U.S. Bank Trust National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas▇▇▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇, TX 75202▇▇ ▇▇▇▇▇ Attention: Corporate Trust Services Facsimile No.: (▇▇▇) ▇▇▇-2812 ▇▇▇▇ Re: 9.008 7/8% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) 2011 Reference is hereby made to the Indenture, dated as of March 19, 2009 2003 (the “Indenture”), among FiberTower CorporationLa Quinta Properties, Inc., as issuer (the “Company”), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo Bank, U.S. Bank Trust National Association, as Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation NRG Yield Operating LLC c/o NRG Energy, Inc. 80▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇ ▇▇▇▇▇ Fargo Bank, National Association Corporate ▇ttention: General Counsel Law Debenture Trust Services Company of New York 40▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇, TX 75202-2812 ▇▇ ▇▇▇▇▇ ▇ttention: Corporate Trust Department Re: 9.005.000% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) 2026 Reference is hereby made to the Indenture, dated as of August 18, 2009 2016 (the “Indenture”), among FiberTower CorporationNRG Yield Operating LLC, as issuer (the “Company”), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo Bank, National AssociationLaw Debenture Trust Company of New York, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note Security will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes Securities or Restricted Definitive Notes Securities and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. Dated: [Insert Name of Transferor] By: Name: Name Title: Dated: 1. The Transferor owns and proposes proposed to transfer the following: [CHECK ONE OF (a) OR (b)] (a) o a beneficial interest in the: (i) o 144A Global Security (CUSIP _______), or (ii) o Regulation S Global Security (CUSIP _______), or (b) o a Restricted Definitive Security. 2. After the transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note Security (CUSIP _______), or (ii) o Regulation S Global Note Security (CUSIP _______), or (iii) o IAI Unrestricted Global Note Security (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP _______); or (b) o a Restricted Definitive NoteSecurity; or (c) o an Unrestricted Definitive NoteSecurity, in accordance with the terms of the Indenture. FiberTower Corporation Tyco International Group S.A. ▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇ ▇▇▇▇▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ -▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 ▇▇▇▇ Attention: The Managing Directors [Address of Trustee] Re: 9.00% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) [insert description of the Securities] Ladies and Gentlemen, Reference is hereby made to the Indenture, dated as of __________, 2009 (the “Indenture”)____, among FiberTower CorporationTyco International Group S.A., as issuer a Luxembourg company (the “Company”), the Guarantors party theretoTyco International Ltd., a Bermuda company (“Tyco”), and ▇▇▇▇▇ Fargo Bank______________, National Associationa ________________, as trustee (the “Trustee”) [as supplemented by that certain supplemental indenture dated as of _________][and the Board Resolution adopted __________] (together, the “Indenture”). Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. _______________, (the “Owner”) owns and proposes to exchange transfer the Note[sSecurity or Securities or interest[s] or interest in such Note[s] Security or Securities specified herein, in the principal amount of $ $_________ in such Note[sSecurity or Securities or interest[s] or interests (the “Exchange”). In connection with the ExchangeTransfer, the Owner Transferor hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: [CHECK ONE OF (a) OR (b)] (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: [CHECK ONE OF (a), (b) OR (c)] (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation Videotron Ltd. ▇▇▇ ▇▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, Suite 4800 San Francisco▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇▇▇ Attention: Vice President, CA 94107 Legal Affairs ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services as Trustee and Registrar — DAPS Reorg. ▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ — 7th FL, MAC N0900-070, ▇▇▇▇▇▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202▇▇ ▇▇▇▇▇ Telephone No.: (▇▇▇) ▇▇▇-2812 ▇▇▇▇ Fax No.: (▇▇▇) ▇▇▇-▇▇▇▇ Email: ▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ Re: 9.0051/8% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) April 15, 2027 Reference is hereby made to the Indenture, dated as of April 13, 2009 2017 (the “Indenture”), among FiberTower CorporationVideotron Ltd., as issuer (the “Company”), the Subsidiary Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo Bank, National Association, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ US$ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the:. (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iiib) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services Healthcare Corporation ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Suite 1400 Dallas, TX 75202-2812 75202 Attention: Investor Relations The Bank of New York Mellon Trust Company, N.A. ▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: Corporate Unit Re: 9.004.375% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) Due 2021 Reference is hereby made to the Indenture, dated as of November 6, 2009 (the “Indenture”)2001, among FiberTower between ▇▇▇▇▇ Healthcare Corporation, as issuer (the “Company”), and The Bank of New York Mellon Trust Company, N.A., as successor trustee to The Bank of New York, as supplemented by the Twentieth Supplemental Indenture, dated as of May 30, 2013, among the Company, the Guarantors party theretothereto and the Trustee (as so supplemented, and ▇▇▇▇▇ Fargo Bank, National Association, as Trusteethe “Indenture”). Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. [ ], (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ $[ ] in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated:: Signature Guarantee:* * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o ¨ Regulation S Global Note (CUSIP ), or (iii) o ¨ IAI Global Note (CUSIP ); or (b) ¨ a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) a beneficial interest in the: (i) o ¨ 144A Global Note (CUSIP ), or (ii) o ¨ Regulation S Global Note (CUSIP ), or (iii) o ¨ IAI Global Note (CUSIP ); or (iv) o ¨ Unrestricted Global Note (CUSIP ); or (b) o ¨ a Restricted Definitive Note; or (c) o ¨ an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation ▇▇▇▇▇▇▇ Company ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇, Suite 4800 San Francisco, CA 94107 .▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇, 2nd Floor Dallas▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Facsimile No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇, TX 75202Vice President and Treasurer ▇▇▇▇▇ Fargo Corporate Trust-2812 DAPS Reorg ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ MAC ▇▇▇▇▇-▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Phone: ▇-▇▇▇-▇▇▇-▇▇▇▇ Fax: ▇-▇▇▇-▇▇▇-▇▇▇▇ Email: ▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ Re: 9.005.625% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) 2025 Reference is hereby made to the Indenture, dated as of April 18, 2009 2017 (as amended, supplemented or otherwise modified from time to time, the “Indenture”), among FiberTower Corporation▇▇▇▇▇▇▇ Company, as issuer (the “Company”), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo Bank, National Association, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation Neenah Paper, Inc. ▇▇▇▇▇▇▇ ▇▇▇▇▇ III ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇ Road, Suite 600 Alpharetta, Georgia 30005 Attention: General Counsel Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ The Bank of New York Trust Company, N.A. ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Corporate Trust Department Telecopier No.: (▇▇▇) ▇▇▇-2812 ▇▇▇▇ Re: 9.0073/8 % Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) SENIOR NOTES DUE 2014 Reference is hereby made to the Indenture, dated as of November 30, 2009 2004 (the “Indenture”), among FiberTower CorporationNeenah Paper, Inc., as issuer (the “Company”), the Subsidiary Guarantors party theretothereto and The Bank of New York Trust Company, and ▇▇▇▇▇ Fargo Bank, National AssociationN.A., as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP [ · ]), or (ii) o Regulation S Global Note (CUSIP [ · ]), or (iiib) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP [ · ]), or (ii) o Regulation S Global Note (CUSIP [ · ]), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP [ · ]); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation ▇▇▇▇▇ Energy Holdings, LLC ▇▇▇▇▇ Energy Finance Corp. ▇▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas▇▇▇▇▇ ▇▇▇▇▇ UMB Bank, TX 75202-2812 N.A. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, Suite 870, Houston, Texas 77056 Attention: Corporate Trust Officer Re: 9.009.250% Mandatorily Redeemable Convertible Senior Secured First Lien Notes due 2012 2023 (CUSIP [ ]) Reference is hereby made to the Indenture, dated as of February 14, 2009 2018 (the “Indenture”), among FiberTower Corporation▇▇▇▇▇ Energy Holdings, as issuer LLC, a Delaware limited liability company (the “Company”), ▇▇▇▇▇ Energy Finance Corp., a Delaware corporation (“Finance Corp.” and together with the Company, the “Issuers”), ▇▇▇▇▇ Energy, Inc., a Delaware corporation (the “Parent”), the Subsidiary Guarantors party thereto, UMB Bank, N.A., as Trustee, and ▇▇▇▇▇ Fargo Bank, National Association, as TrusteeCollateral Agent. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the CompanyIssuers. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a oa beneficial interest in the: (i) o 144A o144A Global Note (CUSIP ), or (ii) o Regulation oRegulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) a oa Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) a oa beneficial interest in the: (i) o 144A o144A Global Note (CUSIP ), or (ii) o Regulation oRegulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted oUnrestricted Global Note (CUSIP ); or (b) o a oa Restricted Definitive Note; or (c) o an oan Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation Venator Finance S.à ▇.▇ and ▇▇▇▇▇▇▇ Materials LLC ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇ Attention: Office of General Counsel Wilmington Trust, National Association ▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 Re: 9.00% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) Reference is hereby made to the Indenture, dated as of , 2009 (the “Indenture”), among FiberTower Corporation, as issuer (the “Company”), the Guarantors party thereto, and ▇▇▇▇▇▇▇▇▇ Fargo Bank, National Association, as Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , ▇▇▇▇▇ Facsimile: (the “Owner”▇▇▇) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:▇▇▇-▇▇▇▇ Attention: Venator Administrator Re: 5.75% Senior Notes due 2025

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the CompanyIssuer. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); , or* (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or* (c) o an Unrestricted Definitive Note, ,* in accordance with the terms of the Indenture. FiberTower Corporation *Note: this form of Note shall be available only under limited circumstances as set forth in the Indenture. If not available, the Transferee shall be required to accept either a Restricted Global Note or an Unrestricted Global Note, as applicable, dependent upon the circumstances of transfer. Capmark Financial Group Inc. ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, 2nd Floor Dallas▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention of: General Counsel Deutsche Bank Services Tennessee Inc. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇, TX 75202-2812 ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention of: Transfer Department Re: 9.006.300% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 Due 2017 (CUSIP ) Reference is hereby made to the Indenture, dated as of May 10, 2009 2007 (the “Indenture”), among FiberTower CorporationCapmark Financial Group Inc., as issuer (the “CompanyIssuer”), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo Bank, National AssociationDeutsche Bank Trust Company Americas, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 144 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note Security will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes Securities or Restricted Definitive Notes Securities and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the CompanyCompany and the Guarantor. [Insert Name of Transferor] By: Name: Title: Dated:: , 1. The Transferor owns and proposes to transfer the following:: [CHECK ONE OF (a) OR (b)] (a) o a beneficial interest in the: (i) o 144A a Global Note Security (CUSIP [ ]), or (iib) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive NoteSecurity (CUSIP [ ]). 2. After the Transfer the Transferee will hold:: [CHECK ONE] (a) o a beneficial interest in the: (i) o 144A a Global Note Security (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP [ ]); or (b) o a Restricted Definitive NoteSecurity (CUSIP [ ]); or (c) o an Unrestricted Definitive NoteSecurity (CUSIP [ ]), in accordance with the terms of the Indenture. FiberTower Corporation ▇▇▇▇▇▇ Industries, Inc. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 Re: 9.00% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) Reference is hereby made to the Indenture, dated as of , 2009 (the “Indenture”), among FiberTower Corporation, as issuer (the “Company”), the Guarantors party thereto, and ▇▇▇▇▇ Fargo Bank▇▇▇▇▇ Attention: General Counsel Wilmington Trust, National AssociationAssociation ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, as Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: W. ▇▇▇▇▇▇ ▇▇▇▇▇▇, (the “Owner”II Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇ ▇▇▇▇ Re: [2.350% Senior Notes due 2016 CUSIP 629568 AY2(1) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:CUSIP U6295Y AF0(2) or

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 144 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ISIN XS1528957399), or (ii) o Regulation S Global Note (CUSIP ISIN XS1528952911), or (iiib) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ISIN XS1528957399), or (ii) o Regulation S Global Note (CUSIP ISIN XS1528952911), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); ISIN [ ], or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation United Insurance Holdings Corp. ▇▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇ ▇▇. ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Deutsche Bank Luxembourg S.A., as Registrar ▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ L-1115 Luxembourg Attention: Lux Registrar Fax: +▇▇▇ ▇▇ ▇▇▇▇ Deutsche Trustee Company Limited, Suite 4800 San Francisco, CA 94107 as Trustee ▇▇▇▇▇▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇▇ ▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇ Attention: Managing Director Fax: +▇▇ ▇▇ ▇▇▇▇ ▇, 2nd Floor Dallas, TX 75202▇▇▇ Email: ▇▇▇-2812 ▇▇▇.▇▇▇@▇▇.▇▇▇ Re: 9.00% Mandatorily Redeemable Convertible Floating Rate Senior Secured Notes due 2012 (CUSIP ) 2026 Reference is hereby made to the Indenture, dated as of DECEMBER 5, 2009 2016 (the “Indenture”), among FiberTower CorporationUnited Insurance Holdings Corp., as issuer Issuer (the “Company”), the Guarantors party thereto, and ▇▇▇▇▇ Fargo Bank, National AssociationDeutsche Trustee Company Limited, as Trusteetrustee, Deutsche Bank AG, London Branch, as paying agent and Deutsche Bank Luxembourg S.A., as registrar. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation Hanger Orthopedic Group, Inc. ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇ Attention: Chief Financial Officer Wilmington Trust Company, as Trustee ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇ ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, 2nd Floor Dallas▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Corporate Capital Market Services (Hanger Orthopedic Group, TX 75202-2812 Inc.) Re: 9.0071/8% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) 2018 Reference is hereby made to the Indenture, dated as of November 2, 2009 2010 (the “Indenture”), among FiberTower CorporationHanger Orthopedic Group, as issuer Inc. (the “Company”), the Subsidiary Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo Bank, National AssociationWilmington Trust Company, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 144 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note Security will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes Securities or Restricted Definitive Notes Securities and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the CompanyCompany and the Guarantor. [Insert Name of Transferor] By: Name: Title: Dated:: , 1. The Transferor owns and proposes to transfer the following:: [CHECK ONE OF (a) OR (b)] (a) o a beneficial interest in the: (i) o 144A a Global Note Security (CUSIP [ ]), or (iib) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive NoteSecurity (CUSIP [ ]). 2. After the Transfer the Transferee will hold:: [CHECK ONE] (a) o a beneficial interest in the: (i) o 144A a Global Note Security (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP [ ]); or (b) o a Restricted Definitive NoteSecurity (CUSIP [ ]); or (c) o an Unrestricted Definitive NoteSecurity (CUSIP [ ]), in accordance with the terms of the Indenture. FiberTower Corporation ▇▇▇▇▇▇ Industries, Inc. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, 2nd Floor Dallas▇▇▇▇▇ ▇▇▇▇▇ Attention: General Counsel Wilmington Trust, TX 75202-2812 National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇▇ Industries Administrator Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Re: 9.005.75% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (2025 CUSIP 62957H AD7(1) CUSIP U6295Y AJ2(2) Reference is hereby made to the Indenture, dated as of January 23, 2009 2018 (the “Indenture”), among FiberTower Corporation▇▇▇▇▇▇ Industries, Inc., as issuer (the “Company”), the Guarantors party thereto, and ▇▇▇▇▇▇ Fargo BankIndustries Ltd., as guarantor (the “Guarantor”), Wilmington Trust, National Association, as Trusteetrustee, and Citibank, N.A., as securities administrator. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[sSecurity[ies] or beneficial interest in such Note[sSecurity[ies] specified hereinabove, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that: 1. EXCHANGE OF RESTRICTED DEFINITIVE SECURITIES OR BENEFICIAL INTERESTS IN A RESTRICTED GLOBAL SECURITY FOR UNRESTRICTED DEFINITIVE SECURITIES OR BENEFICIAL INTERESTS IN AN UNRESTRICTED GLOBAL SECURITY: (a) o CHECK IF EXCHANGE IS FROM BENEFICIAL INTEREST IN A RESTRICTED GLOBAL SECURITY TO BENEFICIAL INTEREST IN AN UNRESTRICTED

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation NRG Energy, Inc. ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇ ▇▇▇▇▇ Fargo Bank, National Association Corporate Attention: General Counsel Law Debenture Trust Services Company of New York ▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇, TX 75202-2812 ▇▇ ▇▇▇▇▇ Attention: Corporate Trust Department Re: 9.007.250% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) 2026 Reference is hereby made to the Indenture, dated as of May 23, 2009 2016 (the “Indenture”), among FiberTower CorporationNRG Energy, Inc., as issuer (the “Company”), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo Bank, National AssociationLaw Debenture Trust Company of New York, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the CompanyIssuer. __________________________________ [Insert Name of Transferor] By: :____________________________ Name: Title: Dated:: _______________________ 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP _________), or (ii) o Regulation S Global Note (CUSIP _________), or (iii) o IAI Global Note (CUSIP _________); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP _________), or (ii) o Regulation S Global Note (CUSIP _________), or (iii) o IAI Global Note (CUSIP _________); or (iv) o Unrestricted Global Note (CUSIP _________); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation Iron Mountain Nova Scotia Funding Company c/o Iron Mountain Incorporated ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 ▇ Attention: Chief Financial Officer [Registrar address block] Re: 9.00% Mandatorily Redeemable Convertible Iron Mountain Nova Scotia Funding Company 7½% Senior Secured Subordinated Notes due 2012 2017 (CUSIP ____________) Reference is hereby made to the Senior Subordinated Indenture, dated as of December 30, 2009 2002, between Iron Mountain Incorporated and the Bank of New York Trust Company, N.A., as successor trustee (the “Trustee”) (the “Base Indenture” and as supplemented by the Sixth Supplemental Indenture, dated as of March 15, 2007, by and among Iron Mountain Nova Scotia Funding Company (the “Issuer”), the Guarantors party thereto and the Trustee (the “Indenture”), among FiberTower Corporation, as issuer () and the “Company”), the Guarantors party thereto, and ▇▇▇▇▇ Fargo Bank, National Association, as TrusteeIndenture. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. __________________________, (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ $____________ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 144 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Companybenefit. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ▇▇▇▇▇▇▇▇▇), or (ii) o Regulation S Global Note (CUSIP ▇▇▇▇▇▇▇▇▇), or (iiib) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ▇▇▇▇▇▇▇▇▇), or (ii) o Regulation S Global Note (CUSIP ▇▇▇▇▇▇▇▇▇), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Antero Midstream Partners LP Antero Midstream Finance Corporation ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Denver, Colorado 80202 ▇▇▇▇▇ Fargo Bank, National Association ▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank▇, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 ▇ Attention: Conventional Debt and Specialized Services Re: 9.005.75% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 2028 (CUSIP ) Reference is hereby made to the Indenture, dated as of June 28, 2009 2019 (the “Indenture”), among FiberTower Antero Midstream Partners LP, a Delaware limited partnership (“Antero Midstream Partners”), and Antero Midstream Finance Corporation, as issuer a Delaware corporation (“Finance Corp.” and, together with Antero Midstream Partners, the “CompanyIssuers”), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo Bank, National Association, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated:: , __ 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ___), ; or (ii) o Regulation S Global Note (CUSIP ___), ; or (iii) o IAI Global Note (CUSIP ___); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), ; or (ii) o Regulation S Global Note (CUSIP ), ; or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation Cinemark USA, Inc. ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services N.A. ▇▇▇▇ ▇▇▇▇ ▇▇▇, 2nd Floor MAC: T5303-022 ▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 ▇▇▇▇▇ ▇▇▇▇▇ Attention: Corporate Trust Services Re: 9.008.625% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 2019 (CUSIP ) Reference is hereby made to the Indenture, dated as of June 29, 2009 (as such may be amended or supplemented from time to time, the “Indenture”), among FiberTower Corporationbetween Cinemark USA, Inc., as issuer (the “Company”), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo Bank, National AssociationN.A., as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the CompanyIssuers. Dated: [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the:in (i) o 144A Global Note (CUSIP )Note, or (ii) o Regulation S 501 Global Note (CUSIP )Note, or (iii) o IAI Reg S Global Note (CUSIP )Note; or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP )Note, or (ii) o Regulation S 501 Global Note (CUSIP )Note, or (iii) o IAI Reg S Global Note (CUSIP ); orNote, (iv) o Unrestricted Global Note (CUSIP )Note; or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Virgin River Casino Corporation RBG, LLC B&BB, Inc. c/o CasaBlanca Resorts ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Mesquite, Nevada 89027 The Bank of New York Trust Company, N.A. ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas▇▇▇▇▇ ▇▇▇ Los Angeles, TX 75202-2812 California 90017 Attention: Corporate Trust Administration Re: 9.009.000% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP the “Notes”) Dear Sir or Madam: Reference is hereby made to the Indenture, dated as of December20, 2009 2004 (as it may be amended and supplemented from time to time, the “Indenture”), among FiberTower Virgin River Casino Corporation, as issuer a Nevada corporation (“Virgin River”), RBG, LLC, a Nevada limited-liability company (“RBG”), and B & BB, Inc., a Nevada corporation (“B&BB” and, collectively with Virgin River and RBG, the “Company”Issuers,” which term includes any successors to any of such persons under the Indenture), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo Bank, National AssociationThe Bank of New York, as Trusteetrustee, relating to the Notes. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the CompanyIssuer. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ___________), or (ii) o Regulation S Global Note (CUSIP ___________), or (iii) o IAI Global Note (CUSIP ___________), or (iv) o Unrestricted Global Note (CUSIP ___________); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ___________), or (ii) o Regulation S Global Note (CUSIP ___________), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ___________); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation Horsehead Holding Corp. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇▇▇▇▇▇▇▇ Fargo Bank, ▇▇▇▇▇ U.S. Bank National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas▇▇▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇, TX 75202-2812 ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention. Global Corporate Trust Services Re: 9.00% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 2017 (CUSIP the “Notes”) of Horsehead Holding Corp. Reference is hereby made to the Indenture, dated as of July 29, 2009 2014 (the “Indenture”), among FiberTower CorporationHorsehead Holding Corp., as issuer a Delaware corporation (the “CompanyIssuer”), the Guarantors party thereto, subsidiary guarantors named therein and ▇▇▇▇▇ Fargo Bank, U.S. Bank National Association, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. __________________, (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ $_________ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that: 1. Exchange of Restricted Definitive Notes or Beneficial Interests in a Restricted Global Note for Unrestricted Definitive Notes or Beneficial Interests in an Unrestricted Global Note: (a) o Check if Exchange is from beneficial interest in a Restricted Global Note to beneficial interest in an Unrestricted Global Note. In connection with the Exchange of the Owner’s beneficial interest in a Restricted Global Note for a beneficial interest in an Unrestricted Global Note in an equal principal amount, the Owner hereby certifies (i) the beneficial interest is being acquired for the Owner’s own account without transfer, (ii) such Exchange has been effected in compliance with the transfer restrictions applicable to the Global Notes and pursuant to and in accordance with the Securities Act of 1933, as amended (the “Securities Act”), (iii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act and (iv) the beneficial interest in an Unrestricted Global Note is being acquired in compliance with any applicable blue sky securities laws of any state of the United States. (b) o Check if Exchange is from beneficial interest in a

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: [CHECK ONE OF (a) OR (b)] (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: [CHECK ONE OF (a), (b) OR (c)] (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation Quebecor Media Inc. 6▇▇ ▇▇-▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇ ▇▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ Attention: Director, 2nd Floor Dallas, TX 75202-2812 Legal Affairs U.S. Bank National Association [ ] Attention: Corporate Trust Services Facsimile No.: [ ] Re: 9.0073/4% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) March 15, 2016 Reference is hereby made to the Indenture, dated as of January 17, 2009 2006 (the “Indenture”), among FiberTower Corporationbetween Quebecor Media Inc., as issuer (the “Company”), the Guarantors party thereto, and ▇▇▇▇▇ Fargo Bank, U.S. Bank National Association, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ US$ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that: 1. Exchange of Restricted Definitive Notes or Beneficial Interests in a Restricted Global Note for Unrestricted Definitive Notes or Beneficial Interests in an Unrestricted Global Note (a) o Check if Exchange is from beneficial interest in a Restricted Global Note to beneficial interest in an Unrestricted Global Note. In connection with the Exchange of the Owner’s beneficial interest in a Restricted Global Note for a beneficial interest in an Unrestricted Global Note in an equal principal amount, the Owner hereby certifies (i) the beneficial interest is being acquired for the Owner’s own account without transfer, (ii) such Exchange has been effected in compliance with the transfer restrictions applicable to the Restricted Global Note and pursuant to and in accordance with the United States Securities Act of 1933, as amended (the “Securities Act”), (iii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act and (iv) the beneficial interest in an Unrestricted Global Note is being acquired in compliance with any applicable blue sky securities laws of any state of the United States. (b) o Check if Exchange is from beneficial interest in a

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note 2022 Security will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes 2022 Securities or Restricted Definitive Notes 2022 Securities and in the Indenture. Unless one of the boxes is checked, the Trustee will refuse to register any of the 2022 Notes evidenced by this certificate in the name of any Person other than the registered Holder thereof; provided, however, that the Company or the Trustee may require, prior to registering any such transfer of the 2022 Notes, such legal opinions, certifications and other information as the Company or the Trustee has reasonably requested to confirm that such transfer is being made pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note 2022 Security (CUSIP CUSIP/ISIN ), or (ii) o Regulation S Global Note 2022 Security (CUSIP CUSIP/ISIN ), or (iiib) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note2022 Security. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note 2022 Security (CUSIP CUSIP/ISIN ), or (ii) o Regulation S Global Note 2022 Security (CUSIP CUSIP/ISIN ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note 2022 Security (CUSIP CUSIP/ISIN ); , or (b) o a Restricted Definitive Note2022 Security; or (c) o an Unrestricted Definitive Note2022 Security, in accordance with the terms of the Indenture. FiberTower Corporation ▇▇▇▇▇-▇▇▇▇▇▇▇▇ Glass Container, Inc. c/o Owens-Illinois Group, Inc. One O-I Plaza One ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 Re▇▇ ▇▇▇▇▇ Attention: 9.00% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 Treasurer (CUSIP CUSIP/ISIN ) Reference is hereby made to the Indenture, dated as of December 3, 2009 2014 (the “Indenture”), by and among FiberTower Corporation▇▇▇▇▇-▇▇▇▇▇▇▇▇ Glass Container Inc., as issuer (the “Company”), the Guarantors party thereto, and ▇▇▇▇▇ Fargo Bank, U.S. Bank National Association, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “OwnerTransferor”) owns and proposes to exchange transfer the 2025 Note[s] or interest in such 2025 Note[s] specified hereinin Annex A hereto, in the principal amount of $ in such 2025 Note[s] or interests (the “ExchangeTransfer”), to (the “Transferee”), as further specified in Annex A hereto. In connection with the ExchangeTransfer, the Owner Transferor hereby certifies that:: [CHECK ALL THAT APPLY]

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Six Flags Entertainment Corporation ▇▇▇ ▇▇▇▇▇▇ ▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, ▇▇▇▇▇ U.S. Bank National Association Corporate Trust Services ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇ ▇▇▇▇▇ Re: 9.005.25% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) 2021 Reference is hereby made to the Indenture, dated as of December 21, 2009 2012 (the “Indenture”), among FiberTower Six Flags Entertainment Corporation, as issuer (the “Company”), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo Bank, U.S. Bank National Association, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will shall not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation Allied Waste North America, Inc. 1▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ – Hayden Loop, Suite 4800 San Francisco100 Scottsdale, CA 94107 ▇▇▇▇▇ Fargo Bank, Arizona 85260 U.S. Bank National Association Corporate Trust Services ▇▇1▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇. ▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 ▇▇ 55101 Re: 9.007 1/4 % Mandatorily Redeemable Convertible Senior Secured Notes due 2012 2015 (CUSIP ) Reference is hereby made to the Indenture, dated as of December 23, 2009 1998, as amended by that Sixteenth Supplemental Indenture, dated as of March 9, 2005 (collectively, the “Indenture”), among FiberTower Corporationbetween Allied Waste North America, Inc., as issuer (the “Company”), the Guarantors party thereto, and ▇▇▇▇▇ Fargo Bank, U.S. Bank National Association, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will shall not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the CompanyIssuers. [Insert Name of Transferor] By: Name: Title: Dated:: ___________________ 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ___________), or (ii) o Regulation S Global Note (CUSIP _____________), or (iii) o IAI Global Note (CUSIP ____________); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will shall hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ___________), or (ii) o Regulation S Global Note (CUSIP ____________), or (iii) o IAI Global Note (CUSIP ______________); , or (iv) o Unrestricted Global Note (CUSIP ______________); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation Vanguard Health Holding Company II, LLC Vanguard Holding Company II, Inc. c/o Vanguard Health Systems Inc. ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ Boulevard Suite 100 Nashville, Tennessee 37215 Attention: General Counsel U.S. Bank National Association Corporate Trust Services ▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇St. ▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 ReMinnesota 55107 Attention: 9.00% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) General Counsel Reference is hereby made to the Indenture, dated as of January 26, 2009 2011 (the “Indenture”), among FiberTower CorporationVanguard Health Holding Company II, as issuer LLC, a Delaware limited liability company, (“VHS Holdco II”), Vanguard Holding Company II, Inc., a Delaware corporation and a wholly owned subsidiary of VHS Holdco II (together with VHS Holdco II, the “CompanyIssuers”), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo Bank, U.S. Bank National Association, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , ________________________ (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ $____________ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the CompanyIssuers. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iiib) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation Venator Finance S.à ▇.▇ and ▇▇▇▇▇▇▇ Materials LLC ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇ Attention: Office of General Counsel Wilmington Trust, National Association ▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 Re: 9.00% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) Reference is hereby made to the Indenture, dated as of , 2009 (the “Indenture”), among FiberTower Corporation, as issuer (the “Company”), the Guarantors party thereto, and ▇▇▇▇▇▇▇▇▇ Fargo Bank, National Association, as Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , ▇▇▇▇▇ Facsimile: (the “Owner”▇▇▇) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:▇▇▇-▇▇▇▇ Attention: Venator Administrator Re: 5.75% Senior Notes due 2025

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation Poster Financial Group, Inc. ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Las Vegas, Nevada 89102 Attention: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ HSBC Bank USA ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ New York, New York 10018 Attention: Issuer Services Telecopier No.: (▇, Suite 4800 San Francisco, CA 94107 ▇▇) ▇▇▇-▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 Re: 9.00% Mandatorily Redeemable Convertible 8¾% Senior Secured Notes due 2012 (CUSIP ) 2011 Reference is hereby made to the Indenture, dated as of December 3, 2009 2003 (the “Indenture”), among FiberTower CorporationPoster Financial Group, Inc., as issuer (the “Company”), the Guarantors from time to time party thereto, thereto and ▇▇▇▇▇ Fargo Bank, National AssociationHSBC Bank USA, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the CompanyIssuer. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP )594087 AQ1, or (ii) o Regulation S Global Note (CUSIP )U59329 AC3, or (iii) o IAI Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP )594087 AQ1, or (ii) o Regulation S Global Note (CUSIP )U59329 AC3, or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP )[ ]; or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation Michaels Stores, Inc. ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇ ▇▇▇▇▇ Fargo BankAttention: General Counsel Law Debenture Trust Company of New York ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, National Association Corporate Trust Services ▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Fax No.: (▇▇, 2nd Floor Dallas, TX 75202▇) ▇▇▇-2812 ▇▇▇▇ Attention: Corporate Trust Department Re: 9.00% Mandatorily Redeemable Convertible 7¾% Senior Secured Notes due 2012 (CUSIP ) 2018 Reference is hereby made to the Indenture, dated as of October 21, 2009 2010 (as the same may be further amended, supplemented or otherwise modified from time to time, the “Indenture”), among FiberTower CorporationMichaels Stores, as issuer (the “Company”)Inc., the Guarantors party thereto, named therein and ▇▇▇▇▇ Fargo Bank, National Association, as the Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that: 1) EXCHANGE OF RESTRICTED DEFINITIVE NOTES OR BENEFICIAL INTERESTS IN A RESTRICTED GLOBAL NOTE FOR UNRESTRICTED DEFINITIVE NOTES OR BENEFICIAL INTERESTS IN AN UNRESTRICTED GLOBAL NOTE a) o CHECK IF EXCHANGE IS FROM BENEFICIAL INTEREST IN A RESTRICTED GLOBAL NOTE TO BENEFICIAL INTEREST IN AN UNRESTRICTED GLOBAL NOTE. In connection with the Exchange of the Owner’s beneficial interest in a Restricted Global Note for a beneficial interest in an Unrestricted Global Note in an equal principal amount, the Owner hereby certifies (i) the beneficial interest is being acquired for the Owner’s own account without transfer, (ii) such Exchange has been effected in compliance with the transfer restrictions applicable to the Global Notes and pursuant to and in accordance with the United States Securities Act of 1933, as amended (the “Securities Act”), (iii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act and (iv) the beneficial interest in an Unrestricted Global Note is being acquired in compliance with any applicable blue sky securities laws of any state of the United States. b) o CHECK IF EXCHANGE IS FROM BENEFICIAL INTEREST IN A

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP _________), or (ii) o Regulation S Global Note (CUSIP _________), or (iiib) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP _________), or (ii) o Regulation S Global Note (CUSIP _________), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP _________); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation ▇Prestige Brands, Inc. ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo BankIrvington, National Association Corporate Trust Services New York 10533 Attention: ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ U.S. Bank National Association ▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ St. ▇▇▇▇, 2nd Floor Dallas, TX 75202Minnesota 55107 Attention: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-2812 ▇▇▇▇ Re: 9.008.25% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) 2018 Reference is hereby made to the Indenture, dated as of March 24, 2009 2010 (the “Indenture”), among FiberTower CorporationPrestige Brands, Inc., as issuer (the “Company”), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo Bank, U.S. Bank National Association, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , __________________________ (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ $____________ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note Security will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes Securities or Restricted Definitive Notes Securities and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. Dated: [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes proposed to transfer the following: [CHECK ONE OF (a) OR (b)] (a) o a beneficial interest in the: (i) o 144A Global Security (CUSIP ), or (ii) o Regulation S Global Security (CUSIP ), or (b) o a Restricted Definitive Security. 2. After the transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note Security (CUSIP ), or (ii) o Regulation S Global Note Security (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note Security (CUSIP ); or (b) o a Restricted Definitive NoteSecurity; or (c) o an Unrestricted Definitive NoteSecurity, in accordance with the terms of the Indenture. FiberTower Corporation ▇Tyco International Finance S.A. ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 Martel L-2134 Luxembourg Attention: The Managing Directors [Trustee] [Address of Trustee] Re: 9.006 7/8% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) 2021 Ladies and Gentlemen, Reference is hereby made to the Indenture, dated as of June 9, 2009 (the “Indenture”)1998, among FiberTower CorporationTyco International Finance S.A., as issuer a Luxembourg company (the “Company”), the Guarantors party theretoTyco International Ltd., a Bermuda company (“Tyco”), and ▇▇▇▇▇ Fargo Bank, National Associationa , as trustee (the “Trustee”) (as amended and supplemented, the “Indenture”). Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[sSecurity or Securities or interest[s] or interest in such Note[s] Security or Securities specified herein, in the principal amount of $ in such Note[sSecurity or Securities or interest[s] or interests (the “Exchange”). In connection with the Exchange, the Owner Transferor hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Supplemental Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Supplemental Indenture and the Private Placement Restricted Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Supplemental Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Restricted Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Supplemental Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Trustee and the Company. [Insert Name of Transferor] By: ----------------------- Name: Title: Dated:: -------------------- ANNEX A 1. The Transferor owns and proposes to transfer the following:: [CHECK ONE OF (a) OR (b)] (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ▇▇▇▇▇▇▇▇▇), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ▇▇▇▇▇▇▇▇▇); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold:: [CHECK ONE] (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ▇▇▇▇▇▇▇▇▇), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ▇▇▇▇▇▇▇▇▇); or (iviii) o Unrestricted Global Note (CUSIP ▇▇▇▇▇▇▇▇▇); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 Re: 9.00% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) Reference is hereby made to the Indenture, dated as of , 2009 (the “Indenture”), among FiberTower Corporation, as issuer (the “Company”), the Guarantors party thereto, and ▇▇▇▇▇ Fargo Bank, National Association, as Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:,

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note Security will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes Securities or Restricted Definitive Notes Securities and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. Dated: [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes proposed to transfer the following: [CHECK ONE OF (a) OR (b)] (a) o a beneficial interest in the: (i) o 144A Global Security (CUSIP ), or (ii) o Regulation S Global Security (CUSIP ), or (b) o a Restricted Definitive Security. 2. After the transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note Security (CUSIP ), or (ii) o Regulation S Global Note Security (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note Security (CUSIP ); or (b) o a Restricted Definitive NoteSecurity; or (c) o an Unrestricted Definitive NoteSecurity, in accordance with the terms of the Indenture. FiberTower Corporation Tyco International Finance S.A. ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇-▇▇, Suite 4800 San Francisco, CA 94107 ▇▇ ▇▇▇▇▇▇▇▇▇▇ Fargo BankAttention: The Managing Directors Deutsche Bank Trust Company Americas ▇▇ ▇▇▇▇ ▇▇▇▇▇▇, National Association Corporate ▇▇▇▇ ▇▇▇▇▇ ▇▇: NYC60-2710 ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: Trust & Securities Services Deutsche Bank Services Tennessee Inc. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202▇▇ ▇▇▇ ▇▇▇▇▇ Attention: Transfer Department Telephone: ▇▇▇-2812 ▇▇▇-▇▇▇▇ Re: 9.00% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) [insert description of the Securities] Ladies and Gentlemen, Reference is hereby made to the Indenture, dated as of January 9, 2009 (the “Indenture”)2009, among FiberTower CorporationTyco International Finance S.A., as issuer a Luxembourg company (the “Company”), the Guarantors party theretoTyco International Ltd., a Bermuda company (“Parent”), and ▇▇▇▇▇ Fargo BankDeutsche Bank Trust Company Americas, National Associationa New York banking corporation, as trustee (the “Trustee”) [as supplemented by that certain supplemental indenture dated as of ][and the Board Resolution adopted ] (together, the “Indenture”). Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange transfer the Note[sSecurity or Securities or interest[s] or interest in such Note[s] Security or Securities specified herein, in the principal amount of $ in such Note[sSecurity or Securities or interest[s] or interests (the “Exchange”). In connection with the ExchangeTransfer, the Owner Transferor hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the CompanyIssuer. [Insert Name of Transferor] By: Name: Title: Dated:: _______________________ 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP _________), or (ii) o Regulation S Global Note (CUSIP _________), or (iii) o IAI Global Note (CUSIP _________); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP _________), or (ii) o Regulation S Global Note (CUSIP _________), or (iii) o IAI Global Note (CUSIP _________); or (iv) o Unrestricted Global Note (CUSIP _________); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation EXHIBIT C TerraForm Power Operating, LLC ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇ Attention: Investor Relations U.S. Bank National Association ▇▇ ▇▇▇▇▇▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇▇▇ St. ▇▇▇▇, MN Attention: ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 ▇▇ Re: 9.006.125% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) 2025 Reference is hereby made to the Indenture, dated as of July 17, 2009 2015 (the “Indenture”), among FiberTower CorporationTerraForm Power Operating, LLC, as issuer (the “CompanyIssuer”), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo Bank, U.S. Bank National Association, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. __________________________, (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ $____________ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated:__________, ____ 1. The Transferor owns and proposes to transfer the following:: [CHECK ONE OF (a) OR (b)] (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ____), or (ii) o Regulation S Global Note (CUSIP ____), or (iiib) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold:: [CHECK ONE] (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ____), or (ii) o Regulation S Global Note (CUSIP ____), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ____); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, . in accordance with the terms of the Indenture. FiberTower Cenveo Corporation c/o Cenveo, Inc. 2▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇▇▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇▇ The Bank of New York Mellon 1▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas7W New York, TX 75202New York 100286 Telecopier No: (▇▇▇) ▇▇▇-2812 ▇▇▇▇ Attention: Corporate Trust Administration Re: 9.008.500% Mandatorily Redeemable Convertible Senior Junior Priority Secured Notes due 2012 (CUSIP ) 2022 Reference is hereby made to the Indenture, dated as of June 26, 2009 2014 (the “Indenture”), among FiberTower Cenveo Corporation, as issuer (the “Company”), the Guarantors party thereto, (as defined therein) and ▇▇▇▇▇ Fargo Bank, National AssociationThe Bank of New York Mellon, as Trusteetrustee and collateral agent. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , ____________ (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ $__________ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that: 1. Exchange of Restricted Definitive Notes or Beneficial Interests in a Restricted Global Note for Unrestricted Definitive Notes or Beneficial Interests in an Unrestricted Global Note (a) o Check if Exchange is from beneficial interest in a

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the CompanyIssuers. Dated: [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the:in (i) o 144A Global Note (CUSIP )Note, or (ii) o Regulation S 501 Global Note (CUSIP )Note, or (iii) o IAI Reg S Global Note (CUSIP )Note; or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP )Note, or (ii) o Regulation S 501 Global Note (CUSIP )Note, or (iii) o IAI Reg S Global Note (CUSIP ); orNote, (iv) o Unrestricted Global Note (CUSIP )Note; or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Virgin River Casino Corporation RBG, LLC B&BB, Inc. c/o CasaBlanca Resorts ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Mesquite, Nevada 89027 The Bank of New York Trust Company, N.A. ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas▇▇▇▇▇ ▇▇▇ Los Angeles, TX 75202-2812 California 90017 Attention: Corporate Trust Administration Re: 9.0012.750% Mandatorily Redeemable Convertible Senior Secured Subordinated Discount Notes due 2012 2013 (CUSIP the “Notes”) Dear Sir or Madam: Reference is hereby made to the Indenture, dated as of December 20, 2009 2004 (as it may be amended and supplemented from time to time, the “Indenture”), among FiberTower Virgin River Casino Corporation, as issuer a Nevada corporation (“Virgin River”), RBG, LLC, a Nevada limited-liability company (“RBG”), and B & BB, Inc., a Nevada corporation (“B&BB” and, collectively with Virgin River and RBG, the “Company”Issuers,” which term includes any successors to any of such persons under the Indenture), the Guarantors party theretothereto and The Bank of New York Trust Company, and ▇▇▇▇▇ Fargo Bank, National AssociationN.A., as Trusteetrustee, relating to the Notes. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount at maturity of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iiib) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation ▇▇▇ ▇▇Huntsman International LLC ▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇ ▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ Attention: Office of General Counsel Citibank, 2nd Floor DallasN.A., TX 75202-2812 London Branch Citigroup Centre Canada Square, Canary Wharf ▇▇▇▇▇▇ ▇▇▇▇▇▇ United Kingdom Re: 9.005.125% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) 2021 Reference is hereby made to the Indenture, dated as of December 23, 2009 2013 (the “Indenture”), among FiberTower CorporationHuntsman International LLC, as issuer (the “Company”), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo BankWilmington Trust, National Association, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ € in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation The ▇▇▇▇▇ Company, LLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ Chicago, Illinois 60606 Attention: Chief Financial Officer Wilmington Trust, FSB Corporate Capital Markets ▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇ Company Administrator Re: 9.006.75% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) 2015 Reference is hereby made to the Indenture, dated as of November 9, 2009 2010 (the “Indenture”), among FiberTower CorporationThe ▇▇▇▇▇ Company, as LLC issuer (the “Company”), the Guarantors party thereto, ) and ▇▇▇▇▇ Fargo Bank, National AssociationWilmington Trust FSB, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: : [CHECK ONE OF (a) OR (b)] (a) o a beneficial interest in the: : (i) o 144A Global Note (CUSIP ), or or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: : [CHECK ONE OF (a), (b) OR (c)] (a) o a beneficial interest in the: : (i) o 144A Global Note (CUSIP ), or or (ii) o Regulation S Global Note (CUSIP ), or or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or or (b) o a Restricted Definitive Note; or or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation B-4 EXHIBIT C FORM OF CERTIFICATE OF EXCHANGE Quebecor Media Inc. ▇▇▇ ▇▇-▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇ ▇▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ Attention: Director, 2nd Floor Dallas, TX 75202-2812 Legal Affairs U.S. Bank National Association [ ] Attention: Corporate Trust Services Facsimile No.: [ ] Re: 9.0073/4% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) March 15, 2016 Reference is hereby made to the Indenture, dated as of October 5, 2009 2007 (the “"Indenture”"), among FiberTower Corporationbetween Quebecor Media Inc., as issuer (the “"Company”"), the Guarantors party thereto, and ▇▇▇▇▇ Fargo Bank, U.S. Bank National Association, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “"Owner”") owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ US$ in such Note[s] or interests (the “"Exchange”"). In connection with the Exchange, the Owner hereby certifies that: 1. Exchange of Restricted Definitive Notes or Beneficial Interests in a Restricted Global Note for Unrestricted Definitive Notes or Beneficial Interests in an Unrestricted Global Note (a) o Check if Exchange is from beneficial interest in a Restricted Global Note to beneficial interest in an Unrestricted Global Note. In connection with the Exchange of the Owner's beneficial interest in a Restricted Global Note for a beneficial interest in an Unrestricted Global Note in an equal principal amount, the Owner hereby certifies (i) the beneficial interest is being acquired for the Owner's own account without transfer, (ii) such Exchange has been effected in compliance with the transfer restrictions applicable to the Restricted Global Note and pursuant to and in accordance with the United States Securities Act of 1933, as amended (the "Securities Act"), (iii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act and (iv) the beneficial interest in an Unrestricted Global Note is being acquired in compliance with any applicable blue sky securities laws of any state of the United States. (b) o Check if Exchange is from beneficial interest in a

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation NRG Yield Operating LLC c/o NRG Energy, Inc. ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇ ▇▇▇▇▇ Fargo Bank, National Association Corporate Attention: General Counsel Law Debenture Trust Services Company of New York ▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇, TX 75202-2812 ▇▇ ▇▇▇▇▇ Attention: Corporate Trust Department Re: 9.005.375% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) 2024 Reference is hereby made to the Indenture, dated as of August 5, 2009 2014 (the “Indenture”), among FiberTower CorporationNRG Yield Operating LLC, as issuer (the “Company”), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo Bank, National AssociationLaw Debenture Trust Company of New York, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 144 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note Security will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes Securities or Restricted Definitive Notes Securities and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the CompanyCompany and the Guarantor. [Insert Name of Transferor] By: Name: Title: Dated:: , 1. The Transferor owns and proposes to transfer the following:: [CHECK ONE OF (a) OR (b)] (a) o a beneficial interest in the: (i) o 144A a Global Note Security (CUSIP [ ]), or (iib) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive NoteSecurity (CUSIP [ ]). 2. After the Transfer the Transferee will hold:: [CHECK ONE] (a) o a beneficial interest in the: (i) o 144A a Global Note Security (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP [ ]); or (b) o a Restricted Definitive NoteSecurity (CUSIP [ ]); or (c) o an Unrestricted Definitive NoteSecurity (CUSIP [ ]), in accordance with the terms of the Indenture. FiberTower Corporation ▇▇▇▇▇▇ Industries, Inc. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, 2nd Floor Dallas▇▇▇▇▇ ▇▇▇▇▇ Attention: General Counsel Wilmington Trust, TX 75202-2812 National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇▇ Industries Administrator Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Re: 9.005.5% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (2023 CUSIP 629568 BC9(1) CUSIP U6295Y AH6(2) Reference is hereby made to the Indenture, dated as of December 9, 2009 2016 (the “Indenture”), among FiberTower Corporation▇▇▇▇▇▇ Industries, Inc., as issuer (the “Company”), the Guarantors party thereto, and ▇▇▇▇▇▇ Fargo BankIndustries Ltd., as guarantor (the “Guarantor”), Wilmington Trust, National Association, as Trusteetrustee, and Citibank, N.A., as securities administrator. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[sSecurity[ies] or beneficial interest in such Note[sSecurity[ies] specified hereinabove, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that: 1. EXCHANGE OF RESTRICTED DEFINITIVE SECURITIES OR BENEFICIAL INTERESTS IN A RESTRICTED GLOBAL SECURITY FOR UNRESTRICTED DEFINITIVE SECURITIES OR BENEFICIAL INTERESTS IN AN UNRESTRICTED GLOBAL SECURITY: (a) [ ] CHECK IF EXCHANGE IS FROM BENEFICIAL INTEREST IN A RESTRICTED GLOBAL SECURITY TO BENEFICIAL INTEREST IN AN UNRESTRICTED (1) For Securities sold in reliance on Rule 144A. (2) For Securities sold in reliance on Regulation S. GLOBAL SECURITY. In connection with the Exchange of the Owner’s beneficial interest in a Restricted Global Security for a beneficial interest in an Unrestricted Global Security in an equal principal amount, the Owner hereby certifies (i) the beneficial interest is being acquired for the Owner’s own account without transfer, (ii) such Exchange has been effected in compliance with the transfer restrictions applicable to the Global Securities and pursuant to and in accordance with the Securities Act of 1933, as amended (the “Securities Act”), (iii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act and (iv) the beneficial interest in an Unrestricted Global Security is being acquired in compliance with any applicable “blue sky” securities laws of any state of the United States. (b) o CHECK IF EXCHANGE IS FROM BENEFICIAL INTEREST IN A RESTRICTED GLOBAL SECURITY TO UNRESTRICTED DEFINITIVE SECURITY. In connection with the Exchange of the Owner’s beneficial interest in a Restricted Global Security for an Unrestricted Definitive Security, the Owner hereby certifies (i) the Definitive Security is being acquired for the Owner’s own account without transfer, (ii) such Exchange has been effected in compliance with the transfer restrictions applicable to the Restricted Global Securities and pursuant to and in accordance with the Securities Act, (iii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act and (iv) the Definitive Security is being acquired in compliance with any applicable “blue sky” securities laws of any state of the United States. (c) o CHECK IF EXCHANGE IS FROM RESTRICTED DEFINITIVE SECURITY TO BENEFICIAL INTEREST IN AN UNRESTRICTED GLOBAL SECURITY. In connection with the Owner’s Exchange of a Restricted Definitive Security for a beneficial interest in an Unrestricted Global Security, the Owner hereby certifies (i) the beneficial interest is being acquired for the Owner’s own account without transfer, (ii) such Exchange has been effected in compliance with the transfer restrictions applicable to Restricted Definitive Securities and pursuant to and in accordance with the Securities Act, (iii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act and (iv) the beneficial interest is being acquired in compliance with any applicable “blue sky” securities laws of any state of the United States. (d) o CHECK IF EXCHANGE IS FROM RESTRICTED DEFINITIVE SECURITY TO UNRESTRICTED DEFINITIVE SECURITY. In connection with the Owner’s Exchange of a Restricted Definitive Security for an Unrestricted Definitive Security, the Owner hereby certifies (i) the Unrestricted Definitive Security is being acquired for the Owner’s own account without transfer, (ii) such Exchange has been effected in compliance with the transfer restrictions applicable to Restricted Definitive Securities and pursuant to and in accordance with the Securities Act, (iii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act and (iv) the Unrestricted Definitive Security is being acquired in compliance with any applicable “blue sky” securities laws of any state of the United States. 2. EXCHANGE OF RESTRICTED DEFINITIVE SECURITIES OR BENEFICIAL INTERESTS IN RESTRICTED GLOBAL SECURITIES FOR RESTRICTED DEFINITIVE SECURITIES OR BENEFICIAL INTERESTS IN RESTRICTED GLOBAL SECURITIES: (a) o CHECK IF EXCHANGE IS FROM BENEFICIAL INTEREST IN A RESTRICTED GLOBAL SECURITY TO RESTRICTED DEFINITIVE SECURITY. In connection with the Exchange of the Owner’s beneficial interest in a Restricted Global Security for a Restricted Definitive Security with an equal principal amount, the Owner hereby certifies that the Restricted Definitive Security is being acquired for the Owner’s own account without transfer. Upon consummation of the proposed Exchange in accordance with the terms of the Indenture, the Restricted Definitive Security issued will continue to be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Definitive Security and in the Indenture and the Securities Act. (b) o CHECK IF EXCHANGE IS FROM RESTRICTED DEFINITIVE SECURITY TO BENEFICIAL INTEREST IN A RESTRICTED GLOBAL SECURITY. In connection with the Exchange of the Owner’s Restricted Definitive Security for a beneficial interest in the [CHECK ONE] [ ] 144A Global Security or [ ] Regulation S Global Security in an equal principal amount, the Owner hereby certifies (i) the beneficial interest is being acquired for the Owner’s own account without transfer and (ii) such Exchange has been effected in compliance with the transfer restrictions applicable to the Restricted Global Securities and pursuant to and in accordance with the Securities Act, and in compliance with any applicable “blue sky” securities laws of any state of the United States. Upon consummation of the proposed Exchange in accordance with the terms of the Indenture, the beneficial interest issued will be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the relevant Restricted Global Security and in the Indenture and the Securities Act.

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will shall not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated:: _____ 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP _____), or (ii) o Regulation S Global Note (CUSIP _____), or (iiib) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will shall hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP _____), or (ii) o Regulation S Global Note (CUSIP _____), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP _____); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower IASIS Healthcare LLC IASIS Capital Corporation ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ The Bank of New York Mellon Trust Company, N.A. ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 ▇▇▇▇▇▇▇ ▇▇▇▇▇ Re: 9.008.375% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 2019 (CUSIP _____) Reference is hereby made to the Indenture, dated as of May 3, 2009 2011 (the “Indenture”), among FiberTower Corporation, as issuer IASIS Healthcare LLC (the “Company”), IASIS Capital Corporation (“IASIS Capital” and together with the Company, the “Issuers”), the Guarantors party theretothereto and The Bank of New York Mellon Trust Company, and ▇▇▇▇▇ Fargo Bank, National AssociationN.A., as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. _____, (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ $_____ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 Re: 9.00% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) Reference is hereby made to the Indenture, dated as of December 7, 2009 (the “Indenture”), among FiberTower Corporation, as issuer (the “Company”), the Guarantors party thereto, and ▇▇▇▇▇ Fargo Bank, National Association, as Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state State of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the Company. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (b) o a Restricted Definitive Note. 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP ), or (ii) o Regulation S Global Note (CUSIP ), or (iii) o IAI Global Note (CUSIP ); or (iv) o Unrestricted Global Note (CUSIP ); or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation NRG Energy, Inc. ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇ ▇▇▇▇▇ Fargo Bank, National Association Corporate Attention: General Counsel Law Debenture Trust Services Company of New York ▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇, TX 75202-2812 ▇▇ ▇▇▇▇▇ Attention: Corporate Trust Department Re: 9.006.625% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) 2027 Reference is hereby made to the Indenture, dated as of August 2, 2009 2016 (the “Indenture”), among FiberTower CorporationNRG Energy, Inc., as issuer (the “Company”), the Guarantors party thereto, thereto and ▇▇▇▇▇ Fargo Bank, National AssociationLaw Debenture Trust Company of New York, as Trusteetrustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , (the “Owner”) owns and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:

o Check if Transfer is Pursuant to Other Exemption. (i) The Transfer is being effected pursuant to and in compliance with an exemption from the registration requirements of the Securities Act other than Rule 144, Rule 903 or Rule 904 and in compliance with the transfer restrictions contained in the Indenture and any applicable blue sky securities laws of any state of the United States and (ii) the restrictions on transfer contained in the Indenture and the Private Placement Restricted Notes Legend are not required in order to maintain compliance with the Securities Act. Upon consummation of the proposed Transfer in accordance with the terms of the Indenture, the transferred beneficial interest or Definitive Note will not be subject to the restrictions on transfer enumerated in the Private Placement Restricted Notes Legend printed on the Restricted Global Notes or Restricted Definitive Notes and in the Indenture. This certificate and the statements contained herein are made for your benefit and the benefit of the CompanyIssuers. [Insert Name of Transferor] By: Name: Title: Dated: 1. The Transferor owns and proposes to transfer the following: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP _________________), or (ii) o Regulation S IAI Global Note (CUSIP _________________), or (iii) o IAI Regulation S Global Note (CUSIP ________________); , or (iv) o Unrestricted Global Note (CUSIP ________________), or (b) o a Restricted Definitive Note.; or (c) o an Unrestricted Definitive Note, 2. After the Transfer the Transferee will hold: (a) o a beneficial interest in the: (i) o 144A Global Note (CUSIP _________________), or (ii) o Regulation S IAI Global Note (CUSIP _________________), or (iii) o IAI Regulation S Global Note (CUSIP ________________); , or (iv) o Unrestricted Global Note (CUSIP ________________); , or (b) o a Restricted Definitive Note; or (c) o an Unrestricted Definitive Note, in accordance with the terms of the Indenture. FiberTower Corporation Mobile Satellite Ventures LP ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 4800 San Francisco, CA 94107 ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, 2nd Floor Dallas, TX 75202-2812 Re: 9.00% Mandatorily Redeemable Convertible Senior Secured Notes due 2012 (CUSIP ) Reference is hereby made to the Indenture, dated as of , 2009 (the “Indenture”), among FiberTower Corporation, as issuer (the “Company”), the Guarantors party thereto, and ▇▇▇▇▇ Fargo Bank, National Association, Attention: Treasurer [Trustee] as Trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. , Trustee Attention: (the “Owner”) owns Mobile Satellite Ventures LP and proposes to exchange the Note[s] or interest in such Note[s] specified herein, in the principal amount of $ in such Note[s] or interests (the “Exchange”). In connection with the Exchange, the Owner hereby certifies that:MSV Finance Co.