Common use of Countersigned Clause in Contracts

Countersigned. By -------------------------- Authorized signature [Form of Reverse Side of Rights Certificate] FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Rights Certificate.) FOR VALUE RECEIVED _________________________ hereby sells, assigns and transfers unto _______________________________________________________________________________ _______________________________________________________________________________ (Please print name and address of transferee) Rights evidenced by this Rights Certificate, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint _____________________ Attorney to transfer the within Rights Certificate on the books of the within-named Company, with full power of substitution. Dated: , --------------- -------- ---------------------------------- Signature Signature Guaranteed: Signatures must be guaranteed by a member firm of a registered national securities exchange, a member of the National Association of Securities Dealers, Inc., or a commercial bank or trust company having an office or correspondent in the United States. ----------------------------------- Certificate The undersigned hereby certifies by checking the appropriate boxes that:

Countersigned. By -------------------------- Rights Agent By: ------------------------- Authorized signature [Signature B-3 67 Form of Reverse Side of Rights Certificate] Right Certificate FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Rights Right Certificate.) FOR VALUE RECEIVED _________________________ hereby sells, assigns and transfers unto _______________________________________________________________________________ transfers unto ________________________________________________________________________________ (Please print name and address of transferee) Rights evidenced by this Rights Right Certificate, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint ______________________ Attorney ____________________________, Attorney, to transfer the within Rights Right Certificate on the books of the within-within named Company, with full power of substitution. DatedDate: ------------- ---, --------------- -------- ---------------------------------- ----- ------------------------------- Signature Signature Guaranteed: Signatures must be guaranteed by a member firm of a registered national securities exchange, a member of the National Association of Securities Dealers, Inc., or a commercial bank or trust company having an office or correspondent in the United States. ----------------------------------- Certificate ------------------------------------------------------------------------------- The undersigned hereby certifies that the Rights evidenced by checking this Right Certificate are not beneficially owned by an Acquiring Person or an Affiliate or Associate thereof (as defined in the appropriate boxes that:Rights Agreement). ------------------------------- Signature --------------------------------------------------------------------------------

Countersigned. By -------------------------- By: ------------------------- Authorized signature [Form of Reverse Side of Rights Certificate] Signature Exhibit B - Page 4 49 FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Rights Right Certificate.) FOR VALUE RECEIVED _________________________ hereby sells, assigns assigns, and transfers unto unto_________________________ (Please print name and address of transferee) _____________________________________________________________________ ___________________________ this Right Certificate, together with all right, title, and interest therein, and does hereby irrevocably constitute and appoint _____________________________ attorney, to transfer the within Right Certificate on the books of the within-named Company, with full power of substitution. Dated: _____________________, ______. ___________________________________ (Please print name and address of transferee) Rights evidenced by this Rights Certificate, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint _____________________ Attorney to transfer the within Rights Certificate on the books of the within-named Company, with full power of substitution. Dated: , --------------- -------- ---------------------------------- Signature Signature Guaranteed: Signatures must be guaranteed by a member firm of a registered national securities exchange, a member of the National Association of Securities Dealers, Inc., or a commercial bank or trust company having an office or correspondent correspondence in the United States. ----------------------------------- Certificate ---------------------------------------- The undersigned hereby certifies that the Rights evidenced by checking this Right Certificate are not beneficially owned by an Acquiring Person or an Affiliate or Associate thereof (as defined in the appropriate boxes that:Rights Agreement).

Countersigned. By -------------------------- ----------------------------- Authorized signature C-4 [Form of Reverse Side of Rights Certificate] FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Rights Certificate.) FOR VALUE RECEIVED _________________________ hereby sells, assigns and ------------------------- transfers unto _______________________________________________________________________________ _______________________________________________________________________________ ------------------------------------------------------------------------------- ------------------------------------------------------------------------------- (Please print name and address of transferee) Rights evidenced by this Rights Certificate, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint _____________________ Attorney to transfer the within Rights Certificate on the --------------------- books of the within-named Company, with full power of substitution. Dated: , --------------- -------- ----------- ---- ---------------------------------- Signature Signature Guaranteed: Signatures must be guaranteed by a member firm of a registered national securities exchange, a member of the National Association of Securities Dealers, Inc., or a commercial bank or trust company having an office or correspondent in the United States. ----------------------------------- Certificate ----------- The undersigned hereby certifies by checking the appropriate boxes that:

Countersigned. By -------------------------- Authorized signature [Form of Reverse Side of as Rights Certificate] Agent By: --------------------------- Its: --------------------------- FORM OF REVERSE SIDE OF RIGHTS CERTIFICATE FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Rights Certificate.) FOR VALUE RECEIVED _________________________________ hereby sells, assigns and transfers unto _______________________________________________________________________________ __(Please print name and address of transferee) _____________________________________________________________________________ (Please print name and address of transferee) Rights evidenced by this Rights Certificate, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint __________________________ Attorney Attorney, to transfer the within Rights Certificate on the books of the within-named Company, with full power of substitution. Dated: _______________, --------------- -------- ---------------------------------- 19____ ------------------------------------------ Signature Signature Guaranteed: Signatures must be guaranteed by a member firm of a registered national securities exchange, a member of the National Association of Securities Dealers, Inc., or a commercial bank or trust company having an office or correspondent in the United States. ----------------------------------- Certificate The undersigned hereby certifies by checking the appropriate boxes that:.

Countersigned. [-------------------------] --------------------------- as Rights Agent By -------------------------- ------------------------- Authorized signature Signature [Form of Reverse Side of Rights CertificateFORM OF REVERSE SIDE OF RIGHT CERTIFICATE] FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Rights Right Certificate.) FOR VALUE RECEIVED _______________________________________ hereby sells, assigns and transfers unto unto______________________________________________________________ (Please print name and address of transferee) ________________________________________________________________________________ _______________________________________________________________________________ (Please print name and address of transferee) Rights evidenced by this Rights CertificateRight certificate, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint __________________________ Attorney Attorney, to transfer the within Rights Right Certificate on the books of the within-named Company, with full power of substitution. Dated: ______________, --------------- -------- ---------------------------------- Signature 20_. ----------------------------- Signature Guaranteed: Signatures must be guaranteed by a member firm of a registered national securities exchangeSignature [FORM OF REVERSE SIDE OF RIGHT CERTIFICATE, a member of the National Association of Securities Dealers, Inc., or a commercial bank or trust company having an office or correspondent in the United States. ----------------------------------- Certificate CONTINUED] CERTIFICATE OF ASSIGNMENT The undersigned hereby certifies by checking the appropriate boxes that:

Countersigned. By -------------------------- as Rights Agent By: _________________________ Authorized signature [Signatory Form of Reverse Side of Rights Certificate] Right Certificate FORM OF ASSIGNMENT (To be executed by the registered holder if such holder desires to transfer the Rights Right Certificate.) FOR VALUE RECEIVED _________________________ hereby sells, assigns and transfers transfer unto _______________________________________________________________________________ _____________________________________________________ (Please print name and address of transferee) _____________________________________________________ (Please print name and address of transferee) Rights evidenced represented by this Rights Right Certificate, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint _____________________ Attorney Attorney, to transfer the within said Rights Certificate on the books of the within-named Company, with full power of substitution. Dated: ______________, --------------- -------- ---------------------------------- ____ _________________________ Signature Signature Guaranteed: Signatures must be guaranteed by a member firm of bank, trust company, broker, dealer or other eligible institution participating in a registered national securities exchange, a member of the National Association of Securities Dealers, Inc., or a commercial bank or trust company having an office or correspondent in the United Statesrecognized signature guarantee medallion program. ----------------------------------- Certificate The undersigned hereby certifies that the Rights evidenced by checking this Right Certificate are not beneficially owned by, were not acquired by the appropriate boxes that:undersigned from, and are not being sold, assigned or transferred to, an Acquiring Person or an Affiliate or Associate thereof (as defined in the Rights Agreement).