Common use of Additional Interest Under Certain Circumstances Clause in Contracts

Additional Interest Under Certain Circumstances. (a) Additional interest at a rate of 0.5% per annum of the principal amount of the Notes (the "Additional Interest") shall be assessed as follows: (i) if the Demand Registration Statement is not declared effective by the Commission on or prior to the date that is 150 days after the receipt by the Issuers of a Demand Notice in respect of such Demand Registration, then commencing on the 151st day after the receipt of such Demand Notice, Additional Interest shall be assessed on the Notes; and (ii) if a Demand Registration Statement has been declared effective and it ceases to be effective prior to the earlier of the maturity date of the Notes or the disposition of all Notes registered thereunder, then Additional Interest shall be assessed on the Notes commencing on the day such Demand Registration Statement ceases to be effective; provided, however, that (1) upon the effectiveness of the Demand Registration Statement in the case of (a)(i) above, or (2) upon the effectiveness of the Demand Registration Statement which has ceased to remain effective prior to the earlier of the maturity date of the Notes or the disposition of all Notes registered thereunder, in the case of (a)(ii) above, Additional Interest on the Notes as a result of such clause (i) or (ii) shall immediately cease to accrue." (e) Section 6(b) of the Registration Rights Agreement is hereby amended by deleting the comma and the words "or (iii)" from the second line thereof and adding the word "or" after the reference to "clause (i)" in the second line thereof. Section 6(c) of the Registration Rights Agreement is deleted in its entirety. (f) Section 7(b) of the Registration Rights Agreement is hereby amended and restated in its entirety to read as follows:

Additional Interest Under Certain Circumstances. (a) Additional interest at a rate of 0.5% per annum of the principal amount of the Notes (the "Additional Interest") shall be assessed as follows: (i) if the Demand Exchange Offer Registration Statement is not filed with the Commission by the earlier of (x) 90 days after the Issue Date and (y) the date of filing of a registration statement in respect of an initial public offering of common stock of the Company (other than a registration statement on Form S-8), then, commencing from and including the earlier of such dates, Additional Interest shall be assessed on the Notes; (ii) if the Registered Exchange Offer is not completed and a Shelf Registration is not declared effective by the Commission on or prior to the date that is 150 days after the receipt by the Issuers of a Demand Notice in respect of such Demand RegistrationCompletion Deadline, then then, commencing on the 151st day after the receipt of such Demand NoticeCompletion Deadline, Additional Interest shall be assessed on the Notes; and (iiiii) if a Demand (A) the Company has not exchanged Exchange Notes for all the Notes validly tendered in accordance with the terms of the Registered Exchange Offer on or prior to 30 business days after the date on which the Exchange Offer Registration Statement was declared effective, or (B) if applicable, the Shelf Registration Statement has been declared effective and it ceases to be effective prior to two years (or such later date if such two year period is extended pursuant to Section 3(j) above or such shorter period as is provided in Section 2(b)) from the earlier of the maturity date of the Notes or the disposition of all Notes registered thereunderIssue Date, then then, Additional Interest shall be assessed on the Notes Notes, commencing on (x) the 31st business day after such effective date in the case of (A) above, or (y) the day such Demand Shelf Registration Statement ceases to be effectiveeffective in the case of (B) above; provided, however, that (1l) upon the filing of the Exchange Offer Registration Statement or the Completion Deadline in the case of (i) above, (2) upon completion of the Registered Exchange Offer or the effectiveness of the Demand Shelf Registration Statement in the case of (a)(iii) above, or (23) upon the exchange of Exchange Notes for all the Notes validly tendered in accordance with the terms of the Registered Exchange Offer, or upon the effectiveness of the Demand Shelf Registration Statement which has ceased to remain effective prior to two years (or such later date if extended pursuant to Section 3(j) above or such shorter period as is provided in Section 2(b)) from the earlier date of the maturity date original issuance of the Notes or the disposition of all Notes registered thereunder, in the case of (a)(iiiii) above, Additional Interest on the Notes as a result of such clause (i), (ii) or (iiiii) shall immediately cease to accrue." (eb) Section 6(bAny amount of Additional Interest due pursuant to clauses (i), (ii) of the Registration Rights Agreement is hereby amended by deleting the comma and the words "or (iii)" from the second line thereof and adding the word "or" after the reference to "clause ) of Section 6(a) above will be payable in cash semiannually in arrears on each Interest Payment Date (i)" as defined in the second line thereofNotes), commencing with the first such Interest Payment Date occurring after any such Additional Interest commences to accrue. Section 6(c) The amount of Additional Interest will be determined by multiplying the Registration Rights Agreement Additional Interest by a fraction, the numerator of which is deleted in its entiretythe number of days such Additional Interest rate was applicable during such period, determined on the basis of a 360-day year comprised of twelve 30-day months, and the denominator of which is 360. (fc) Section 7(b) If the Company effects the Registered Exchange Offer, the Company will be entitled to close the Registered Exchange Offer provided that the Company has accepted all the Notes theretofore validly tendered in accordance with the terms of the Registration Rights Agreement is hereby amended and restated in its entirety to read as follows:Registered Exchange Offer.

Additional Interest Under Certain Circumstances. (a) Additional interest at a rate of 0.5% per annum of the principal amount of the Notes (the "Additional Interest"Interest@) shall be assessed as follows: (i) if the Demand Exchange Offer Registration Statement is not filed with the Commission by the earlier of (x) 60 days after the Issue Date and (y) the date of filing of a registration statement in respect of an initial public offering of common stock of the Company, then, commencing from and including the earlier of such dates, Additional Interest shall be assessed on the Notes; (ii) if the Registered Exchange Offer is not completed and a Shelf Registration is not declared effective by the Commission on or prior to the date that is 150 days after the receipt by the Issuers of a Demand Notice in respect of such Demand RegistrationCompletion Deadline, then then, commencing on the 151st day after the receipt of such Demand NoticeCompletion Deadline, Additional Interest shall be assessed on the Notes; and (iiiii) if a Demand (A) the Company has not exchanged Exchange Notes for all the Notes validly tendered in accordance with the terms of the Registered Exchange Offer on or prior to 30 business days after the date on which the Exchange Offer Registration Statement was declared effective, or (B) if applicable, the Shelf Registration Statement has been declared effective and it ceases to be effective prior to two years (or such later date if such two-year period is extended pursuant to Section 3(j) above or such shorter period as is provided in Section 2(b)) from the earlier of the maturity date of the Notes or the disposition of all Notes registered thereunderIssue Date, then then, Additional Interest shall be assessed on the Notes Notes, commencing on (x) the 31st business day after such effective date in the case of (A) above, or (y) the day such Demand Shelf Registration Statement ceases to be effectiveeffective in the case of (B) above; provided, however, that (1l) upon the filing of the Exchange Offer Registration Statement or the Completion Deadline in the case of (i) above, (2) upon completion of the Registered Exchange Offer or the effectiveness of the Demand Shelf Registration Statement in the case of (a)(iii) above, or (23) upon the exchange of Exchange Notes for all the Notes validly tendered in accordance with the terms of the Registered Exchange Offer, or upon the effectiveness of the Demand Shelf Registration Statement which has ceased to remain effective prior to two years (or such later date if extended pursuant to Section 3(j) above or such shorter period as is provided in Section 2(b)) from the earlier date of the maturity date original issuance of the Notes or the disposition of all Notes registered thereunder, in the case of (a)(iiiii) above, Additional Interest on the Notes as a result of such clause (i), (ii) or (iiiii) shall immediately cease to accrue." (eb) Section 6(bAny amount of Additional Interest due pursuant to clauses (i), (ii) of the Registration Rights Agreement is hereby amended by deleting the comma and the words "or (iii)" from the second line thereof and adding the word "or" after the reference to "clause ) of Section 6(a) above will be payable in cash semiannually in arrears on each Interest Payment Date (i)" as defined in the second line thereofNotes), commencing with the first such Interest Payment Date occurring after any such Additional Interest commences to accrue. Section 6(c) The amount of Additional Interest will be determined by multiplying the Registration Rights Agreement Additional Interest by a fraction, the numerator of which is deleted in its entiretythe number of days such Additional Interest rate was applicable during such period, determined on the basis of a 360-day year comprised of twelve 30-day months, and the denominator of which is 360. (fc) Section 7(b) If the Company effects the Registered Exchange Offer, the Company will be entitled to close the Registered Exchange Offer provided that the Company has accepted all the Notes theretofore validly tendered in accordance with the terms of the Registration Rights Agreement is hereby amended and restated in its entirety to read as follows:Registered Exchange Offer.

Additional Interest Under Certain Circumstances. (a) Additional interest at a rate of 0.5% per annum of the principal amount of the Notes (the "Additional Interest") shall be assessed as follows: (i) if the Demand Exchange Offer Registration Statement is not filed with the Commission by the earlier of (x) 60 days after the Issue Date and (y) the date of filing of a registration statement in respect of an initial public offering of common stock of the Company (other than a registration statement on Form S-8), then, commencing from and including the earlier of such dates, Additional Interest shall be assessed on the Notes; (ii) if the Registered Exchange Offer is not completed and a Shelf Registration is not declared effective by the Commission on or prior to the date that is 150 days after the receipt by the Issuers of a Demand Notice in respect of such Demand RegistrationCompletion Deadline, then then, commencing on the 151st day after the receipt of such Demand NoticeCompletion Deadline, Additional Interest shall be assessed on the Notes; and (iiiii) if a Demand (A) the Company has not exchanged Exchange Notes for all the Notes validly tendered in accordance with the terms of the Registered Exchange Offer on or prior to 30 business days after the date on which the Exchange Offer Registration Statement was declared effective, or (B) if applicable, the Shelf Registration Statement has been declared effective and it ceases to be effective prior to two years (or such later date if such two-year period is extended pursuant to Section 3(j) above or such shorter period as is provided in Section 2(b)) from the earlier of the maturity date of the Notes or the disposition of all Notes registered thereunderIssue Date, then then, Additional Interest shall be assessed on the Notes Notes, commencing on (x) the 31st business day after such effective date in the case of (A) above, or (y) the day such Demand Shelf Registration Statement ceases to be effectiveeffective in the case of (B) above; provided, however, that (1) upon the filing of the Exchange Offer Registration Statement or the Completion Deadline in the case of (i) above, (2) upon completion of the Registered Exchange Offer or the effectiveness of the Demand Shelf Registration Statement in the case of (a)(iii) above, or (23) upon the exchange of Exchange Notes for all the Notes validly tendered in accordance with the terms of the Registered Exchange Offer, or upon the effectiveness of the Demand Shelf Registration Statement which has ceased to remain effective prior to two years (or such later date if extended pursuant to Section 3(j) above or such shorter period as is provided in Section 2(b)) from the earlier date of the maturity date original issuance of the Notes or the disposition of all Notes registered thereunder, in the case of (a)(iiiii) above, Additional Interest on the Notes as a result of such clause (i), (ii) or (iiiii) shall immediately cease to accrue." (eb) Section 6(bAny amount of Additional Interest due pursuant to clauses (i), (ii) of the Registration Rights Agreement is hereby amended by deleting the comma and the words "or (iii)" from the second line thereof and adding the word "or" after the reference to "clause ) of Section 6(a) above will be payable in cash semiannually in arrears on each Interest Payment Date (i)" as defined in the second line thereofNotes), commencing with the first such Interest Payment Date occurring after any such Additional Interest commences to accrue. Section 6(c) The amount of Additional Interest will be determined by multiplying the Registration Rights Agreement Additional Interest by a fraction, the numerator of which is deleted in its entiretythe number of days such Additional Interest rate was applicable during such period, determined on the basis of a 360-day year comprised of twelve 30-day months, and the denominator of which is 360. (fc) Section 7(b) If the Company effects the Registered Exchange Offer, the Company will be entitled to close the Registered Exchange Offer provided that the Company has accepted all the Notes theretofore validly tendered in accordance with the terms of the Registration Rights Agreement is hereby amended and restated in its entirety to read as follows:Registered Exchange Offer.