Common use of Eligibility for Resale under Rule 144A Clause in Contracts

Eligibility for Resale under Rule 144A. The Notes are eligible for resale pursuant to Rule 144A and will not be, at the Closing Date, of the same class as Notes listed on a national securities exchange registered under Section 6 of the Exchange Act, or quoted in a U.S. automated interdealer quotation system.

Eligibility for Resale under Rule 144A. The Notes are eligible -------------------------------------- for resale pursuant to Rule 144A and will not benot, at the Closing Date, be of the same class as Notes securities listed on a national securities exchange registered under Section 6 of the Exchange Act, Act or quoted in on a U.S. automated interdealer quotation system.

Eligibility for Resale under Rule 144A. The Notes are eligible for resale pursuant to Rule 144A and will not be, at the Closing Date, of the same class as Notes securities listed on a national securities exchange registered under Section 6 of the Exchange Act, Act or quoted in a U.S. automated interdealer quotation system.system within the meaning of Rule 144A.

Eligibility for Resale under Rule 144A. The Notes are eligible for resale pursuant to Rule 144A and will not be, at the Closing Date, of the same class as Notes securities listed on a national securities exchange registered under Section 6 of the Securities Exchange Act of 1934 (as amended, the “Exchange Act,” which term, as used herein, includes the rules and regulations of the Commission promulgated thereunder) or quoted in a U.S. automated interdealer quotation system.

Eligibility for Resale under Rule 144A. The Notes are eligible for initial resale pursuant to Rule 144A and will not be, at the Closing Date, of the same class as Notes securities listed on a national securities exchange registered under Section 6 of the Exchange Act, Act or quoted in a U.S. automated interdealer quotation system.

Eligibility for Resale under Rule 144A. The Notes are eligible for resale pursuant to Rule 144A and will not benot, at on the Closing Date, be of the same class as Notes securities listed on a national securities exchange registered under Section 6 of the Exchange Act, Act or quoted in on a U.S. automated interdealer quotation system.

Eligibility for Resale under Rule 144A. The Notes are eligible for resale pursuant to Rule 144A and will not be, at the First Closing Date and the Second Closing Date, as the case may be, of the same class as Notes securities listed on a national securities exchange registered under Section 6 of the Exchange Act, Act or quoted in a U.S. automated interdealer quotation system.

Eligibility for Resale under Rule 144A. The Notes are eligible for resale pursuant to Rule 144A and will are not be, at the Closing Date, of the same class as Notes securities listed on a national securities exchange registered under Section 6 of the Exchange Act, Act or quoted in on a U.S. automated interdealer quotation system.

Eligibility for Resale under Rule 144A. The As of the Closing Date, the Notes are will be eligible for resale pursuant to Rule 144A and will not be, at the Closing Date, be of the same class as Notes securities listed on a national securities exchange registered under Section 6 of the Exchange Act, Act or quoted in a U.S. automated interdealer inter-deafer quotation system.

Eligibility for Resale under Rule 144A. The Notes (including the Cross-Guarantee) are eligible for resale pursuant to Rule 144A and will not be, at the Closing Date, of the same class as Notes securities listed on a national securities exchange registered under Section 6 of the Exchange Act, Act or quoted in a U.S. automated interdealer quotation system.