Common use of Unit Certificates Clause in Contracts

Unit Certificates. (a) Ownership of Units may, but need not, be evidenced by certificates similar to customary stock certificates. Initially, Units shall be uncertificated, but the Board may determine to certificate any or all Units at any time by resolution. In such event, the Board shall prescribe the forms of certificates to be issued by the Company, including the forms of legends to be affixed thereto and other information to be set forth thereon. Certificates evidencing Units will provide that they are governed by Article 8 of the Uniform Commercial Code. Certificates need not bear a seal of the Company but shall be signed by the Chief Executive Officer, President, any Vice President or any other Person authorized by the Board to sign such certificates who shall certify the class and series of Units represented by such certificate. Ecosphere Energy Services, LLC Limited Liability Company Agreement 4 Certificates may denote the Percentage Interest applicable to the Units evidenced thereby. Books and records reflecting the record ownership of the Units shall be kept by the secretary of the Company, if the Board has appointed such officer, or the other authorized person of the Company performing such duties. In the event any Officer who shall have signed, or whose facsimile signature or signatures shall have been placed upon, any such certificate or certificates shall have ceased to be such Officer before such certificate is issued by the Company, such certificate may nevertheless be issued by the Company with the same effect as if such person were such Officer at the date of issue. The Board may determine the conditions upon which a new certificate may be issued in place of a certificate that is alleged to have been lost, stolen or destroyed and may, in its discretion, require the owner of such certificate or its legal representative to give bond, with sufficient surety, to indemnify the Company against any and all losses or claims that may arise by reason of the issuance of a new certificate in the place of the one so lost, stolen or destroyed. (b) Any certificate issued by the Company shall bear a legend on the reverse side thereof substantially in the following form in addition to any other legend required by Law or by the Board: THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE “SECURITIES ACT”), AND MAY NOT BE OFFERED OR SOLD, UNLESS IT HAS BEEN REGISTERED UNDER THE SECURITIES ACT OR UNLESS AN EXEMPTION FROM REGISTRATION IS AVAILABLE (AND, IN SUCH CASE, AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY MAY BE REQUIRED TO THE EFFECT THAT SUCH OFFER OR SALE IS NOT REQUIRED TO BE REGISTERED UNDER THE SECURITIES ACT). THIS SECURITY IS SUBJECT TO CERTAIN RESTRICTIONS ON TRANSFER AND OTHER TERMS AND CONDITIONS SET FORTH IN THE AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF THE COMPANY, DATED AS OF JULY 15, 2009 (AS MAY BE AMENDED OR RESTATED FROM TIME TO TIME), A COPY OF WHICH MAY BE OBTAINED FROM THE COMPANY AT ITS PRINCIPAL EXECUTIVE OFFICES.

Unit Certificates. (a) Ownership of Units may, but need not, be evidenced by certificates similar to customary stock certificates. Initially, Units shall be uncertificated, but the Board may determine to certificate all or any or all Units at any time by resolutiontime. In such event, the Board shall prescribe the forms of certificates to be issued by the Company, Company including the forms of legends to be affixed thereto and other information thereto. Any such certificate shall be delivered by the Company or its designee to be set forth thereonthe applicable record owner of the Units represented by such certificate. Certificates evidencing Units will provide that they are governed by Article 8 of the Uniform Commercial Code. Certificates need not bear a seal of the Company but shall be signed by the Chief Executive Officer, President, any Vice President or any other Person authorized by the Board to sign such certificates who shall certify the class and series of Units represented by such certificate. Ecosphere Energy Services, LLC Limited Liability Company Agreement 4 Certificates may denote the Percentage Interest applicable to the Units evidenced thereby. Books and records reflecting the record ownership of the Units shall be kept by the secretary of the Company, if the Board has appointed such officer, Company or the other authorized person of the Company performing such dutiesits designee. In the event any Officer who shall have signed, or whose facsimile signature or signatures shall have been placed upon, any such certificate or certificates shall have ceased to be such Officer before such certificate is issued used by the Company, such certificate may nevertheless be issued by the Company with the same effect as if such person were such Officer at the date of issue. The Board may determine the conditions upon which a new certificate may be issued in place of a certificate that which is alleged to have been lost, stolen or destroyed and may, in its discretion, require the owner of such certificate or its legal representative to give bond, with sufficient surety, to indemnify the Company against any and all losses or claims that may arise by reason of the issuance of a new certificate in the place of the one so lost, stolen or destroyed. (b) Any . Each certificate issued by the Company shall bear a legend on the reverse side thereof substantially in the following form in addition to any other legend required by Law law or by agreement with the BoardCompany reflecting the restrictions of the Transfer of such Units contained in this Agreement, (i) with respect to Units held by holders of 10% or more of the outstanding Common Units and Preferred Units (calculated as a single class on an as- converted basis), or who are otherwise underwriters as defined in Section 1145(b) of the Bankruptcy Code, and all Units issued in the First Lien Rights Offering (as defined in the Disclosure Statement) or the Shareholder Rights Offering (as defined in the Disclosure Statement), in substantially the following form: “THE SECURITIES REPRESENTED BY THIS SECURITY HAS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED OR SOLD, UNLESS IT HAS BEEN REGISTERED UNDER PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT ACT, OR UNLESS AN EXEMPTION FROM REGISTRATION IS AVAILABLE (THEREFROM AND, IN SUCH EACH CASE, AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY MAY BE REQUIRED TO THE EFFECT THAT SUCH OFFER OR SALE IS NOT REQUIRED TO BE REGISTERED UNDER IN 25776957.3325776957.34 19 WEIL:\96757130\2\36182.0003 Case 18-10584-MFW Doc 1078-5 Filed 10/12/18 Page 25 of 90 COMPLIANCE WITH APPLICABLE FEDERAL AND STATE SECURITIES LAWS.” and (ii) with respect to all Units, including but not limited to those referenced in clause (i) above, in substantially the following form: “THE SECURITIES ACT). REPRESENTED BY THIS SECURITY IS CERTIFICATE ARE SUBJECT TO VARIOUS CONDITIONS, INCLUDING CERTAIN RESTRICTIONS ON SALE, DISPOSITION OR TRANSFER AND OTHER TERMS AND CONDITIONS AS SET FORTH IN THE AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CLAIRE’S HOLDINGS LLC (THE “COMPANY”), DATED AS OF JULY 15, 2009 (AS MAY BE AMENDED OR RESTATED FROM TIME TO TIMETIME (THE “LLC AGREEMENT”). NO REGISTRATION OR TRANSFER OF THESE SECURITIES WILL BE MADE ON THE BOOKS OF THE COMPANY UNLESS AND UNTIL SUCH RESTRICTIONS SHALL HAVE BEEN COMPLIED WITH. THE COMPANY WILL FURNISH WITHOUT CHARGE, A COPY OF WHICH MAY BE OBTAINED FROM UPON WRITTEN REQUEST TO THE COMPANY AT ITS PRINCIPAL EXECUTIVE OFFICESPLACE OF BUSINESS, TO EACH HOLDER OF RECORD OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE, A COPY OF THE LLC AGREEMENT CONTAINING THE ABOVE-REFERENCED RESTRICTIONS ON TRANSFERS OF SECURITIES. THE HOLDER OF THIS CERTIFICATE BY ACCEPTANCE OF THIS CERTIFICATE AGREES TO BE BOUND BY THE PROVISIONS OF THE LLC AGREEMENT, INCLUDING RESTRICTIONS RELATING TO THE EXERCISE OF VOTING RIGHTS RELATED THERETO.” (b) In the event that the restrictive legend set forth in Section 3.6(a) above has ceased to be applicable to the Units owned by a Member, the Company or its designee shall provide such Member, at his, her or its request, with new certificates for such units not bearing the legend with respect to which the restriction has ceased and terminated. In connection with and following an IPO, the Company or its designee shall provide each Member, at his, her or its request, with new certificates for all Units by such Member not bearing the legend.

Unit Certificates. (a) Ownership of Units may, but need not, be evidenced by certificates similar to customary stock certificates. Initially, Units shall be uncertificated, but the Board may determine to certificate all or any or all Units at any time by resolution. In such event, the Board shall prescribe the forms of certificates to be issued by the Company, including the forms of legends to be affixed thereto and other information thereto. If the Company elects to be set forth thereon. Certificates certificate the Units, certificates evidencing Units will provide that they are governed by Article 8 of the Uniform Commercial Code. Certificates need not bear a seal of the Company but shall be signed by the Chief Executive Officer, President, any Vice President or any other Person authorized by the Board to sign such certificates who shall certify the class and series of Units represented by such certificate. Ecosphere Energy Services, LLC Limited Liability Company Agreement 4 Certificates may denote the Percentage Interest Sharing Ratios applicable to the Units evidenced thereby. , although any such notation shall not be definitive or binding, as such ratio may change as a result of subsequent issuances or amendments permitted by this Agreement. (b) Books and records reflecting the record ownership of the Units shall be kept by the secretary of the Company, if the Board has appointed such officer, or the other authorized person of the Company performing such dutiesSecretary. In the event any Officer who shall have signed, or whose facsimile signature or signatures shall have been placed upon, any such certificate or certificates shall have ceased to be such Officer before such certificate is issued by the Company, such certificate may nevertheless be issued by the Company with the same effect as if such person were such Officer at the date of issue. . (c) The Board may determine the conditions upon which a new certificate may be issued in place of a certificate that which is alleged to have been lost, stolen or destroyed and may, in its discretion, require the owner of such certificate or its legal representative to give bond, with sufficient surety, to indemnify the Company against any and all losses or claims that may arise by reason of the issuance of a new certificate in the place of the one so lost, stolen or destroyed.. Amended and Restated Limited Liability Company Agreement of AleAnna Energy, LLC 5 (bd) Any Each certificate issued by the Company shall bear a legend on the reverse side thereof substantially in the following form form, in addition to any other legend required by Law or by agreement with the BoardCompany: THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE “ACT, OR UNDER ANY OTHER APPLICABLE SECURITIES ACT”), LAWS AND MAY NOT BE OFFERED OR SOLD, ASSIGNED, PLEDGED OR OTHERWISE DISPOSED OF UNLESS IT HAS BEEN REGISTERED UNDER THE SECURITIES ACT OR UNLESS AN EXEMPTION FROM REGISTRATION IS AVAILABLE (AND, IN SUCH CASE, AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY MAY BE REQUIRED BY THE COMPANY TO THE EFFECT THAT SUCH OFFER OR SALE IS NOT REQUIRED TO BE REGISTERED UNDER THE SECURITIES ACT). THIS SECURITY IS MAY BE SUBJECT TO CERTAIN RESTRICTIONS ON TRANSFER AND OTHER TERMS AND CONDITIONS SET FORTH IN THE AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF THE COMPANY, DATED AS OF JULY 15NOVEMBER 3, 2009 2010 (AS MAY BE AMENDED OR RESTATED FROM TIME TO TIME), A COPY OF WHICH MAY BE OBTAINED FROM THE COMPANY AT ITS PRINCIPAL EXECUTIVE OFFICES.

Unit Certificates. (a) Ownership of Units may, but need not, be evidenced by certificates similar to customary stock certificates. InitiallyAs of the date hereof, Units shall be are uncertificated, but the Board Managing Member or the Board, as applicable, may determine to certificate all or any or all Units at any time by resolutionresolution thereof. In such event, the Board Managing Member or the Board, as applicable, shall prescribe the forms of certificates to be issued by the Company, Company including the forms of legends to be affixed thereto and other information thereto. Any such certificate shall be delivered by the Company to be set forth thereonthe applicable record owner of the Units represented by such certificate. Certificates evidencing Units will shall provide that they are governed by Article 8 of the Uniform Commercial Code. Certificates need not bear a seal of the Company but shall be signed by the Chief Executive Officer, President, any Vice President or any other Person authorized by the Board Managing Member or the Board, as applicable, to sign such certificates who shall certify the class and series of Units represented by such certificate. Ecosphere Energy Services, LLC Limited Liability Company Agreement 4 Certificates may denote the Percentage Interest applicable to the Units evidenced thereby. Books and records reflecting the record ownership of the Units shall be kept by the secretary of the Company, if the Board has appointed such officer, or the other authorized person of the Company performing such duties. In the event any Officer who shall have signed, or whose facsimile signature or signatures shall have been placed upon, any such certificate or certificates shall have ceased cease to be such Officer before such certificate is issued by the Company, such certificate may nevertheless be issued by the Company with the same effect as if such person were such Officer at the date of issue. The Board Managing Member or the Board, as applicable, may determine the conditions upon which a new certificate may be issued in place of a certificate that which is alleged to have been lost, stolen or destroyed and may, in its discretion, require the owner of such certificate or its legal representative Legal Representative to give bond, with sufficient surety, to indemnify the Company against any and all losses or claims that may arise by reason of the issuance of a new certificate in the place of the one so lost, stolen or destroyed. (b) Any . Each certificate issued by the Company shall bear a legend on the reverse side thereof substantially in the following form in addition to any other legend required by Law or by agreement with the BoardCompany: THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE “SECURITIES ACT”), AND MAY NOT BE OFFERED OR SOLD, UNLESS IT HAS BEEN REGISTERED UNDER THE SECURITIES ACT OR UNLESS AN EXEMPTION FROM REGISTRATION IS AVAILABLE (AND, IN SUCH CASE, AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY MAY BE REQUIRED TO THE EFFECT THAT SUCH OFFER OR SALE IS NOT REQUIRED TO BE REGISTERED UNDER THE SECURITIES ACT). THIS SECURITY IS SUBJECT TO CERTAIN RESTRICTIONS ON TRANSFER AND OTHER TERMS AND CONDITIONS SET FORTH IN THE AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF THE COMPANY, DATED EFFECTIVE AS OF JULY 15OCTOBER 1, 2009 2011 (AS MAY BE AMENDED OR RESTATED FROM TIME TO TIME), A COPY OF WHICH MAY BE OBTAINED FROM THE COMPANY AT ITS PRINCIPAL EXECUTIVE OFFICES.

Unit Certificates. (a) Ownership of Units may, but need not, be evidenced by certificates similar to customary stock certificates. InitiallyAs of the date hereof, Units shall be are uncertificated, but the Board Managing Member or the Board, as applicable, may determine to certificate all or any or all Units at any time by resolutionresolution thereof. In such event, the Board Managing Member or the Board, as applicable, shall prescribe the forms of certificates to be issued by the Company, Company including the forms of legends to be affixed thereto and other information thereto. Any such certificate shall be delivered by the Company to be set forth thereonthe applicable record owner of the Units represented by such certificate. Certificates evidencing Units will shall provide that they are governed by Article 8 of the Uniform Commercial Code. Certificates need not bear a seal of the Company but shall be signed by the Chief Executive Officer, President, any Vice President or any other Person authorized by the Board Managing Member or the Board, as applicable, to sign such certificates who shall certify the class and series of Units represented by such certificate. Ecosphere Energy Services, LLC Limited Liability Company Agreement 4 Certificates may denote the Percentage Interest applicable to the Units evidenced thereby. Books and records reflecting the record ownership of the Units shall be kept by the secretary of the Company, if the Board has appointed such officer, or the other authorized person of the Company performing such duties. In the event any Officer who shall have signed, or whose facsimile signature or signatures shall have been placed upon, any such certificate or certificates shall have ceased cease to be such Officer before such certificate is issued by the Company, such certificate may nevertheless be issued by the Company with the same effect as if such person were such Officer at the date of issue. The Board Managing Member or the Board, as applicable, may determine the conditions upon which a new certificate may be issued in place of a certificate that which is alleged to have been lost, stolen or destroyed and may, in its discretion, require the owner of such certificate or its legal representative Legal Representative to give bond, with sufficient surety, to indemnify the Company against any and all losses or claims that may arise by reason of the issuance of a new certificate in the place of the one so lost, stolen or destroyed. (b) Any . Each certificate issued by the Company shall bear a legend on the reverse side thereof substantially in the following form in addition to any other legend required by Law or by agreement with the Board: THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE “SECURITIES ACT”), AND MAY NOT BE OFFERED OR SOLD, UNLESS IT HAS BEEN REGISTERED UNDER THE SECURITIES ACT OR UNLESS AN EXEMPTION FROM REGISTRATION IS AVAILABLE (AND, IN SUCH CASE, AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY MAY BE REQUIRED TO THE EFFECT THAT SUCH OFFER OR SALE IS NOT REQUIRED TO BE REGISTERED UNDER THE SECURITIES ACT). THIS SECURITY IS SUBJECT TO CERTAIN RESTRICTIONS ON TRANSFER AND OTHER TERMS AND CONDITIONS SET FORTH IN THE AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF THE COMPANY, DATED AS OF JULY 15, 2009 (AS MAY BE AMENDED OR RESTATED FROM TIME TO TIME), A COPY OF WHICH MAY BE OBTAINED FROM THE COMPANY AT ITS PRINCIPAL EXECUTIVE OFFICES.Company:

Unit Certificates. ‌ (a) Ownership of Units may, but need not, be evidenced by certificates similar to customary stock certificates. Initially, Units shall be uncertificated, but the Board may determine to certificate all or any or all Units at any time by resolutiontime. In such event, the Board shall prescribe the forms of certificates to be issued by the Company, Company including the forms of legends to be affixed thereto and other information thereto. Any such certificate shall be delivered by the Company or its designee to be set forth thereonthe applicable record owner of the Units represented by such certificate. Certificates evidencing Units will provide that they are governed by Article 8 of the Uniform Commercial Code. Certificates need not bear a seal of the Company but shall be signed by the Chief Executive Officer, President, any Vice President or any other Person authorized by the Board to sign such certificates who shall certify the class and series of Units represented by such certificate. Ecosphere Energy Services, LLC Limited Liability Company Agreement 4 Certificates may denote the Percentage Interest applicable to the Units evidenced thereby. Books and records reflecting the record ownership of the Units shall be kept by the secretary of the Company, if the Board has appointed such officer, Company or the other authorized person of the Company performing such dutiesits designee. In the the‌ event any Officer who shall have signed, or whose facsimile signature or signatures shall have been placed upon, any such certificate or certificates shall have ceased to be such Officer before such certificate is issued used by the Company, such certificate may nevertheless be issued by the Company with the same effect as if such person were such Officer at the date of issue. The Board may determine the conditions upon which a new certificate may be issued in place of a certificate that which is alleged to have been lost, stolen or destroyed and may, in its discretion, require the owner of such certificate or its legal representative to give bond, with sufficient surety, to indemnify the Company against any and all losses or claims that may arise by reason of the issuance of a new certificate in the place of the one so lost, stolen or destroyed. (b) Any . Each certificate issued by the Company shall bear a legend on the reverse side thereof substantially in the following form in addition to any other legend required by Law law or by agreement with the BoardCompany reflecting the restrictions of the Transfer of such Units contained in this Agreement, (i) with respect to Units held by holders of 10% or more of the outstanding Common Units and Preferred Units (calculated as a single class on an as- converted basis), or who are otherwise underwriters as defined in Section 1145(b) of the Bankruptcy Code, and all Units issued in the First Lien Rights Offering (as defined in the Disclosure Statement) or the Shareholder Rights Offering (as defined in the Disclosure Statement), in substantially the following form: “THE SECURITIES REPRESENTED BY THIS SECURITY HAS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED OR SOLD, UNLESS IT HAS BEEN REGISTERED UNDER PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT ACT, OR UNLESS AN EXEMPTION FROM REGISTRATION IS AVAILABLE (THEREFROM AND, IN SUCH EACH CASE, AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY MAY BE REQUIRED TO THE EFFECT THAT SUCH OFFER OR SALE IS NOT REQUIRED TO BE REGISTERED UNDER IN COMPLIANCE WITH APPLICABLE FEDERAL AND STATE SECURITIES LAWS.” and (ii) with respect to all Units, including but not limited to those referenced in clause (i) above, in substantially the following form: “THE SECURITIES ACT). REPRESENTED BY THIS SECURITY IS CERTIFICATE ARE SUBJECT TO VARIOUS CONDITIONS, INCLUDING CERTAIN RESTRICTIONS ON SALE, DISPOSITION OR TRANSFER AND OTHER TERMS AND CONDITIONS AS SET FORTH IN THE AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CLAIRE’S HOLDINGS LLC (THE “COMPANY”), DATED AS OF JULY 15, 2009 (AS MAY BE AMENDED OR RESTATED FROM TIME TO TIMETIME (THE “LLC AGREEMENT”). NO REGISTRATION OR TRANSFER OF THESE SECURITIES WILL BE MADE ON THE BOOKS OF THE COMPANY UNLESS AND UNTIL SUCH RESTRICTIONS SHALL HAVE BEEN COMPLIED WITH. THE COMPANY WILL FURNISH WITHOUT CHARGE, A COPY OF WHICH MAY BE OBTAINED FROM UPON WRITTEN REQUEST TO THE COMPANY AT ITS PRINCIPAL EXECUTIVE OFFICESPLACE OF BUSINESS, TO EACH HOLDER OF RECORD OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE, A COPY OF THE LLC AGREEMENT CONTAINING THE ABOVE-REFERENCED RESTRICTIONS ON TRANSFERS OF SECURITIES. THE HOLDER OF THIS CERTIFICATE BY ACCEPTANCE OF THIS CERTIFICATE AGREES TO BE BOUND BY THE PROVISIONS OF THE LLC AGREEMENT, INCLUDING RESTRICTIONS RELATING TO THE EXERCISE OF VOTING RIGHTS RELATED THERETO.” (b) In the event that the restrictive legend set forth in Section 3.6(a) above has ceased to be applicable to the Units owned by a Member, the Company or its designee shall provide such Member, at his, her or its request, with new certificates for such units not bearing the legend with respect to which the restriction has ceased and terminated. In connection with and following an IPO, the Company or its designee shall provide each Member, at his, her or its request, with new certificates for all Units by such Member not bearing the legend.

Unit Certificates. (a) Ownership of Units may, but need not, be evidenced by certificates similar to customary stock certificates. Initially, Units shall be uncertificated, but the Board may determine to certificate any or all Units at any time by resolution. In such event, the Board shall prescribe the forms of certificates to be issued by the Company, including the forms of legends to be affixed thereto and other information to be set forth thereon. Certificates evidencing Units will provide that they are governed by Article 8 of the Uniform Commercial Code. Certificates need not bear a seal of the Company but shall be signed by the Chief Executive Officer, President, any Vice President or any other Person authorized by the Board to sign such certificates who shall certify the class and series of Units represented by such certificate. Ecosphere Energy Services, LLC Limited Liability Company Agreement 4 Certificates may denote the Percentage Interest applicable to the Units evidenced thereby. Books and records reflecting the record ownership of the Units shall be kept by the secretary of the Company, if the Board has appointed such officer, or the other authorized person of the Company performing such duties. In the event any Officer who shall have signed, or whose facsimile signature or signatures shall have been placed upon, any such certificate or certificates shall have ceased to be such Officer before such certificate is issued by the Company, such certificate may nevertheless be issued by the Company with the same effect as if such person were such Officer at the date of issue. The Board may determine the conditions upon which a new certificate may be issued in place of a certificate that is alleged to have been lost, stolen or destroyed and may, in its discretion, require the owner of such certificate or its legal representative to give bond, with sufficient surety, to indemnify the Company against any and all losses or claims that may arise by reason of the issuance of a new certificate in the place of the one so lost, stolen or destroyed. (b) Any certificate issued by the Company shall bear a legend on the reverse side thereof substantially in the following form in addition to any other legend required by Law or by the Board: THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE “SECURITIES ACT”), AND MAY NOT BE OFFERED OR SOLD, UNLESS IT HAS BEEN REGISTERED UNDER THE SECURITIES ACT OR UNLESS AN EXEMPTION FROM REGISTRATION IS AVAILABLE (AND, IN SUCH CASE, AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY MAY BE REQUIRED TO THE EFFECT THAT SUCH OFFER OR SALE IS NOT REQUIRED TO BE REGISTERED UNDER THE SECURITIES ACT). THIS SECURITY IS SUBJECT TO CERTAIN RESTRICTIONS ON TRANSFER AND OTHER TERMS AND CONDITIONS SET FORTH IN THE AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF THE COMPANY, DATED AS OF JULY 15, 2009 (AS MAY BE AMENDED OR RESTATED FROM TIME TO TIME), A COPY OF WHICH MAY BE OBTAINED FROM THE COMPANY AT ITS PRINCIPAL EXECUTIVE OFFICES.:

Unit Certificates. (a) Ownership of Units may, but need not, be evidenced by certificates similar to customary stock certificates. InitiallyAs of the date hereof, Units shall be are uncertificated, but the Board may determine to certificate all or any or all Units at any time by resolutionresolution thereof. In such event, the Board shall prescribe the forms of certificates to be issued by the Company, Company including the forms of legends to be affixed thereto and other information thereto. Any such certificate shall be delivered by the Company to be set forth thereonthe applicable record owner of the Units represented by such certificate. Certificates evidencing Units will provide that they are governed by Article 8 of the Uniform Commercial Code. Certificates need not bear a seal of the Company but shall be signed by the Chief Executive Officer, President, any Vice President or any other Person authorized by the Board to sign such certificates who shall certify as to the class and series authenticity of the Units represented by such certificate. Ecosphere Energy Services, LLC Limited Liability Company Agreement 4 Certificates may denote the Percentage Interest applicable to the Units evidenced thereby. Books and records reflecting the record ownership of the Units shall be kept by the secretary of the Company, if the Board has appointed such officer, or the other authorized person of the Company performing such duties. In the event any Officer who shall have signed, or whose facsimile signature or signatures shall have been placed upon, any such certificate or certificates shall have ceased to be such Officer before such certificate is issued by the Company, such certificate may nevertheless be issued by the Company with the same effect as if such person were such Officer at the date of issue. The Board may determine the conditions upon which a new certificate may be issued in place of a certificate that which is alleged to have been lost, stolen or destroyed and may, in its discretion, require the owner of such certificate or its legal representative to give bond, with sufficient surety, to indemnify the Company against any and all losses or claims that may arise by reason of the issuance of a new certificate in the place of the one so lost, stolen or destroyed. (b) Any . Each certificate issued by the Company shall bear a legend on the reverse side thereof substantially in the following form in addition to any other legend required by Law or by agreement with the BoardCompany: THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE “SECURITIES ACT”), AND MAY NOT BE OFFERED OR SOLD, UNLESS IT HAS BEEN REGISTERED UNDER THE SECURITIES ACT OR UNLESS AN EXEMPTION FROM LIMITED LIABILITY COMPANY AGREEMENT OF STRATFOR ENTERPRISES LLC, REGISTRATION IS AVAILABLE (AND, IN SUCH CASE, AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY MAY BE REQUIRED REQUESTED BY THE COMPANY TO THE EFFECT THAT SUCH OFFER OR SALE IS NOT REQUIRED TO BE REGISTERED UNDER THE SECURITIES ACT). THIS SECURITY IS MAY BE SUBJECT TO CERTAIN RESTRICTIONS ON TRANSFER AND OTHER TERMS AND CONDITIONS SET FORTH IN THE AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF THE COMPANYCOMPANYSTRATCAP INTERNATIONAL CONSOLIDATED LLC, DATED AS OF JULY 15AUGUST 1,OCTOBER , 2009 2011 (AS MAY BE AMENDED OR RESTATED FROM TIME TO TIME), A COPY OF WHICH MAY BE OBTAINED FROM THE COMPANY AT ITS PRINCIPAL EXECUTIVE OFFICES.RESTATED

Unit Certificates. (a) Ownership of Units may, but need not, be evidenced by certificates similar to customary stock certificates. InitiallyAs of the date hereof, Units shall be are uncertificated, but the Board may determine to certificate all or any or all Units at any time by resolutionresolution thereof. In such event, the Board shall prescribe the forms of certificates to be issued by the Company, Company including the forms of legends to be affixed thereto and other information thereto. Any such certificate shall be delivered by the Company to be set forth thereonthe applicable record owner of the Units represented by such certificate. Certificates evidencing Units will provide that they are governed by Article 8 of the Uniform Commercial Code. Certificates need not bear a seal of the Company but shall be signed by the Chief Executive Officer, President, any Vice President or any other Person authorized by the Board to sign such certificates who shall certify as to the class and series authenticity of the Units represented by such certificate. Ecosphere Energy Services, LLC Limited Liability Company Agreement 4 Certificates may denote the Percentage Interest applicable to the Units evidenced thereby. Books and records reflecting the record ownership of the Units shall be kept by the secretary of the Company, if the Board has appointed such officer, or the other authorized person of the Company performing such duties. In the event any Officer who shall have signed, or whose facsimile signature or signatures shall have been placed upon, any such certificate or certificates shall have ceased to be such Officer before such certificate is issued by the Company, such certificate may nevertheless be issued by the Company with the same effect as if such person were such Officer at the date of issue. The Board may determine the conditions upon which a new certificate may be issued in place of a certificate that which is alleged to have been lost, stolen or destroyed and may, in its discretion, require the owner of such certificate or its legal representative to give bond, with sufficient surety, to indemnify the Company against any and all losses or claims that may arise by reason of the issuance of a new certificate in the place of the one so lost, stolen or destroyed. (b) Any . Each certificate issued by the Company shall bear a legend on the reverse side thereof substantially in the following form in addition to any other legend required by Law or by agreement with the BoardCompany: THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE “SECURITIES ACT”), AND MAY NOT BE OFFERED OR SOLD, UNLESS IT HAS BEEN REGISTERED UNDER THE SECURITIES ACT OR UNLESS AN EXEMPTION FROM REGISTRATION IS AVAILABLE (AND, IN SUCH CASE, AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY MAY BE REQUIRED TO THE EFFECT THAT SUCH OFFER OR SALE IS NOT REQUIRED TO BE REGISTERED UNDER THE SECURITIES ACT). THIS SECURITY IS SUBJECT TO CERTAIN RESTRICTIONS ON TRANSFER AND OTHER TERMS AND CONDITIONS SET FORTH IN THE AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF THE COMPANYSTRATCAP INTERNATIONAL CONSOLIDATED LLC, DATED AS OF JULY 15OCTOBER ,NOVEMBER 8, 2009 2011 (AS MAY BE AMENDED OR RESTATED FROM TIME TO TIME), A COPY OF WHICH MAY BE OBTAINED FROM THE COMPANY AT ITS PRINCIPAL EXECUTIVE OFFICES.

Unit Certificates. (a) Ownership of Units may, but need not, be evidenced by certificates similar to customary stock certificates. Initially, Units shall be uncertificated, but the Board may determine to certificate all or any or all Units at any time by resolutiontime. In such event, the Board shall prescribe the forms of certificates to be issued by the Company, Company including the forms of legends to be affixed thereto and other information thereto. Any such certificate shall be delivered by the Company or its designee to be set forth thereonthe applicable record owner of the Units represented by such certificate. Certificates evidencing Units will provide that they are governed by Article 8 of the Uniform Commercial Code. Certificates need not bear a seal of the Company but shall be signed by the Chief Executive Officer, President, any Vice President or any other Person authorized by the Board to sign such certificates who shall certify the class and series of Units represented by such certificate. Ecosphere Energy Services, LLC Limited Liability Company Agreement 4 Certificates may denote the Percentage Interest applicable to the Units evidenced thereby. Books and records reflecting the record ownership of the Units shall be kept by the secretary of the Company, if the Board has appointed such officer, Company or the other authorized person of the Company performing such dutiesits designee. In the event any Officer who shall have signed, or whose facsimile signature or signatures shall have been placed upon, any such certificate or certificates shall have ceased to be such Officer before such certificate is issued used by the Company, such certificate may nevertheless be issued by the Company with the same effect as if such person were such Officer at the date of issue. The Board may determine the conditions upon which a new certificate may be issued in place of a certificate that which is alleged to have been lost, stolen or destroyed and may, in its discretion, require the owner of such certificate or its legal representative to give bond, with sufficient surety, to indemnify the Company against any and all losses or claims that may arise by reason of the issuance of a new certificate in the place of the one so lost, stolen or destroyed. (b) Any . Each certificate issued by the Company shall bear a legend on the reverse side thereof substantially in the following form in addition to any other legend required by Law law or by agreement with the BoardCompany reflecting the restrictions of the Transfer of such Units contained in this Agreement, (i) with respect to Units held by holders of 10% or more of the outstanding Common Units and Preferred Units (calculated as a single class on an as- converted basis), or who are otherwise underwriters as defined in Section 1145(b) of the Bankruptcy Code, and all Units issued in the First Lien Rights Offering (as defined in the Disclosure Statement) or the Shareholder Rights Offering (as defined in the Disclosure Statement), in substantially the following form: “THE SECURITIES REPRESENTED BY THIS SECURITY HAS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED OR SOLD, UNLESS IT HAS BEEN REGISTERED UNDER PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT ACT, OR UNLESS AN EXEMPTION FROM REGISTRATION IS AVAILABLE (THEREFROM AND, IN SUCH EACH CASE, AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY MAY BE REQUIRED TO THE EFFECT THAT SUCH OFFER OR SALE IS NOT REQUIRED TO BE REGISTERED UNDER IN COMPLIANCE WITH APPLICABLE FEDERAL AND STATE SECURITIES LAWS.” and (ii) with respect to all Units, including but not limited to those referenced in clause (i) above, in substantially the following form: “THE SECURITIES ACT). REPRESENTED BY THIS SECURITY IS CERTIFICATE ARE SUBJECT TO VARIOUS CONDITIONS, INCLUDING CERTAIN RESTRICTIONS ON SALE, DISPOSITION OR TRANSFER AND OTHER TERMS AND CONDITIONS AS SET FORTH IN THE AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF CLAIRE’S HOLDINGS LLC (THE “COMPANY”), DATED AS OF JULY 15, 2009 (AS MAY BE AMENDED OR RESTATED FROM TIME TO TIMETIME (THE “LLC AGREEMENT”). NO REGISTRATION OR TRANSFER OF THESE SECURITIES WILL BE MADE ON THE BOOKS OF THE COMPANY UNLESS AND UNTIL SUCH RESTRICTIONS SHALL HAVE BEEN COMPLIED WITH. THE COMPANY WILL FURNISH WITHOUT CHARGE, A COPY OF WHICH MAY BE OBTAINED FROM UPON WRITTEN REQUEST TO THE COMPANY AT ITS PRINCIPAL EXECUTIVE OFFICESPLACE OF BUSINESS, TO EACH HOLDER OF RECORD OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE, A COPY OF THE LLC AGREEMENT CONTAINING THE ABOVE-REFERENCED RESTRICTIONS ON TRANSFERS OF SECURITIES. THE HOLDER OF THIS CERTIFICATE BY ACCEPTANCE OF THIS CERTIFICATE AGREES TO BE BOUND BY THE PROVISIONS OF THE LLC AGREEMENT, INCLUDING RESTRICTIONS RELATING TO THE EXERCISE OF VOTING RIGHTS RELATED THERETO.” (b) In the event that the restrictive legend set forth in Section 3.6(a) above has ceased to be applicable to the Units owned by a Member, the Company or its designee shall provide such Member, at his, her or its request, with new certificates for such units not bearing the legend with respect to which the restriction has ceased and terminated. In connection with and following an IPO, the Company or its designee shall provide each Member, at his, her or its request, with new certificates for all Units by such Member not bearing the legend.