Common use of Qualification of this Indenture Clause in Contracts

Qualification of this Indenture. The Company shall qualify this Indenture under the TIA in accordance with the terms and conditions of any Registration Rights Agreements and shall pay all reasonable costs and expenses (including attorneys’ fees and expenses for the Company, the Trustee and the Holders) incurred in connection therewith, including, but not limited to, costs and expenses of qualification of this Indenture and the Notes and printing this Indenture and the Notes. The Trustee shall be entitled to receive from the Company any such Officers’ Certificates, Opinions of Counsel or other documentation as it may reasonably request in connection with any such qualification of this Indenture under the TIA. SIGNATURES Dated as of April 15, 2008. VIDEOTRON LTD. By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: Title: LE SUPERCLUB VIDÉOTRON LTÉE By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: Title: GROUPE DE DIVERTISSEMENT SUPERCLUB INC. By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: Title: SUPERCLUB VIDÉOTRON CANADA INC. By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: Title: LES PROPRIÉTÉS SUPERCLUB INC. By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: Title: CF CABLE TV INC. By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: Title: VIDEOTRON US INC. By: /s/ ▇▇▇▇ ▇. ▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇ Title: Secretary ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION By: ▇▇▇▇▇▇ ▇. ▇’▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇. ▇’▇▇▇▇▇▇▇ Title: Vice President 91/8% SENIOR NOTES DUE APRIL 15, 2018 No. US$ promises to pay to CEDE & CO., or its registered assigns, the principal sum of Dollars (US$ ) on April 15, 2018. Interest Payment Dates: June 15 and December 15, commencing June 15, 2008. Record Dates: June 1 and December 1.

Qualification of this Indenture. The Company Issuers shall qualify this Indenture under the TIA in accordance with the terms and conditions of any Registration Rights Agreements and shall pay all reasonable costs and expenses (including attorneys’ ' fees and expenses for the CompanyIssuers, the Trustee and the Holders) incurred in connection therewith, including, but not limited to, costs and expenses of qualification of this Indenture and the Notes and printing this Indenture and the Notes. The Trustee shall be entitled to receive from the Company Issuers any such Officers’ ' Certificates, Opinions of Counsel or other documentation as it may reasonably request in connection with any such qualification of this Indenture under the TIA. SIGNATURES Dated as of April 15June 13, 20082003. VIDEOTRON LTD. CBD MEDIA LLC By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇. ▇▇▇▇▇ ------------------------------------ Name: Title: LE SUPERCLUB VIDÉOTRON LTÉE By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇. ▇▇▇▇▇ Name: Title: GROUPE DE DIVERTISSEMENT SUPERCLUB President CBD FINANCE, INC. By: /s/ ▇▇▇▇-▇▇▇ ▇. ▇▇▇▇▇ ------------------------------------ Name: ▇▇▇▇▇▇▇ ▇▇. ▇▇▇▇▇ Name: Title: SUPERCLUB VIDÉOTRON CANADA INC. President Trustee: HSBC BANK USA, as Trustee By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: Title: LES PROPRIÉTÉS SUPERCLUB INC. By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: Title: CF CABLE TV INC. By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: Title: VIDEOTRON US INC. By: /s/ ▇▇▇▇ ▇. ▇▇▇▇ ------------------------------------ Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇ Title: Secretary ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION By: ▇▇▇▇▇▇ ▇. ▇’▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇. ▇’▇▇▇▇▇▇▇ Title: Assistant Vice President 91/8EXHIBIT A ================================================================================ (Face of Note) 8-5/8% SENIOR SUBORDINATED NOTES DUE APRIL 15, 2018 2011 CUSIP ____________ No. US$ promises _____ $____________ CBD MEDIA LLC CBD FINANCE, INC. promise to pay to CEDE & CO., ___________ or its registered assigns, the principal sum of __________________________ Dollars (US$ $______________) on April 15June 1, 20182011. Interest Payment Dates: June 15 and December 15, commencing June 15, 2008. Record Dates: June 1 and December 1, commencing December 1, 2003. Record Dates: May 15 and November 15.

Qualification of this Indenture. The Company shall qualify this Indenture under the TIA in accordance with the terms and conditions of any Registration Rights Agreements Agreement and shall pay all reasonable costs and expenses (including attorneys’ fees and expenses for the Company, the Trustee and the Holders) incurred in connection therewith, including, but not limited to, costs and expenses of qualification of this Indenture and the Notes and printing this Indenture and the Notes. The Trustee shall be entitled to receive from the Company any such Officers’ Certificates, Opinions of Counsel or other documentation as it may reasonably request in connection with any such qualification of this Indenture under the TIA. SIGNATURES Dated as of April 15November 30, 2008. VIDEOTRON LTD. By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: Title: LE SUPERCLUB VIDÉOTRON LTÉE By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: Title: GROUPE DE DIVERTISSEMENT SUPERCLUB 2004 NEENAH PAPER, INC. By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: Title: SUPERCLUB VIDÉOTRON CANADA INC. By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: Title: LES PROPRIÉTÉS SUPERCLUB INC. By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: Title: CF CABLE TV INC. By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: Title: VIDEOTRON US INC. By: /s/ ▇▇▇▇ ▇. ▇▇▇▇ Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇ Title: Secretary ▇▇▇▇▇ FARGO BANKVice President NEENAH PAPER SALES, NATIONAL ASSOCIATION INC. By: /s/ ▇▇▇▇▇▇ ▇. ▇’▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇. ▇’▇▇▇ Title: Vice President NEENAH PAPER MICHIGAN, INC. By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇ Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇ Title: Vice President 91/8NEENAH PAPER COMPANY OF CANADA By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇ Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇ Title: Vice President THE BANK OF NEW YORK TRUST COMPANY, N.A. By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Title: Assistant Vice President 73/8% SENIOR NOTES DUE APRIL 15, 2018 No. US$ 2014 CUSIP promises to pay to CEDE & CO., INC. or its registered assigns, the principal sum of Dollars (US$ $ ) on April November 15, 20182014. Interest Payment Dates: June May 15 and December November 15, commencing June May 15, 20082005. Record Dates: June May 1 and December November 1. Dated: , 20[ ].

Qualification of this Indenture. The Company shall qualify this Indenture under the TIA in accordance with the terms and conditions of any the Registration Rights Agreements Agreement and shall pay all reasonable costs and expenses (including attorneys’ ' fees and expenses for the Company, the Trustee and the Holders) incurred in connection therewith, including, but not limited to, costs and expenses of qualification of this Indenture and the Notes and printing this Indenture and the Notes. The Trustee shall be entitled to receive from the Company any such Officers’ ' Certificates, Opinions of Counsel or other documentation as it may reasonably request in connection with any such qualification of this Indenture under the TIA. SIGNATURES Dated as of April 15March 11, 2008. VIDEOTRON LTD. By2005 ISSUER: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: Title: LE SUPERCLUB VIDÉOTRON LTÉE By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: Title: GROUPE DE DIVERTISSEMENT SUPERCLUB S&C HOLDCO 3, INC. By: /s/ ▇▇▇▇-▇ ▇▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ------------------------------ Name: Title: SUPERCLUB VIDÉOTRON CANADA INC. By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: Title: LES PROPRIÉTÉS SUPERCLUB INC. By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: Title: CF CABLE TV INC. By: /s/ ▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: Title: VIDEOTRON US INC. By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇ NameVice President and Chief Financial Officer GUARANTOR: SWIFT FOODS COMPANY By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Title------------------------------ Name: Secretary ▇▇▇▇▇ FARGO BANK▇. ▇▇▇▇▇▇ Title: Executive Vice President and Chief Financial Officer TRUSTEE: THE BANK OF NEW YORK TRUST COMPANY, NATIONAL ASSOCIATION N.A. By: /s/ ▇▇▇▇▇▇▇ ▇. ▇’▇▇▇▇▇▇▇ ------------------------------ Name: ▇▇▇▇▇▇▇ ▇. ▇’▇▇▇▇▇▇▇ Title: Vice President 91/8EXHIBIT A (Face of Note) 11.00% SENIOR NOTES DUE APRIL 15, 2018 No. US$ promises to pay to CEDE & CO., or its registered assigns, the principal sum of Dollars (US$ ) on April 15, 2018. Interest Payment Dates: June 15 and December 15, commencing June 15, 2008. Record Dates: June 1 and December 1.2010 CUSIP _____________