Common use of Your Signature Clause in Contracts

Your Signature. (Sign exactly as your name appears on the other side of this Note) Signature Guarantee: ------------------------------------------------ TO BE COMPLETED BY PURCHASER IF (a) ABOVE IS CHECKED The undersigned represents and warrants that it is purchasing this Note for its own account or an account with respect to which it exercises sole investment discretion and that it and any such account is a "qualified institutional buyer" within the meaning of Rule 144A under the Securities Act and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying upon the undersigned's foregoing representations in order to claim the exemption from registration provided by Rule 144A. Dated: -------------------- ------------------------------ NOTICE: To be executed by an executive officer 115 EXHIBIT C --------- [FORM OF LEGEND FOR REGULATION S NOTE] THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS UNLESS REGISTERED UNDER THE SECURITIES ACT OR EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. 116 [FORM OF ASSIGNMENT FOR REGULATION S NOTE] I or we assign and transfer this Note to: (Insert assignee's social security or tax I.D. number) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- (Print or type name, address and zip code of assignee) and irrevocably appoint: -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Agent to transfer this Note on the books of the Company. The Agent may substitute another to act for him.

Your Signature. (Sign exactly as your name appears on the other side face of this NoteSecurity) Signature GuaranteeGuaranteed ---------------------------------------- Participant in a Recognized Signature Guarantee Medallion Program By: ------------------------------------------------ TO BE COMPLETED BY PURCHASER IF -------------------------------- Authorized Signatory A-13 CHANGE OF CONTROL PURCHASE NOTICE To: AmerUs Group Co. 699 Walnut Street Des Moines, Iowa 50309-3948 Att▇▇▇▇▇▇: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇gistered owner of this Security hereby irrevocably acknowledges receipt of a notice from AmerUs Group Co. (athe "Company") ABOVE IS CHECKED The undersigned represents and warrants that it is purchasing this Note for its own account or an account as to the occurrence of a Change of Control with respect to the Company and requests and instructs the Company to purchase the entire original principal amount of this Security, or the portion thereof (which it exercises sole investment discretion and that it and any is in $1,000.00 original principal amount or an integral multiple thereof) below designated, in accordance with the terms of the Indenture referred to in this Security at the Change of Control Purchase Price, together with accrued interest to, but excluding, such account is date, to the registered Holder hereof. Dated: ------------ ------------------------------------------------ ------------------------------------------------ Signature(s) must be guaranteed by a "qualified institutional buyer" within the meaning of guarantor institution with membership in an approved signature guarantee program pursuant to Rule 144A 17Ad-15 under the Securities Exchange Act and is aware that of 1934. ------------------------------------------------ Signature Guaranty (NOTICE: The signature to the sale foregoing Election must correspond to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company Name as the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying written upon the undersigned's foregoing representations face of this Security in order every particular, without alteration or any change whatsoever.) Original principal amount to claim be repurchased (in an integral multiple of $1,000, if less than all): ------------------------------------------------ A-14 REQUEST FOR BID QUOTATION FOR SECURITIES To: BNY Midwest Trust Company 2 N. LaSalle Street, Suite 1020 Chicago, IL 60602 ▇▇▇▇▇▇▇▇▇: Corporate Trust Department (the exemption from registration provided by Rule 144A. Dated: -------------------- ------------------------------ NOTICE: To be executed by an executive officer 115 EXHIBIT C --------- [FORM OF LEGEND FOR REGULATION S NOTE] THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACTBid Solicitation Agent"), AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS UNLESS REGISTERED UNDER THE SECURITIES ACT OR EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. 116 [FORM OF ASSIGNMENT FOR REGULATION S NOTE] I or we assign and transfer this Note to: (Insert assignee's social security or tax I.D. number) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- (Print or type name, address and zip code of assignee) and irrevocably appoint: -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Agent to transfer this Note on the books of the Company. The Agent may substitute another to act for him.

Your Signature. (Sign exactly as your name appears on the other side face of this NoteSecurity) Signature Guarantee*: ------------------------------------------------ ---------------------------- Social Security or other Taxpayer Identification Number: --------------------------- Principal amount to be converted (if less than all): $ * PARTICIPANT IN A RECOGNIZED SIGNATURE GUARANTEE MEDALLION PROGRAM (OR OTHER SIGNATURE GUARANTOR ACCEPTABLE TO BE COMPLETED BY PURCHASER IF THE TRUSTEE). Fill in for registration of shares (aif to be issued) ABOVE IS CHECKED and Securities (if to be delivered) other than to and in the name of the registered holder: --------------------------------------------- (Name) --------------------------------------------- (Street Address) --------------------------------------------- (City, State and Zip Code) NOTICE OF EXERCISE OF REPURCHASE RIGHT TO: INHALE THERAPEUTIC SYSTEMS, INC. ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ The undersigned represents and warrants that it is purchasing registered owner of this Note for its own account or an account Security hereby irrevocably acknowledges receipt of a notice from Inhale Therapeutic Systems, Inc. (the "Company") as to the occurrence of a Change of Control with respect to which it exercises sole investment discretion and that it and any such account is a "qualified institutional buyer" within the meaning of Rule 144A under the Securities Act and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as and requests and instructs the undersigned has requested pursuant Company to Rule 144A repay the entire principal amount of this Security, or has determined not the portion thereof (which is $1,000 principal amount or an integral multiple thereof) below designated, in accordance with the terms of the Indenture referred to request in this Security, together with interest (including Liquidated Damages, if any) accrued and unpaid to, but excluding, such information and that it is aware that date, to the transferor is relying upon the undersigned's foregoing representations registered holder hereof, in order to claim the exemption from registration provided by Rule 144A. cash. Dated:_____________________ Your Name: -------------------- ------------------------------ NOTICE: To be executed by an executive officer 115 EXHIBIT C --------- [FORM OF LEGEND FOR REGULATION S NOTE] THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS UNLESS REGISTERED UNDER THE SECURITIES ACT OR EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. 116 [FORM OF ASSIGNMENT FOR REGULATION S NOTE] I or we assign and transfer this Note to: (Insert assignee's social security or tax I.D. number) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- --------------------------------------- (Print or type name, address and zip code of assignee) and irrevocably appoint: -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Agent to transfer this Note your name exactly as it appears on the books face of the Company. The Agent may substitute another to act for him.this Security)

Your Signature. (Sign exactly as your name appears on the other side face of this Note) Signature Guarantee*: ------------------------------------------------ TO BE COMPLETED BY PURCHASER IF _________________________ * Participant in a recognized Signature Guarantee Medallion Program (a) ABOVE IS CHECKED The undersigned represents and warrants that it is purchasing or other signature guarantor acceptable to the Trustee). Option of Holder to Elect Purchase If you want to elect to have this Note for its own account or an account with respect to which it exercises sole investment discretion and that it and any such account is a "qualified institutional buyer" within the meaning of Rule 144A under the Securities Act and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding purchased by the Company as the undersigned has requested pursuant to Rule 144A Section 4.10 or has determined not 4.15 of the Indenture, check the appropriate box below: ¨ Section 4.10 ¨ Section 4.15 If you want to request such information and that it elect to have only part of the Note purchased by the Company pursuant to Section 4.10 or Section 4.15 of the Indenture, state the amount you elect to have purchased: Date: _______________ Your Signature: ____________________________________________________________ (Sign exactly as your name appears on the face of this Note) Tax Identification No.: _______________________________________________________ Signature Guarantee*: _________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). The following exchanges of a part of this Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Global Note or Definitive Note for an interest in this Global Note, have been made: * This schedule should be included only if the Note is aware that issued in global form. Radio One, Inc. ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, 14th Floor Silver Spring, Maryland 20910 Wilmington Trust, National Association ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 2R New York, NY 10012 Re: 9.25% Senior Subordinated Notes due 2020 Reference is hereby made to the transferor is relying upon Indenture, dated as of February 10, 2014 (the undersigned's foregoing representations in order to claim the exemption from registration provided by Rule 144A. Dated: -------------------- ------------------------------ NOTICE: To be executed by an executive officer 115 EXHIBIT C --------- [FORM OF LEGEND FOR REGULATION S NOTE] THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"“Indenture”), ANDamong Radio One, UNLESS SO REGISTEREDInc., MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TOas issuer (the “Company”), OR FOR THE ACCOUNT OR BENEFIT OFthe Guarantors party thereto and Wilmington Trust, U.S. PERSONS UNLESS REGISTERED UNDER THE SECURITIES ACT OR EXCEPT PURSUANT TO AN EXEMPTION FROMNational Association, OR IN A TRANSACTION NOT SUBJECT TOas trustee. Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture. ___________________, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. 116 [FORM OF ASSIGNMENT FOR REGULATION S NOTE] I or we assign (the “Transferor”) owns and transfer this Note to: (Insert assignee's social security or tax I.D. number) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- (Print or type name, address and zip code of assignee) and irrevocably appoint: -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Agent proposes to transfer this Note on the books Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $___________ in such Note[s] or interests (the Company“Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. The Agent may substitute another to act for him.In connection with the Transfer, the Transferor hereby certifies that:

Your Signature. (Sign exactly as your name appears on the other side face of this NoteSecurity) Signature Guarantee*: ------------------------------------------------ --------------------------- Social Security or other Taxpayer Identification Number: -------------------------- Principal amount to be converted (if less than all): $ * PARTICIPANT IN A RECOGNIZED SIGNATURE GUARANTEE MEDALLION PROGRAM (OR OTHER SIGNATURE GUARANTOR ACCEPTABLE TO BE COMPLETED BY PURCHASER IF THE TRUSTEE). Fill in for registration of shares (aif to be issued) ABOVE IS CHECKED and Securities (if to be delivered) other than to and in the name of the registered holder: ------------------------------------------------------------ (Name) ------------------------------------------------------------ (Street Address) ------------------------------------------------------------ (City, State and Zip Code) NOTICE OF EXERCISE OF REPURCHASE RIGHT TO: INHALE THERAPEUTIC SYSTEMS, INC. ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ The undersigned represents and warrants that it is purchasing registered owner of this Note for its own account or an account Security hereby irrevocably acknowledges receipt of a notice from Inhale Therapeutic Systems, Inc. (the "Company") as to the occurrence of a Change of Control with respect to which it exercises sole investment discretion and that it and any such account is a "qualified institutional buyer" within the meaning of Rule 144A under the Securities Act and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as and requests and instructs the undersigned has requested pursuant Company to Rule 144A repay the entire principal amount of this Security, or has determined not the portion thereof (which is $1,000 principal amount or an integral multiple thereof) below designated, in accordance with the terms of the Indenture referred to request in this Security, together with interest (including Liquidated Damages, if any) accrued and unpaid to, but excluding, such information and that it is aware that date, to the transferor is relying upon the undersigned's foregoing representations registered holder hereof, in order to claim the exemption from registration provided by Rule 144A. cash. Dated: -------------------- ------------------------------ NOTICEYour Name: To be executed by an executive officer 115 EXHIBIT C --------- [FORM OF LEGEND FOR REGULATION S NOTE] THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS UNLESS REGISTERED UNDER THE SECURITIES ACT OR EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. 116 [FORM OF ASSIGNMENT FOR REGULATION S NOTE] I or we assign and transfer this Note to: (Insert assignee's social security or tax I.D. number) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- ----------------- ------------------------------------- (Print or type name, address and zip code of assignee) and irrevocably appoint: -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Agent to transfer this Note your name exactly as it appears on the books face of the Company. The Agent may substitute another to act for him.this Security)

Your Signature. (Sign exactly as your name appears on the other side face of this Note) Signature Guarantee*: ------------------------------------------------ ----------------------- * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). OPTION OF HOLDER TO ELECT PURCHASE If you want to elect to have this Note purchased by the Company pursuant to Section 4.15 of this First Supplemental Indenture, check the following box: [ ] If you want to elect to have only part of the Note purchased by the Company pursuant to Section 4.15 of this First Supplemental Indenture, state the amount you elect to have purchased: $_______________ Date: _______________ Your Signature: ------------------------------------- (Sign exactly as your name appears on the face of this Note) Tax Identification No.:_____________________________ Signature Guarantee*: ----------------------- * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). ASSIGNMENT & TRANSFER CERTIFICATE TO BE COMPLETED BY PURCHASER AND DELIVERED WITH THIS NOTE TO THE TRUSTEE IF (a) ABOVE IS CHECKED The undersigned represents and warrants that it is purchasing THE UNDERSIGNED REGISTERED HOLDER WISHES TO SELL, ASSIGN AND TRANSFER NOTE: In connection with the resale or other transfer of this Note for its own account occurring prior to the time the legend originally set forth on the face of this Note (or an account one or more predecessor Notes) restricting resales and other transfers thereof has been removed in accordance with respect the procedures set forth in the Indenture (other than a resale or other transfer made to which it exercises sole investment discretion and that it and any such account is a "qualified institutional buyer" within the meaning of Rule 144A under the Securities Act and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as or to, by, through, or in a transaction approved by the Initial Purchaser), the undersigned has requested pursuant to Rule 144A registered holder certifies that without utilizing any general solicitation or has determined not to request such information and that it is aware that the transferor is relying upon the undersigned's foregoing representations in order to claim the exemption from registration provided by Rule 144A. Datedgeneral advertising: -------------------- ------------------------------ NOTICE: To be executed by an executive officer 115 EXHIBIT C --------- [FORM OF LEGEND FOR REGULATION S NOTE] THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS UNLESS REGISTERED UNDER THE SECURITIES ACT OR EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. 116 [FORM OF ASSIGNMENT FOR REGULATION S NOTE] I or we assign and transfer this Note to: (Insert assignee's social security or tax I.D. number) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- (Print or type name, address and zip code of assignee) and irrevocably appoint: -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Agent to transfer this Note on the books of the Company. The Agent may substitute another to act for him.CHECK ONE]

Your Signature. Date: ------------------------------- ----------------------------- (Sign exactly as your name appears on the other side of this Note) Signature GuaranteeGuaranteed Participant in a Recognized Signature Guarantee Medallion Program By: ------------------------------------------------ TO BE COMPLETED BY PURCHASER IF (a) ABOVE IS CHECKED The undersigned represents and warrants that it is purchasing -------------------------------------------- Authorized Signatory A-13 NOTICE OF ELECTION UPON TAX REDEMPTION Certificate No. of Note: ___________ If you elect not to have this Note for its own account redeemed by the Company pursuant to Section 5.02 of the First Supplemental Indenture, check the box: |_| If you elect to have only part of this Note redeemed by the Company pursuant to Section 5.02 of the Indenture, state the principal amount: $_______________ (must be in an integral multiple of $1,000) Date: _________________ Signature(s): ------------------------------------------------- (Sign exactly as your name(s) appear(s) on the other side of this Note) Signature(s) guaranteed by: __________________________________________________ (All signatures must be guaranteed by a guarantor institution participating in the Notes Transfer Agents Medallion Program or in such other guarantee program acceptable to the Trustee.) Payments of interest on the Notes and deemed interest arising on maturity, redemption, purchase or conversion of the Note or an account assignment or other transfer of the Note to a person resident in Canada may be subject to Canadian taxes, which may be substantial. Holders should consult their own tax advisors in considering whether to elect their option to not to have their Notes redeemed. EXHIBIT B [Form of Designated Event Acceptance Notice] The Bank of Nova Scotia Trust Company of New York ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention: Corporate Trust Office Re: Four Seasons Hotels Inc. (the "Company") 1.875% Convertible Senior Notes due 2024 This is a Designated Event Acceptance Notice as defined in Section 7.01(c) of the First Supplemental Indenture dated as of June 18, 2004 to the Indenture dated as of June 18, 2004 between the Company and The Bank of Nova Scotia Trust Company of New York, as Trustee. Terms used but not defined herein shall have the meanings ascribed to them in the Indenture as supplemented by the First Supplemental Indenture. I elect to have the following aggregate principal amount of Notes purchased by the Company pursuant to Section 7.01 of the First Supplemental Indenture (in multiples of $1,000): $______________________________________________ (must be an integral multiple of $1,000) Certificate No(s). of Notes: ------------------------------------- I agree that the Notes will be purchased on the Designated Event Repurchase Date pursuant to the terms and conditions specified in the Notes and the First Supplemental Indenture. If the Company elects, pursuant to Section 7.02 of the First Supplemental Indenture, to pay the Designated Event Repurchase Price, in whole or in part, in shares of Applicable Stock but such portion of the Designated Event Repurchase Price shall ultimately be paid to Holders entirely in cash because any of the conditions to payment of the Designated Event Repurchase Price in shares of Applicable Stock is not satisfied prior to 5:00 p.m., New York City time, on the Business Day immediately preceding the Designated Event Repurchase Date, as set forth in Section 7.02(b) of the First Supplemental Indenture, I hereby elect to: [ ] withdraw this Designated Event Acceptance Notice as to $___________________ in principal amount of Notes with respect the following certificate numbers:______________________________________________________ to which it exercises sole investment discretion and that it and any such account is a "qualified institutional buyer" within the meaning of Rule 144A under the Securities Act and is aware that the sale to it is being made this Designated Event Acceptance Notice relates; [ ] receive cash in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying upon the undersigned's foregoing representations in order to claim the exemption from registration provided by Rule 144A. Dated: -------------------- ------------------------------ NOTICE: To be executed by an executive officer 115 EXHIBIT C --------- [FORM OF LEGEND FOR REGULATION S NOTE] THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS UNLESS REGISTERED UNDER THE SECURITIES ACT OR EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. 116 [FORM OF ASSIGNMENT FOR REGULATION S NOTE] I or we assign and transfer this Note to: (Insert assignee's social security or tax I.D. number) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- (Print or type name, address and zip code of assignee) and irrevocably appoint: -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Agent to transfer this Note on the books respect of the Company. The Agent may substitute another entire Designated Event Repurchase Price for all Notes (or portions thereof) to act for himwhich this Designated Event Acceptance Notice relates.

Your Signature. (Sign exactly as your name appears on the other side face of this NoteSecurity) Signature Guarantee*: ------------------------------------------------ ------------------------ Social Security or other Taxpayer Identification Number: ---------------------- Principal amount to be converted (if less than all): $ * PARTICIPANT IN A RECOGNIZED SIGNATURE GUARANTEE MEDALLION PROGRAM (OR OTHER SIGNATURE GUARANTOR ACCEPTABLE TO BE COMPLETED BY PURCHASER IF THE TRUSTEE). Fill in for registration of shares (aif to be issued) ABOVE IS CHECKED and Securities (if to be delivered) other than to and in the name of the registered holder: ------------------------------------------------------ (Name) ------------------------------------------------------ (Street Address) ------------------------------------------------------ (City, State and Zip Code) NOTICE OF EXERCISE OF REPURCHASE RIGHT TO: INHALE THERAPEUTIC SYSTEMS, INC. ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ The undersigned represents and warrants that it is purchasing registered owner of this Note for its own account or an account Security hereby irrevocably acknowledges receipt of a notice from Inhale Therapeutic Systems, Inc. (the "Company") as to the occurrence of a Change of Control with respect to which it exercises sole investment discretion and that it and any such account is a "qualified institutional buyer" within the meaning of Rule 144A under the Securities Act and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company and requests and instructs the Company to repay the entire principal amount of this Security, or the portion thereof (which is $1,000 principal amount or an integral multiple thereof) below designated, in accordance with the terms of the Indenture referred to in this Security, together with interest (including Liquidated Damages, if any) accrued and unpaid to, but excluding, such date, to the registered holder hereof, in cash or by delivery of shares of Common Stock as specified in the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying upon the undersignedCompany's foregoing representations in order to claim the exemption from registration provided by Rule 144A. notice. Dated: -------------------- ------------------------------ NOTICEYour Name: To be executed by an executive officer 115 EXHIBIT C --------- [FORM OF LEGEND FOR REGULATION S NOTE] THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS UNLESS REGISTERED UNDER THE SECURITIES ACT OR EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. 116 [FORM OF ASSIGNMENT FOR REGULATION S NOTE] I or we assign and transfer this Note to: (Insert assignee's social security or tax I.D. number) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- ------------------- ----------------------------------- (Print or type name, address and zip code of assignee) and irrevocably appoint: -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Agent to transfer this Note your name exactly as it appears on the books face of the Company. The Agent may substitute another to act for him.this Security)

Your Signature. (Sign exactly as your name appears on the other side face of this NoteSecurity) Signature Guarantee*: ------------------------------------------------ TO BE COMPLETED BY PURCHASER IF ------------------------ Social Security or other Taxpayer Identification Number: ----------------------- Principal amount to be converted (aif less than all): $ ______________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). Fill in for registration of Common Shares of the Company (if to be issued) ABOVE IS CHECKED The undersigned represents and warrants that it is purchasing this Note for its own account or an account with Securities (if to be delivered) other than to and in the name of the registered holder: ------------------------------------------------------------- (Name) ------------------------------------------------------------- (Street Address) ------------------------------------------------------------- (City, State and Zip Code) NOTICE OF EXERCISE OF REPURCHASE RIGHT TO: FOSTER WHEELER LTD. Perryville Corporate Park Clinto▇, ▇▇▇ ▇▇▇▇▇▇ 08809-4000 ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ irrevocably acknowledges receipt of a notice from Foster Wheeler Ltd. (the "Company") as to the occurrence of a Change ▇▇ ▇▇▇▇▇▇▇ ▇▇th respect to which it exercises sole investment discretion and that it and any such account is a "qualified institutional buyer" within the meaning of Rule 144A under the Securities Act and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as and requests and instructs the undersigned has requested pursuant Company to Rule 144A repay the entire principal amount of this Security, or has determined not the portion thereof (the principal amount of which is an integral multiple of $1,000) below designated, in accordance with the terms of the Indenture referred to request in this Security, together with interest (including Additional Amounts, if any) accrued and unpaid to, but excluding, such information and that it is aware that date, to the transferor is relying upon the undersigned's foregoing representations registered holder hereof, in order to claim the exemption from registration provided by Rule 144A. cash. Dated: -------------------- ------------------------------ NOTICEYour Name: To be executed by an executive officer 115 EXHIBIT C --------- [FORM OF LEGEND FOR REGULATION S NOTE] THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS UNLESS REGISTERED UNDER THE SECURITIES ACT OR EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. 116 [FORM OF ASSIGNMENT FOR REGULATION S NOTE] I or we assign and transfer this Note to: (Insert assignee's social security or tax I.D. number) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- ---------------------- ----------------------------------- (Print or type name, address and zip code of assignee) and irrevocably appoint: -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Agent to transfer this Note your name exactly as it appears on the books face of the Company. The Agent may substitute another to act for him.this Security)

Your Signature. (Sign exactly as your name appears on the other side face of this NoteSecurity) Signature Guarantee*: ------------------------------------------------ TO BE COMPLETED BY PURCHASER IF --------------------------- Social Security or other Taxpayer Identification Number: __________________________ Principal amount to be converted (aif less than all): $ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). Fill in for registration of shares (if to be issued) ABOVE IS CHECKED and Securities (if to be delivered) other than to and in the name of the registered holder: _________________________________________________ (Name) _________________________________________________ (▇▇▇▇▇▇ ▇▇▇▇▇▇▇) _________________________________________________ (City, State and Zip Code) Exhibit E NOTICE OF EXERCISE OF FUNDAMENTAL CHANGE REPURCHASE RIGHT TO: L-3 COMMUNICATIONS HOLDINGS, INC. ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attn: Vice President-Finance The undersigned represents and warrants that it is purchasing registered owner of this Note for its own account or an account Security hereby irrevocably acknowledges receipt of a notice from L-3 Communications Holdings, Inc. (the "Company") as to the occurrence of a Fundamental Change with respect to which it exercises sole investment discretion and that it and any such account is a "qualified institutional buyer" within the meaning of Rule 144A under the Securities Act and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as and requests and instructs the undersigned has requested pursuant Company to Rule 144A repay the entire principal amount of this Security, or has determined not the portion thereof (the principal amount of which is an integral multiple of $1,000) below designated, in accordance with the terms of the Indenture referred to request in this Security, together with interest (including Contingent Interest and Additional Interest, if any) accrued and unpaid to, but excluding, such information and that it is aware that date, to the transferor is relying upon the undersigned's foregoing representations registered holder hereof, in order to claim the exemption from registration provided by Rule 144A. cash. Dated: -------------------- ------------------------------ NOTICE_____________________ Your Name: To be executed by an executive officer 115 EXHIBIT C --------- [FORM OF LEGEND FOR REGULATION S NOTE] THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS UNLESS REGISTERED UNDER THE SECURITIES ACT OR EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. 116 [FORM OF ASSIGNMENT FOR REGULATION S NOTE] I or we assign and transfer this Note to: (Insert assignee's social security or tax I.D. number) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- ______________________________________ (Print or type name, address and zip code of assignee) and irrevocably appoint: -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Agent to transfer this Note your name exactly as it appears on the books face of the Company. The Agent may substitute another to act for him.this Security)

Your Signature. (Sign exactly as your name appears on the other side of this Note) Signature Guarantee: ------------------------------------------------ TO BE COMPLETED BY PURCHASER IF ------------------------- A-2-17 EXHIBIT B --------- Form of Certificate ------------------- -------, ---- Bank One, National Association ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇-▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ Attention: Corporate Trust Administration Re: Evergreen International Aviation, Inc. (athe "Company") ABOVE IS CHECKED The undersigned represents 12% Senior Second Secured Notes due 2010 (the "Notes") ----------------------------------------------------------- Dear Sirs: This letter relates to U.S. $_______principal amount of Notes represented by a Note (the "Legended Note") which bears a legend outlining restrictions upon transfer of such Legended Note. Pursuant to Section 2.02 of the Indenture dated as of May 16, 2003 (the "Indenture") relating to the Notes, we hereby certify that we are (or we will hold such securities on behalf of) a person outside the United States to whom the Notes could be transferred in accordance with Rule 904 of Regulation S promulgated under the U.S. Securities Act of 1933. Accordingly, you are hereby requested to exchange the legended certificate for an unlegended certificate representing an identical principal amount of Notes, all in the manner provided for in the Indenture. You, the Company and warrants that it is purchasing each of the Guarantors are entitled to rely upon this Note for its own account letter and are irrevocably authorized to produce this letter or an account a copy hereof to any interested party in any administrative or legal proceedings or official inquiry with respect to which it exercises sole investment discretion and that it and any such account is a "qualified institutional buyer" within the meaning matters covered hereby. Terms used in this certificate have the meanings set forth in Regulation S. Very truly yours, [Name of Rule 144A under the Securities Act and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying upon the undersigned's foregoing representations in order to claim the exemption from registration provided by Rule 144A. DatedHolder] By: -------------------- ------------------------------ NOTICE: To be executed by an executive officer 115 ------------------------------------ Authorized Signature B-1 EXHIBIT C --------- [FORM OF LEGEND TRANSFER NOTICE] FOR REGULATION S NOTE] THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"VALUE RECEIVED the undersigned registered holder hereby sell(s), AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS UNLESS REGISTERED UNDER THE SECURITIES ACT OR EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACTassign(s) and transfer(s) unto Insert Taxpayer Identification No. 116 [FORM OF ASSIGNMENT FOR REGULATION S NOTE] I ________________________________________________________________ Please print or we assign typewrite name and transfer this Note to: (Insert assignee's social security or tax I.D. number) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- (Print or type name, address and including zip code of assignee) assignee ________________________________________________________________ the within Note and all rights thereunder, hereby irrevocably appoint: -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Agent constituting and appointing_________________________________________attorney to transfer this said Note on the books of the CompanyCompany with full power of substitution in the premises. The Agent may substitute another [THE FOLLOWING PROVISION TO BE INCLUDED ON ALL NOTES OTHER THAN EXCHANGE NOTES, UNLEGENDED OFFSHORE GLOBAL NOTES AND UNLEGENDED OFFSHORE PHYSICAL NOTES] In connection with any transfer of this Note occurring prior to act for him.the date which is the earlier of (i) the date the Shelf Registration Statement is declared effective or (ii) the end of the period referred to in Rule 144(k) under the Securities Act, the undersigned confirms that without utilizing any general solicitation or general advertising that: [Check One]

Your Signature. (Sign exactly as your name appears on the face of this Security) Signature Guarantee*: _____________________________ Principal amount to be converted (if less than all): $ --------------- * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). ASSIGNMENT FOR VALUE RECEIVED, the undersigned assigns and transfers $ ______ principal amount of this Security to: ________________________________________________________________________________ ________________________________________________________________________________ ________________________________________________________________________________ (Insert assignee's social security or tax identification number) ________________________________________________________________________________ ________________________________________________________________________________ ________________________________________________________________________________ ________________________________________________________________________________ (Insert address and zip code of assignee) and irrevocably appoints _______________________________________________________ ______________________________________________________________ agent to transfer this Security on the books of the Corporation. The agent may substitute another to act for him or her. Date:____________________________ Signature:________________________ (Sign exactly as your name appears on the other side of this NoteCertificate) Signature Guarantee: ------------------------------------------------ *:)_____________________________________ * (Signature must be guaranteed by an "eligible guarantor institution" that is, a bank, stockbroker, savings and loan association or credit union meeting the requirements of the Registrar, which requirements include membership or participation in the Securities Transfer Agents Medallion Program ("STAMP") or such other "signature guarantee program" as may be determined by the Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended). CERTIFICATE TO BE COMPLETED BY PURCHASER IF DELIVERED UPON EXCHANGE OF RESTRICTED SECURITIES This certificate relates to $_________________ principal amount of Securities held in (acheck applicable space) ABOVE IS CHECKED The undersigned represents and warrants that it is purchasing this Note for its own account _____________ book-entry or an account with respect to which it exercises sole investment discretion and that it and any such account is a "qualified institutional buyer" within the meaning of Rule 144A under the Securities Act and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying upon _____________ definitive form by the undersigned's foregoing representations in order to claim the exemption from registration provided by Rule 144A. Dated: -------------------- ------------------------------ NOTICE: To be executed by an executive officer 115 EXHIBIT C --------- [FORM OF LEGEND FOR REGULATION S NOTE] THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS UNLESS REGISTERED UNDER THE SECURITIES ACT OR EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. 116 [FORM OF ASSIGNMENT FOR REGULATION S NOTE] I or we assign and transfer this Note to: (Insert assignee's social security or tax I.D. number) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- (Print or type name, address and zip code of assignee) and irrevocably appoint: -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Agent to transfer this Note on the books of the Company. The Agent may substitute another to act for him.

Your Signature. (Sign exactly as your name appears on the other side face of this Note) Signature Guarantee: ------------------------------------------------ TO BE COMPLETED BY PURCHASER IF *:________________________________________________ * Participant in a recognized Signature Guarantee Medallion Program (a) ABOVE IS CHECKED The undersigned represents and warrants that it is purchasing or other signature guarantor acceptable to the Trustee). If you want to elect to have this Note for its own account or an account with respect to which it exercises sole investment discretion and that it and any such account is a "qualified institutional buyer" within purchased by the meaning of Rule 144A under the Securities Act and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as the undersigned has requested Issuers pursuant to Rule 144A Section 4.11 or has determined not 4.16 of the Supplemental Indenture, check the appropriate box below: ¨ Section 4.11 ¨ Section 4.16 If you want to request such information elect to have only part of the Note purchased by the Issuers pursuant to Section 4.11 or Section 4.16 of the Supplemental Indenture, state the amount you elect to have purchased: $ _______________________ Date:____________________ Your Signature:_____________________________________________________ (Sign exactly as your name appears on the face of this Note) Tax Identification No.: _______________________________________________ Signature Guarantee*: _______________________________________________ * Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). The following exchanges of a part of this Global Note for an interest in another Global Note or for a Definitive Note, or exchanges of a part of another Global Note or Definitive Note for an interest in this Global Note, have been made: CCO Holdings, LLC CCO Holdings Capital Corp. ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ The Bank of New York Mellon Trust Company, N.A. ▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Facsimile No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration Re: CCO Holdings, LLC and that it CCO Holdings Capital Corp. ¨ 4.750% Senior Notes due 2030 (CUSIP [ ]) (the “Notes”) Reference is aware that hereby made to the transferor is relying upon the undersigned's foregoing representations in order to claim the exemption from registration provided by Rule 144A. Dated: -------------------- ------------------------------ NOTICE: To be executed by an executive officer 115 EXHIBIT C --------- [FORM OF LEGEND FOR REGULATION S NOTE] THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933Indenture, AS AMENDED dated as of May 23, 2019, among CCO Holdings, LLC (THE "SECURITIES ACT"“CCO Holdings”), ANDCCO Holdings Capital Corp. (together with CCO Holdings, UNLESS SO REGISTEREDthe “Issuers”), MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TOand The Bank of New York Mellon Trust Company, OR FOR THE ACCOUNT OR BENEFIT OFN.A., U.S. PERSONS UNLESS REGISTERED UNDER THE SECURITIES ACT OR EXCEPT PURSUANT TO AN EXEMPTION FROMas trustee, OR IN A TRANSACTION NOT SUBJECT TOas supplemented by the Second Supplemental Indenture dated as of October 1, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT2019 (the “Supplemental Indenture”). 116 [FORM OF ASSIGNMENT FOR REGULATION S NOTE] I or we assign Capitalized terms used but not defined herein shall have the meanings given to them in the Supplemental Indenture. ___________________ (the “Transferor”) owns and transfer this Note to: (Insert assignee's social security or tax I.D. number) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- (Print or type name, address and zip code of assignee) and irrevocably appoint: -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Agent proposes to transfer this Note on the books Note[s] or interest in such Note[s] specified in Annex A hereto, in the principal amount of $_____________________________ in such Note[s] or interests (the Company“Transfer”), to ___________________________ (the “Transferee”), as further specified in Annex A hereto. The Agent may substitute another to act for him.In connection with the Transfer, the Transferor hereby certifies that: [CHECK ALL THAT APPLY]

Your Signature. Date: --------------------------------- ------------------------ (Sign exactly as your name appears on the other side of this NoteSecurity) *Signature guaranteed by: ------------------------------------------------------- By: ------------------------------- --------- * The signature must be guaranteed by an institution which is a member of one of the following recognized signature guaranty programs: (i) the Securities Transfer Agent Medallion Program (STAMP); (ii) the New York Stock Exchange Medallion Program (MSP); (iii) the Stock Exchange Medallion Program (SEMP); or (iv) such other guaranty program acceptable to the Trustee. OPTION OF HOLDER TO ELECT PURCHASE ON CHANGE IN CONTROL If you want to elect to have this Security purchased, in whole or in part, by the Company pursuant to Section 1601 of the Indenture, check the following box: [ ] If you want to have only part of this Security purchased by the Company pursuant to Section 1601 of the Indenture, state the Principal Amount you want to be purchased (must be $1,000 or a multiple of $1,000): $ --------------------- Your Signature: Date: --------------------------------- ------------------------ (Sign exactly as your name appears on the other side of this Security) Signature Guaranteeguaranteed by: ------------------------------------------------ TO BE COMPLETED BY PURCHASER IF (a) ABOVE IS CHECKED -------------------------------------------------------- By: ------------------------------- ---------- * The undersigned represents and warrants that it is purchasing this Note for its own account or signature must be guaranteed by an account with respect to institution which it exercises sole investment discretion and that it and any such account is a "qualified institutional buyer" within member of one of the meaning of Rule 144A under following recognized signature guaranty programs; (i) the Securities Act and is aware that Transfer Agent Medallion Program (STAMP); (ii) the sale New York Stock Exchange Medallion Program (MSP); (iii) the Stock Exchange Medallion Program (SEMP); or (iv) such other guaranty program acceptable to it is being made the Trustee SCHEDULE OF EXCHANGES OF SECURITIES(4) The following exchanges, redemptions, repurchases or conversions of a part of this Global Security have been made: Amount of Decrease in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying upon the undersigned's foregoing representations Amount of Increase in order to claim the exemption from registration provided by Rule 144A. Dated: -------------------- ------------------------------ NOTICE: To be executed by an executive officer 115 EXHIBIT C --------- [FORM OF LEGEND FOR REGULATION S NOTE] THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS UNLESS REGISTERED UNDER THE SECURITIES ACT OR EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. 116 [FORM OF ASSIGNMENT FOR REGULATION S NOTE] I or we assign and transfer Principal Amount of this Note to: (Insert assignee's social security or tax I.D. number) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- (Print or type name, address and zip code of assignee) and irrevocably appoint: -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Agent to transfer this Note on the books Principal Amount of the Company. The Agent may substitute another to act for him.Date of Transaction Global Security Global Security ------------------- ------------------------ ----------------------- ----------

Your Signature. (Sign exactly as your name appears on the other side face of this NoteSecurity) Signature Guarantee*: ------------------------------------------------ Social Security or other Taxpayer Identification Number: Principal amount to be converted (if less than all): $ * PARTICIPANT IN A RECOGNIZED SIGNATURE GUARANTEE MEDALLION PROGRAM (OR OTHER SIGNATURE GUARANTOR ACCEPTABLE TO BE COMPLETED BY PURCHASER IF THE TRUSTEE). Fill in for registration of shares (aif to be issued) ABOVE IS CHECKED and Securities (if to be delivered) other than to and in the name of the registered holder: --------------------------------------------- (Name) --------------------------------------------- (Street Address) --------------------------------------------- (City, State and Zip Code) NOTICE OF EXERCISE OF REPURCHASE RIGHT TO: VERTEX PHARMACEUTICALS INCORPORATED ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ The undersigned represents and warrants that it is purchasing registered owner of this Note for its own account or an account Security hereby irrevocably acknowledges receipt of a notice from Vertex Pharmaceuticals Incorporated (the "Company") as to the occurrence of a Change of Control with respect to which it exercises sole investment discretion and that it and any such account is a "qualified institutional buyer" within the meaning of Rule 144A under the Securities Act and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as and requests and instructs the undersigned has requested pursuant Company to Rule 144A repay the entire principal amount of this Security, or has determined not the portion thereof (which is $1,000 principal amount or an integral multiple thereof) below designated, in accordance with the terms of the Indenture referred to request in this Security, together with interest (including Liquidated Damages, if any) accrued and unpaid to, but excluding, such information and that it is aware that date, to the transferor is relying upon the undersigned's foregoing representations registered holder hereof, in order to claim the exemption from registration provided by Rule 144A. cash. Dated: -------------------- ------------------------------ NOTICEYour Name: To be executed by an executive officer 115 EXHIBIT C --------- [FORM OF LEGEND FOR REGULATION S NOTE] THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS UNLESS REGISTERED UNDER THE SECURITIES ACT OR EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. 116 [FORM OF ASSIGNMENT FOR REGULATION S NOTE] I or we assign and transfer this Note to: (Insert assignee's social security or tax I.D. number) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- --- --- (Print or type name, address and zip code of assignee) and irrevocably appoint: -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Agent to transfer this Note your name exactly as it appears on the books face of the Company. The Agent may substitute another to act for him.this Security)

Your Signature. (Sign exactly as your name appears on the other side face of this Note) Signature Guarantee*: ------------------------------------------------ TO BE COMPLETED BY PURCHASER IF -------------------------------- Social Note or other Taxpayer Identification Number: ---------------------------------- Principal amount to be converted (aif less than all):$ ------------------- --------------------- *Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee). EXHIBIT A Fill in for registration of shares (if to be issued) ABOVE IS CHECKED and Notes (if to be delivered) other than to and in the name of the registered holder: ------------------------------------------------------ (Name) ------------------------------------------------------ (Street Address) ------------------------------------------------------ (City, State and Zip Code) EXHIBIT A NOTICE OF EXERCISE OF REPURCHASE RIGHT TO: COVAD COMMUNICATIONS GROUP, INC. ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ Santa Clara, California 95054 The undersigned represents and warrants that it is purchasing registered owner of this Note for its own account or an account hereby irrevocably acknowledges receipt of a notice from Covad Communications Group, Inc. (the "Company") as to the occurrence of a Triggering Change of Control with respect to which it exercises sole investment discretion and that it and any such account is a "qualified institutional buyer" within the meaning of Rule 144A under the Securities Act and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as and requests and instructs the undersigned has requested pursuant Company to Rule 144A repay the entire principal amount of this Note, or has determined not the portion thereof (which is $1,000 principal amount or an integral multiple thereof) below designated, in accordance with the terms of the Indenture referred to request in this Note, together with interest and Liquidated Damages, if any, accrued and unpaid to, but excluding, such information and that it is aware that date, to the transferor is relying upon the undersigned's foregoing representations in order to claim the exemption from registration provided by Rule 144A. registered holder hereof. Dated: -------------------- ------------------------------ NOTICEYour Name: To be executed by an executive officer 115 EXHIBIT C --------- [FORM OF LEGEND FOR REGULATION S NOTE] THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS UNLESS REGISTERED UNDER THE SECURITIES ACT OR EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. 116 [FORM OF ASSIGNMENT FOR REGULATION S NOTE] I or we assign and transfer this Note to: (Insert assignee's social security or tax I.D. number) -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- --------------- ------------------------------------------- (Print or type name, address and zip code of assignee) and irrevocably appoint: -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- Agent to transfer this Note your name exactly as it appears on the books face of the Company. The Agent may substitute another to act for him.this Note)