0001193125-03-075087 Sample Contracts

REGISTRATION RIGHTS AGREEMENT between COMMONWEALTH TELEPHONE ENTERPRISES, INC. as Issuer, and MORGAN STANLEY & CO. INCORPORATED as Representative of the Initial Purchasers Dated as of July 18, 2003
Registration Rights Agreement • November 7th, 2003 • Commonwealth Telephone Enterprises Inc /New/ • Telephone communications (no radiotelephone) • New York

REGISTRATION RIGHTS AGREEMENT dated as of July 18, 2003, between Commonwealth Telephone Enterprises, Inc., a Pennsylvania corporation (the “Company”), and Morgan Stanley & Co. Incorporated, as representative of the initial purchasers (the “Initial Purchasers”), pursuant to the Purchase Agreement dated July 14, 2003 (the “Purchase Agreement”), among the Company and the Initial Purchasers. In order to induce the Initial Purchasers to enter into the Purchase Agreement, the Company has agreed to provide the registration rights set forth in this Agreement. The execution of this Agreement is a condition to the closing under the Purchase Agreement.

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