Common use of Form of Right Certificates Clause in Contracts

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “Exercise Price”), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share shares of Preferred Stock (or following a Triggering Event, Common Stock, other securities, cash or other assets, as the case may be) as shall be set forth therein at the price per one one-hundredth of a share of Preferred Stock set forth therein (the “Exercise "Purchase Price”"), but the number of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase Purchase such number of one ten-thousandths shares of a share of Preferred Common Stock as shall be set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths hundredth of a share of Preferred Stock (or following a Triggering Event, Common Stock, other securities, cash or other assets, as the case may be) as shall be set forth therein at the price Purchase Price per share set forth therein (the “Exercise Price”)therein, but the number of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be in substantially in the same form of as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Rights Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributedissued, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths hundredths of a share of Preferred Stock as shall be set forth therein at the price per one one-hundredth of a share as set forth therein (the “Exercise "Purchase Price”"), but the number and identity of such shares and the Exercise Purchase Price shall be and remain subject to adjustment as provided hereinin Sections 11, 13 and 22 hereof.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit EXHIBIT B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit EXHIBIT B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B A hereto and may have with such changes, marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation law or with any rule or regulation of made pursuant thereto or with any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributedissued, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share of Preferred Stock Common Shares as shall be set forth therein at the price per whole share set forth therein (the “Exercise "Purchase Price”"), but the Purchase Price and the number and kind of securities issuable upon exercise of each Right and the number of such shares and the Exercise Price Rights outstanding shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate (but which do not affect the rights, duties, liabilities or responsibilities of the Rights Agent) and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which or the Rights may from time to time be listedFinancial Industry Regulatory Authority, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “Exercise Price”), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be in substantially in the same form of as Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributedissued, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths shares of a share of Preferred Common Stock as shall be set forth therein at the price per share as set forth therein (the “Exercise "Purchase Price”"), but the number and identity of such shares and the Exercise Purchase Price shall be and remain subject to adjustment as provided hereinin Sections 11, 13 and 22 hereof.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit EXHIBIT B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and including the forms of assignment and election to purchase shares and of assignment and certificate to be printed on the reverse thereof) ), when, as and if issued, shall each be substantially in the form of Exhibit B set forth in EXHIBIT A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or automated quotation system on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section Sections 11 and Section 22 hereof, the Right Certificates, whenever distributedissued, evidencing the Rights issued on the Record Date shall be dated as of the Record Date, and Right Certificates evidencing Rights issued after the Record Date shall show be dated as of the date of countersignaturesuch issuance, and on their face Right Certificates shall entitle the holders thereof to purchase such number of one ten-thousandths of a share of Preferred Stock Common Stock, or other securities or property as shall provided herein, as the same may from time to time be set forth therein adjusted as provided herein, at the price per share set forth therein therein, as the same may from time to time be adjusted as provided herein (the “Exercise Price”"PURCHASE PRICE"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares shares, certificate and of assignment and certificate to be printed on the reverse thereof) ), when, as and if issued, shall each be substantially in the form of set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Common Stock or the Rights may from time to time be listed, listed or as the Company may deem appropriate to conform to customary usage. The Right Certificates shall be in a machine printable format usage or otherwise and in a form reasonably satisfactory to as are not inconsistent with the Rights Agentprovisions of this Agreement. Subject to the provisions of Section 11 and Section 22 hereof, the Right CertificatesCertificates evidencing Rights whenever issued, whenever distributed, (i) shall be dated as of the Record Date, shall show the date of countersignatureissuance of the Rights they represent and (ii) subject to adjustment from time to time as provided herein, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths of a share (including fractional shares which are integral multiples of one-thousandth of a share) of Preferred Stock as shall be set forth therein thereon at the price set forth therein per one one-thousandth of a share of Preferred Stock payable upon exercise of a Right provided by Section 7(b) hereof, as the same may from time to time be adjusted as provided herein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares shares, certificate and of assignment and certificate to be printed on the reverse thereof) ), when, as and if issued, shall each be substantially in the form of set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Common Stock or the Rights may from time to time be listed, listed or as the Corporation may deem appropriate to conform to customary usage. The Right Certificates shall be in a machine printable format usage or otherwise and in a form reasonably satisfactory to as are not inconsistent with the Rights Agentprovisions of this Agreement. Subject to the provisions of Section 11 and Section 22 hereof, the Right CertificatesCertificates evidencing Rights whenever issued, whenever distributed, (i) shall be dated as of the Record Date, shall show the date of countersignatureissuance of the Rights they represent and (ii) subject to adjustment from time to time as provided herein, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths hundredths of a share (including fractional shares which are integral multiples of one-hundredth of a share) of Preferred Stock as shall be set forth therein thereon at the price set forth therein per one one-hundredth of a share of Preferred Stock payable upon exercise of a Right provided by Section 7(b) hereof, as the same may from time to time be adjusted as provided herein (the “Exercise Price”"EXERCISE PRICE"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares shares, certificate and of assignment and certificate to be printed on the reverse thereof) ), when, as and if issued, shall each be substantially in the form of set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Common Stock or the Rights may from time to time be listed, listed or as the Company may deem appropriate to conform to customary usage. The Right Certificates shall be in a machine printable format usage or otherwise and in a form reasonably satisfactory to as are not inconsistent with the provisions of this Rights AgentAgreement. Subject to the provisions of Section 11 and Section 22 hereof, the Right CertificatesCertificates evidencing Rights whenever issued, whenever distributed, (i) shall be dated as of the Record Date, shall show the date of countersignatureissuance of the Rights they represent and (ii) subject to adjustment from time to time as provided herein, and on their face shall entitle the holders thereof to purchase such number of one tenshares (including fractional shares which are integral multiples of one-thousandths hundredth of a share share) of Preferred Stock as shall be set forth therein at the price set forth therein payable upon exercise of a Right provided by Section 7(b) hereof as the same may from time to time be adjusted as provided herein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) , shall each be substantially in the form of set forth in Exhibit B C hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreementappropriate, or as may be required to comply with any applicable law, rule rule, or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Common Stock or the Rights may from time to time be listed, listed or to conform to customary usage. The Right Certificates shall be in a machine printable format usage or otherwise and in a form reasonably satisfactory to as are not inconsistent with the provisions of this Rights AgentAgreement. Subject to the provisions of Section 11 and Section 22 hereof, the Right CertificatesCertificates evidencing Rights whenever issued, whenever distributed, (i) shall be dated as of the Record Date, shall show the date of countersignature, issuance of the Rights they represent; (ii) shall be subject to adjustment from time to time as provided herein; and (iii) on their face shall entitle the holders thereof to purchase such number of shares (including fractional shares which are integral multiples of one tenone-thousandths hundredth of a share share) of Preferred Stock as shall be set forth therein at the price set forth therein payable upon exercise of a Right provided by Section 7(b) hereof as the same may from time to time be adjusted as provided herein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of the New York Stock Exchange or of any other stock exchange or automated quotation system on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject The Right Certificates shall show the date of countersignature and, subject to the provisions of Section 11 Sections 11, 13 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face Certificates shall entitle the holders thereof to purchase such number of one tenone-thousandths of a share of Preferred Stock as shall be set forth therein at the price per one one-thousandth of a share of Preferred Stock set forth therein (the “Exercise "Purchase Price”"), but the number of such shares one one-thousandths of a share of Preferred Stock and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of assignment and election to purchase shares shares, and the forms of assignment certificate and certificate notice applicable thereto to be printed on the reverse thereofof such certificates) shall each will be substantially in the form of Exhibit B hereto and may have such any marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem consider appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall will be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section Sections 11 and Section 22 hereof22, the Right Certificates, whenever distributed, shall will be dated as of the Record Date, shall will show the date of countersignature, and on their face shall will entitle the holders thereof to purchase such number of one tenone-thousandths of a share of Preferred Stock Share as shall be are set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be are subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which or the Rights may from time to time be listedFinancial Industry Regulatory Authority, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “Exercise Price”), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares Preferred Shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the other provisions of Section 11 and Section 22 hereofthis Agreement, the Right Certificates, whenever distributed, shall be dated as of the Record Date (or in the case of Rights issued with respect to Common Shares issued by the Company after the Record Date, shall show as of the date of countersignature, issuance of such Common Shares) and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths of a share of Preferred Stock Share as shall be set forth therein at the price set forth therein (the “Exercise Purchase Price”), but the number amount and type of such shares securities issuable upon the exercise of each Right and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “Exercise Price”), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record DateDate (or, with respect to Rights appurtenant to shares of Common Stock issued or, in the case of Company treasury stock, delivered thereafter, dated as of the date of issuance or delivery of such shares), shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths shares of Common Stock (or following a share of Preferred Stock Triggering Event, other securities, cash or other assets, as the case may be) as shall be set forth therein at the price set forth therein (such exercise price per share of Common Stock, the “Exercise "Purchase Price”"), but the number of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Rights Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths shares of a share of Preferred Common Stock as shall be set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths shares of a share Common Stock of Preferred Stock the Company as shall be set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) 4.1 The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit EXHIBIT B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record DateDate (or, with respect to Rights appurtenant to shares of Common Stock issued or, in the case of Company treasury stock, delivered thereafter, dated as of the date of issuance or delivery of such shares), shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths shares of Common Stock (or following a share of Preferred Stock Triggering Event, other securities, cash or other assets, as the case may be) as shall be set forth therein at the price set forth therein (such exercise price per share of Common Stock, the “Exercise Purchase Price”), but the number of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listedlisted or of any association on which the Rights may from time to time be authorized for quotation, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 21 hereof, the Right Certificates, whenever distributedissued, shall be dated as of the Record DateDate and, shall show the date of countersignature, and on their face face, shall entitle the holders thereof to purchase such number of one ten-thousandths of Common Shares (or, following a share of Preferred Stock Triggering Event, Common Shares, other securities, cash or other assets, as the case may be) as shall be set forth therein at the price set forth therein Purchase Price (or, upon the “occurrence of a Triggering Event, at the Exercise Price”), but the number of such shares shares, the Purchase Price and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate (but which do not affect the rights or duties of the Rights Agent) and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation law or with any rule or regulation made pursuant thereto or with any rule or regulation of the NASDAQ National Market or of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 21 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths shares of a share of Junior Preferred Stock (or following a Triggering Event, Common Stock, other securities, cash or other assets, as the case may be) as shall be set forth therein at the price per one one-thousandth of a share of Junior Preferred Stock set forth therein (the “Exercise "Purchase Price”"), but the number of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) 4.1 The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto and may have such --------- marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B A hereto and may have such marks of identification or designation and such legendsleg- ends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions pro- visions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignaturecountersig- nature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths shares of Common Stock (or following a share of Preferred Stock Triggering Event, other securities, cash or other assets, as the case may be) as shall be set forth therein at the price set forth therein (such exercise price per share of Common Stock, the “Exercise "Purchase Price”"), but the number of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “Exercise Price”), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) ), when, as and if issued, shall each be substantially in the form of set forth in Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate (but which do not affect the rights, duties or responsibilities of the Rights Agent) and as are not inconsistent with the provisions of this Rights Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section Sections 11 and Section 22 hereof, the Right CertificatesCertificates evidencing the Rights, whenever distributedissued, shall be dated as of the Record Date, shall show the date of countersignature, and on their face Right Certificates shall entitle the holders thereof to purchase such number of one ten-thousandths of a share of Preferred Stock Common Stock, or other securities or property as shall provided herein, as the same may from time to time be set forth therein adjusted as provided herein, at the price per share set forth therein therein, as the same may from time to time be adjusted as provided herein (the “Exercise "Purchase Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths shares of a share Common Stock of Preferred Stock the Company as shall be set forth therein at the price set forth therein (the “Exercise Price”), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listedlisted or any securities association on whose interdealer quotation system the Rights may from time to time be authorized for quotation, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof22, the Right Certificates, whenever distributedCertificates that are issued in respect of Common Shares that were issued and outstanding as of the Record Date, shall be dated as of the Record Date, and all Right Certificates that are issued in respect of other Common Shares shall show be dated as of the date respective dates of countersignatureissuance of such Common Shares, and in either case on their face faces shall entitle the holders thereof to purchase such number of one tenone-thousandths of a share of Preferred Stock Preference Share as shall be set forth therein at the price per one one-thousandths of a Preference Share set forth therein (the “Exercise "Purchase Price”"), but the number and type of such shares securities purchasable upon the exercise of each Right and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share shares of Preferred Stock (or following a Triggering Event, Common Stock, other securities, cash or other assets, as the case may be) as shall be set forth therein at the price per one one-thousandth of a share of Preferred Stock set forth therein (the “Exercise "Purchase Price”"), but the number of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Rights Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agentformat. Subject to the other provisions of Section 11 and Section 22 hereofthis Rights Agreement, the Right Certificates, whenever distributed, shall be dated as of the Record Date, Certificates shall show the date of countersignature, countersignature and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “Exercise Purchase Price”), but the number of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be in substantially in the same form of as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributedissued, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths hundredths of a share of Preferred Stock as shall be set forth therein at the price per one one-hundredth of a share as set forth therein (the “Exercise "Purchase Price”"), but the number of such shares and the Exercise Purchase Price shall be and remain subject to adjustment as provided hereinin Sections 11 and 13 hereof.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in sub- stantially the form of Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths shares of Common Stock (or following a share of Preferred Stock Triggering Event, other securities, cash or other assets, as the case may be) as shall be set forth therein at the price set forth therein (such exercise price per one half share of Common Stock, the “Exercise "Per Right Purchase Price”"), but the number of such shares and the Exercise Per Right Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of assignment and of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be in substantially in the form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 11, Section 13 and Section 22 hereof22, the Right Certificates, whenever distributedissued, shall be dated as of the Record Date, shall show the date of countersignature, countersignature and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share shares of Preferred Stock as shall be set forth therein at the price per one one-thousandth (1/1000th) of a share set forth therein (the “Exercise "Purchase Price”"), but the number and type of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Issuance Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share shares of Preferred Stock (or following a Triggering Event, Common Stock, other securities, cash or other assets, as the case may be) as shall be set forth therein at the price per one one-thousandth of a share of Preferred Stock set forth therein (the “Exercise "Purchase Price”"), but the number of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B A hereto and may have such marks of identification or designation and such legendsleg- ends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributeddis- tributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths shares of the Common Stock (or following a share of Preferred Stock Triggering Event, other securities, cash or other assets, as the case may be) as shall be set forth therein at the price per share set forth therein (the “Exercise "Purchase Price”"), but the number of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares shares, certificate and of assignment and certificate to be printed on the reverse thereof) ), when, as and if issued, shall each be substantially in the form of set forth in Exhibit B C hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Common Stock or the Rights may from time to time be listed, listed or as the Corporation may deem appropriate to conform to customary usage. The Right Certificates shall be in a machine printable format usage or otherwise and in a form reasonably satisfactory to as are not inconsistent with the Rights Agentprovisions of this Agreement. Subject to the provisions of Section 11 and Section 22 hereof, the Right CertificatesCertificates evidencing Rights whenever issued, whenever distributed, (a) shall be dated as of the Record Date, shall show the date of countersignatureissuance of the Rights they represent and (b) subject to adjustment from time to time as provided herein, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths (1/1000) of a share (including fractional shares which are integral multiples of one one-thousandth (1/1000) of a share) of Preferred Stock as shall be set forth therein thereon at the price set forth therein per one one-thousandth (1/1000) of a share of Preferred Stock payable upon exercise of a Right provided by Section 7(b) hereof, as the same may from time to time be adjusted as provided herein (the “Exercise Price”), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) ), when, as and if issued, shall each be substantially in the form of Exhibit B set forth in EXHIBIT A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Rights Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto, or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section Sections 11 and Section 22 hereof, the Right CertificatesCertificates evidencing the Rights issued on July 24, 1990, whenever distributedsuch certificates are issued, shall be dated as of July 24, 1990, and the Record DateRight Certificates evidencing Rights to holders of record of Common Stock issued after July 24, 1990, shall show be dated as of July 24, 1990, but shall also be dated to reflect the date of countersignatureissuance of such Right Certificate. On their face, and on their face Right Certificates shall entitle the holders thereof to purchase such number of purchase, for each Right, one ten-thousandths of a share Unit of Preferred Stock Stock, or other securities or property as shall provided herein, as the same may from time to time be set forth therein adjusted after the date hereof as provided herein, at the price set forth therein per Unit of $115.00, as the same may from time to time be adjusted as provided herein (the “Exercise "Purchase Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate (which do not affect the duties and responsibilities of the Rights Agent) and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share shares of Preferred Stock (or following a Triggering Event, Common Stock, other securities, cash or other assets, as the case may be) as shall be set forth therein at the price per one one-thousandth of a share of Preferred Stock set forth therein (the “Exercise "Purchase Price”"), but the number of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares shares, certificate and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section Sections 11 and Section 22 hereof, the Right Certificates, whenever distributed, which are distributed in respect of shares of Common Stock which were issued and outstanding as of the Record Date, shall be dated as of the Record Date, and all Right Certificates which are distributed in respect of other shares of Common Stock shall show be dated as of the date respective dates of countersignatureissuance of such Common Stock, and in each such case on their face shall entitle the holders thereof to purchase such number of one ten-five thousandths of a share of Preferred Stock as shall be set forth therein at the price per one five thousandths of a share of Preferred Stock set forth therein (the “Exercise "Purchase Price”"), but the number and type of such shares securities purchasable upon the exercise of each Right and the Exercise Purchase Price thereof shall be subject to adjustment as provided hereinin this Agreement.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto and may have such --------- marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Each Right Certificates Certificate (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Each Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face Certificate shall entitle the holders holder thereof to purchase such number of one ten-thousandths of a share of Preferred Stock Common Shares as shall be set forth therein at the price per share set forth therein (the “Exercise "Purchase Price”"), but the number and kind of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein. In addition, the Company shall have the right to attach a certificate to any Right Certificate providing for the holder thereof to certify whether or not such Person is or was an Acquiring Person or an Affiliate or Associate thereof or whether such Person acquired the Rights evidenced by such Right Certificate from any such Person. In the event the Company attaches such a certificate to any Right Certificate, proper execution of such certificate shall be a prerequisite to the exercise of the Rights associated therewith as set forth in the applicable provisions of this Agreement.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares shares, certificate and of assignment and certificate to be printed on the reverse thereof) ), when, as and if issued, shall each be substantially in the form of set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Common Stock or the Rights may from time to time be listed, listed or as the Company may deem appropriate to conform to customary usage. The Right Certificates shall be in a machine printable format usage or otherwise and in a form reasonably satisfactory to as are not inconsistent with the Rights Agentprovisions of this Agreement. Subject to the provisions of Section 11 and Section 22 hereof, the Right CertificatesCertificates evidencing Rights whenever issued, whenever distributed, (i) shall be dated as of the Record Date, shall show the date of countersignatureissuance of the Rights they represent and (ii) subject to adjustment from time to time as provided herein, and on their face shall entitle the holders thereof to purchase such number of one tenshares (including fractional shares which are integral multiples of one-thousandths hundredth of a share share) of Preferred Stock as shall be set forth therein thereon at the price set forth therein payable upon exercise of a Right provided by Section 7(b) hereof, as the same may from time to time be adjusted as provided herein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) 4.1 The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate (which shall not affect the rights, duties, liabilities, protections or responsibilities of the Rights Agent hereunder) and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof19, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “Exercise Price”), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Each Right Certificates Certificate (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Rights Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Each Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face Certificate shall entitle the holders holder thereof to purchase such number of one ten-thousandths of a share of Preferred Stock Ordinary Shares as shall be set forth therein at the price per share set forth therein (such price per whole Ordinary Share, the “Exercise "Purchase Price”"), but the number and kind of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein. In addition, the Company shall have the right to attach a certificate to any Right Certificate providing for the holder thereof to certify whether or not such Person is or was an Acquiring Person or an Affiliate or Associate thereof or whether such Person acquired the Rights evidenced by such Right Certificate from any such Person. In the event the Company attaches such a certificate to any Right Certificate, proper execution of such certificate shall be a prerequisite to the exercise of the Rights associated therewith as set forth in the applicable provisions of this Rights Agreement.

Form of Right Certificates. (a) The Each Right Certificates Certificate (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Each Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face Certificate shall entitle the holders holder thereof to purchase such number of one ten-thousandths of a share of Preferred Stock Ordinary Shares as shall be set forth therein at the price per share set forth therein (such price per whole Ordinary Share, the “Exercise "Purchase Price”"), but the number and kind of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein. In addition, the Company shall have the right to attach a certificate to any Right Certificate providing for the holder thereof to certify whether or not such Person is or was an Acquiring Person or an Affiliate or Associate thereof or whether such Person acquired the Rights evidenced by such Right Certificate from any such Person. In the event the Company attaches such a certificate to any Right Certificate, proper execution of such certificate shall be a prerequisite to the exercise of the Rights associated therewith as set forth in the applicable provisions of this Agreement.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof22, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of set forth in Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof23, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof of the Rights to purchase such number of one ten-thousandths of Ordinary Shares (or following a share of Preferred Stock Triggering Event, other securities, cash or other assets, as the case may be) as shall be set forth therein at the price per Ordinary Share set forth therein (the “Exercise Purchase Price”), but the number of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 23 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share shares of Preferred Stock (or following a Triggering Event, Common Stock, other securities, cash or other assets, as the case may be) as shall be set forth therein at the price per one one-hundredth of a share of Preferred Stock set forth therein (the “Exercise "Purchase Price”"), but the number of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of assignment and certification and of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be in substantially in the form of Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof22, the Right Certificates, whenever distributedissued, evidencing Rights issued on the Rights Record Date shall be dated as of the Rights Record Date, Date and Right Certificates evidencing Rights associated with shares of Common Stock issued after the Rights Record Date shall show be dated as of the date of countersignaturesuch issuance, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths shares of a share of Preferred Common Stock or Units as shall be set forth therein therein, as the same may from time to time be adjusted (as provided herein), at the price per share set forth therein (the “Exercise "Purchase Price”"), but as the number of such shares and the Exercise Price shall same may from time to time be subject to adjustment adjusted as provided herein.

Form of Right Certificates. (a) The Right Certificates -------------------------- (and the forms of election to purchase shares shares, certificate and of assignment and certificate to be printed on the reverse thereof) ), when, as and if issued, shall each be substantially in the form of set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Common Stock or the Rights may from time to time be listed, listed or as the Company may deem appropriate to conform to customary usage. The Right Certificates shall be in a machine printable format usage or otherwise and in a form reasonably satisfactory to as are not inconsistent with the provisions of this Rights AgentAgreement. Subject to the provisions of Section 11 and Section 22 hereof, the Right CertificatesCertificates evidencing Rights whenever issued, whenever distributed, (i) shall be dated as of the Record Date, shall show the date of countersignatureissuance of the Rights they represent, and (ii) subject to adjustment from time to time as provided herein, on their face shall entitle the holders thereof to purchase such number of shares (including fractional shares which are integral multiples of one tenone-thousandths hundredth of a share share) of Class A Preferred Stock or Class B Preferred Stock, as the case may be, as shall be set forth therein at the price set forth therein payable upon exercise of a Right provided by Section 7(b) hereof as the same may from time to time be adjusted as provided herein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate (but which do not affect the rights or duties of the Rights Agent) and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 21 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share shares of Preferred Stock (or capital stock, other securities, cash or other assets, as the case may be) as shall be set forth therein at the price per one one-thousandth of a share of Preferred Stock set forth therein (the “Exercise "Purchase Price”"), but the number of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B attached hereto and may --------- have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B B-1 or Exhibit B-2, as applicable, hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate (but which do not affect the rights, duties, liabilities or responsibilities of the Rights Agent) and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which or the Rights may from time to time be listedFinancial Industry Regulatory Authority, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (as applicable, the “Exercise Price”), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares shares, certificate and of assignment and certificate to be printed on the reverse thereof) ), when, as and if issued, shall each be substantially in the form of set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Common Stock or the Rights may from time to time be listed, listed or as the Company may deem appropriate to conform to customary usage. The Right Certificates shall be in a machine printable format usage or otherwise and in a form reasonably satisfactory to as are not inconsistent with the provisions of this Rights AgentAgreement. Subject to the provisions of Section 11 and Section 22 hereof, the Right CertificatesCertificates evidencing Rights whenever issued, whenever distributed, (i) shall be dated as of the Record Date, shall show the date of countersignatureissuance of the Rights they represent, and (ii) subject to adjustment from time to time as provided herein, on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths hundredths of a share (including fractional shares which are integral multiples of one-hundredth of a share) of Preferred Stock as shall be set forth therein at the price set forth therein payable upon exercise of a Right provided by Section 7(b) hereof as the same may from time to time be adjusted as provided herein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share shares of Preferred Stock (or following a Triggering Event, Class A Common Stock, other securities, cash or other assets, as the case may be) as shall be set forth therein at the price per one one-hundredth of a share of Preferred Stock set forth therein (the “Exercise "Purchase Price”"), but the number of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially as set forth in the form of Exhibit B attached hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths of a share of Preferred Stock (or following the occurrence of a Triggering Event, Common Stock) as shall be set forth therein at the price per one one-thousandth of a share of Preferred Stock set forth therein (the “Exercise "Purchase Price”"), but the number of such shares one one-thousandths of a share of Preferred Stock and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths hundredths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B attached hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignaturecountersignature and, and on their face face, shall entitle the holders thereof to purchase such number of one tenone-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “Exercise Price”), but the number amount and type of such shares securities and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares shares, certification and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of set forth in Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section Sections 11 and Section 22 hereof, the Right Certificates, whenever distributed, which are distributed in respect of shares of Capital Stock which were issued and outstanding as of the Record Date, shall be dated as of the Record Date, and all Right Certificates which are distributed in respect of other shares of Capital Stock shall show be dated as of the date respective dates of countersignatureissuance of such Capital Stock, and in each such case on their face shall entitle the holders thereof to purchase such number of one ten-thousandths shares of a share of Preferred Capital Stock as shall be set forth therein at the price per share of Capital Stock set forth therein (the “Exercise "Purchase Price”"), but the number and type of such shares securities purchasable upon the exercise of each Right and the Exercise Purchase Price thereof shall be subject to adjustment as provided hereinin this Agreement.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares shares, certificate and of assignment and certificate to be printed on the reverse thereof) ), when, as and if issued, shall each be substantially in the form of set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Common Stock or the Rights may from time to time be listed, listed or as the Corporation may deem appropriate to conform to customary usage. The Right Certificates shall be in a machine printable format usage or otherwise and in a form reasonably satisfactory to as are not inconsistent with the Rights Agentprovisions of this Agreement. Subject to the provisions of Section 11 and Section 22 hereof, the Right CertificatesCertificates evidencing Rights whenever issued, whenever distributed, (i) shall be dated as of the Record Date, shall show the date of countersignatureissuance of the Rights they represent and (ii) subject to adjustment from time to time as provided herein, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths of a share (including fractional shares which are integral multiples of one-thousandth of a share) of Preferred Stock as shall be set forth therein thereon at the price set forth therein per one one-thousandth of a share of Preferred Stock payable upon exercise of a Right provided by Section 7(b) hereof, as the same may from time to time be adjusted as provided herein (the “Exercise Price”), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto A and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listedlisted or any securities association on whose interdealer quotation system the Rights may from time to time be authorized for quotation, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof22, the Right Certificates, whenever distributedCertificates that are issued in respect of Common Shares that were issued and outstanding as of the Record Date, shall be dated as of the Record Date, and all Right Certificates that are issued in respect of other Common Shares shall show be dated as of the date respective dates of countersignatureissuance of such Common Shares, and in either case on their face faces shall entitle the holders thereof to purchase such number of one ten-thousandths of a share of Preferred Stock Common Shares as shall be set forth therein at the price per Common Share set forth therein (the “Exercise Purchase Price”), but the number of such shares Common Shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Each Right Certificates Certificate (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Rights Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Each Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face Certificate shall entitle the holders holder thereof to purchase such number of one ten-thousandths of a share of Preferred Stock Ordinary Shares as shall be set forth therein at the price per share set forth therein (such price per whole Ordinary Share, the “Exercise "Purchase Price”"), but the number and kind of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein. In addition, the Company shall have the right to attach a certificate to any Right Certificate providing for the holder thereof to certify whether or not such Person is or was an Acquiring Person or an Affiliate or Associate thereof or whether such Person acquired the Rights evidenced by such Right Certificate from any such Person. In the event the Company attaches such a certificate to any Right Certificate, proper execution of such certificate shall be a prerequisite to the exercise of the Rights associated therewith as set fort in the applicable provisions of this Rights Agreement.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths shares of Common Stock (or following a share of Preferred Stock Triggering Event, other securities, cash or other assets, as the case may be) as shall be set forth therein at the price set forth therein (such exercise price per share of Common Stock, the “Exercise "Purchase Price”"), but the number of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths hundredths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “Exercise Price”), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares Preferred Shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributedissued, which are issued in respect of Common Shares which were issued and outstanding as of the Effective Date, shall be dated as of the Record Effective Date, and all Right Certificates which are issued in respect of other Common Shares shall show be dated as of the date respective dates of countersignatureissuance of such Common Shares, and in either case on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share of Preferred Stock Shares as shall be set forth therein at the price per one one-hundredth of a Preferred Share set forth therein (the “Exercise "Purchase Price”"), but the number of such shares Preferred Shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) ), when, as and if issued, shall each be substantially in the form of Exhibit B set forth in EXHIBIT A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Rights Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto, or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section Sections 11 and Section 22 hereof, the Right CertificatesCertificates evidencing the Rights issued on July 24, 1990, whenever distributedsuch certificates are issued, shall be dated as of July 24, 1990, and the Record DateRight Certificates evidencing Rights to holders of record of Common Stock issued after July 24, 1990 shall show be dated as of July 24, 1990, but shall also be dated to reflect the date of countersignatureissuance of such Right Certificate. On their face, and on their face Right Certificates shall entitle the holders thereof to purchase such number of for each Right, one ten-thousandths of a share Unit of Preferred Stock Stock, or other securities or property as shall provided herein, as the same may from time to time be set forth therein adjusted after the date hereof as provided herein, at the price set forth therein per Unit of $115.00, as the same may from time to time be adjusted as provided herein (the “Exercise Price”"PURCHASE PRICE"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares shares, certificate and of assignment and certificate to be printed on the reverse thereof) ), when, as and if issued, shall each be substantially in the form of set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Capital Stock or the Rights may from time to time be listed, listed or as the Company may deem appropriate to conform to customary usage. The Right Certificates shall be in a machine printable format usage or otherwise and in a form reasonably satisfactory to as are not inconsistent with the provisions of this Rights AgentAgreement. Subject to the provisions of Section 11 and Section 22 hereof, the Right CertificatesCertificates evidencing Rights whenever issued, whenever distributed, (i) shall be dated as of the Record Date, shall show the date of countersignatureissuance of the Rights they represent, and (ii) subject to adjustment from time to time as provided herein, on their face shall entitle the holders thereof to purchase such number of shares (including fractional shares which are integral multiples of one tenone-thousandths hundredth (1/100) of a share share) of Series G Junior Preferred Stock as shall be set forth therein at the price set forth therein payable upon exercise of a Right provided by Section 7(b) hereof as the same may from time to time be adjusted as provided herein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares shares, certification and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section Sections 11 and Section 22 hereof22, the Right Certificates, whenever distributed, which are distributed in respect of Common Shares which were issued and outstanding as of the Record Date, shall be dated as of the Record Date, and all Right Certificates which are distributed in respect of other Common Shares shall show be dated as of the date respective dates of countersignatureissuance of such Common Shares, and in each such case on their face shall entitle the holders thereof to purchase such number of one tentwo-thousandths hundredths of a share of Preferred Stock Share as shall be set forth therein at the price per one two-hundredth of a Preferred Share set forth therein (the “Exercise "Purchase Price”"), but the number and type of such shares securities purchasable upon the exercise of each Right and the Exercise Purchase Price thereof shall be subject to adjustment as provided herein.in this Agreement. 7

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section Sections 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths shares of a share of Preferred Common Stock as shall be set forth therein at the price set forth therein Purchase Price (the “Exercise Price”as such term is hereinafter defined), but the number and type of such shares securities purchasable upon the exercise of each Right and the Exercise Purchase Price thereof shall be subject to adjustment as provided herein. To the extent provided in Section 11(a)(iii) hereof, certain Right Certificates shall contain the legend provided for therein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares Preferred Shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation promulgated pursuant thereto or with any rule or regulation of any stock exchange or quotation service on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 Sections 11, 13 and Section 22 24 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, Certificates shall show the date of countersignature, countersignature and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share of Preferred Stock Share as shall be set forth therein at the price per one ten-thousandth of a Preferred Share set forth therein (the “Exercise "Purchase Price”"), but the number amount and type of such shares securities purchasable upon the exercise of each Right and the Exercise Purchase Price thereof shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit EXHIBIT B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares Preferred Shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to ; provided, however, that such marks, legends, summaries or endorsements may not affect the rights, duties or responsibilities of the Rights AgentAgent unless the Rights Agent consents in writing thereto. Subject to the provisions of Section 11 and Section 22 11(o) hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face Certificates shall entitle the holders thereof to purchase such number of one ten-thousandths hundredths of a share of Preferred Stock Share as shall be set forth therein at the price per hundredth of a Preferred Share set forth therein (the “Exercise Purchase Price”), but the number of such shares hundredths of a Preferred Share and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) ), when, as and if issued, shall each be substantially in the form of set forth in Exhibit B --------- hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Rights Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 Sections 11, 13 and Section 22 hereof, the Right Certificates, Certificates evidencing the Rights issued on the Record Date whenever distributedsuch certificates are issued, shall be dated as of the Record Date, Date and the Right Certificates evidencing Rights to holders of record of Common Stock issued after the Record Date shall show be dated as of the Record Date but shall also be dated to reflect the date of countersignatureissuance of such Right Certificate. On their face, and on their face Right Certificates shall entitle the holders thereof to purchase such number purchase, for each Right, one one-thousandth of a share of Preferred Stock, or other securities or property as provided herein, as the same may from time to time be adjusted as provided herein, at the price per one tenone-thousandths thousandth of a share of Preferred Stock of $115.00 as shall the same may from time to time be set forth therein at the price set forth therein adjusted as provided herein (the “Exercise "Purchase Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.. --------------

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate which do not affect the duties or responsibilities of the Rights Agent and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share shares of Preferred Stock (or following a Triggering Event, Common Stock, other securities, cash or other assets, as the case may be) as shall be set forth therein at the price per one one-thousandth of a share of Preferred Stock set forth therein (the “Exercise "Purchase Price”"), but the number of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Rights Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates -------------------------- (and the forms of election to purchase shares shares, certificate and of assignment and certificate to be printed on the reverse thereof) ), when, as and if issued, shall each be substantially in the form of set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Common Stock or the Rights may from time to time be listed, listed or as the Company may deem appropriate to conform to customary usage. The Right Certificates shall be in a machine printable format usage or otherwise and in a form reasonably satisfactory to as are not inconsistent with the provisions of this Rights AgentAgreement. Subject to the provisions of Section 11 and Section 22 hereof, the Right CertificatesCertificates evidencing Rights whenever issued, whenever distributed, (i) shall be dated as of the Record Date, shall show the date of countersignatureissuance of the Rights they represent, and (ii) subject to adjustment from time to time as provided herein, on their face shall entitle the holders thereof to purchase such number of one tenshares (including fractional shares which are integral multiples of one-thousandths hundredth of a share share) of Class A Preferred Stock or Class B Preferred Stock, as the case may be, as shall be set forth therein at the price set forth therein payable upon exercise of a Right provided by Section 7(b) hereof as the same may from time to time be adjusted as provided herein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-ten- thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or quotation system on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section Sections 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, countersignature and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths hundredths of a share of Preferred Stock Share as shall be set forth therein at the price set forth therein (the “Exercise Purchase Price”), but the number and type of such shares securities purchasable upon the exercise of each Right and the Exercise Purchase Price thereof shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares shares, certificate and of assignment and certificate to be printed on the reverse thereof) ), when, as and if issued, shall each be substantially in the form of set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Common Stock or the Rights may from time to time be listed, listed or as the Company may deem appropriate to conform to customary usage. The Right Certificates shall be in a machine printable format usage or otherwise and in a form reasonably satisfactory to as are not inconsistent with the provisions of this Rights Agreement and which do not affect the rights, duties, obligations or liabilities of the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right CertificatesCertificates evidencing Rights whenever issued, whenever distributed, (i) shall be dated as of the Record Date, shall show the date of countersignatureissuance of the Rights they represent and (ii) subject to adjustment from time to time as provided herein, and on their face shall entitle the holders thereof to purchase such number of shares (including fractional shares which are integral multiples of one tenone-thousandths thousandth of a share share) of Preferred Stock as shall be set forth therein at the price set forth therein payable upon exercise of a Right provided by Section 7(b) hereof as the same may from time to time be adjusted as provided herein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereofthereof ) shall each be substantially in the form of set forth as Exhibit B hereto A to this Agreement and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths hundredths of a share of Preferred Stock as shall be set forth therein at the price per one one-hundredth of a share of Preferred Stock set forth therein (the “Exercise "Purchase Price”"), but the number amount and type of such shares securities purchasable upon the exercise of each Right and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of assignment and election to purchase shares shares, and the forms of assignment certificate and certificate notice applicable thereto to be printed on the reverse thereofof such certificates) shall each will be substantially in the form of Exhibit B hereto and may have such any marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem consider appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall will be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section Sections 11 and Section 22 hereof22, the Right Certificates, whenever distributed, shall will be dated as of the Record Date, shall will show the date of countersignature, and on their face shall will entitle the holders thereof to purchase such number of one ten-thousandths of a share of Preferred Stock Share as shall be are set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be are subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares Common Shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the same form of Exhibit B A hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate (which do not affect the rights, duties or responsibilities of the Rights Agent) and as are not inconsistent with the provisions of this Rights Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or automated quotation system on which the Rights may from time to time be listedlisted or quoted, or of the Financial Industry Regulatory Authority, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributedissued, shall be dated as of the Record Date, Date and shall show the date of countersignaturecountersignature by the Rights Agent, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share of Preferred Stock Common Shares as shall be set forth therein at the price Purchase Price set forth therein (the “Exercise Price”)therein, but the number of such shares Common Shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the -------------------------- forms of election to purchase shares shares, certificate and of assignment and certificate to be printed on the reverse thereof) ), when, as and if issued, shall each be substantially in the form of set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Common Stock or the Rights may from time to time be listed, listed or as the Corporation may deem appropriate to conform to customary usage. The Right Certificates shall be in a machine printable format usage or otherwise and in a form reasonably satisfactory to as are not inconsistent with the Rights Agentprovisions of this Agreement. Subject to the provisions of Section 11 and Section 22 hereof, the Right CertificatesCertificates evidencing Rights whenever issued, whenever distributed, (i) shall be dated as of the Record Date, shall show the date of countersignatureissuance of the Rights they represent and (ii) subject to adjustment from time to time as provided herein, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths hundredths of a share (including fractional shares which are integral multiples of one-hundredth of a share) of Preferred Stock as shall be set forth therein thereon at the price set forth therein per one one-hundredth of a share of Preferred Stock payable upon exercise of a Right provided by Section 7(b) hereof, as the same may from time to time be adjusted as provided herein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereofof such certificates) shall each will be substantially in the form of Exhibit B hereto and may have such any marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem consider appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall will be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section Sections 11 and Section 22 hereof22, the Right Certificates, whenever distributed, shall will be dated as of the Record Date, shall will show the date of countersignature, and on their face shall will entitle the holders thereof to purchase such number of one tenone-thousandths of a share of Preferred Stock Share as shall be are set forth therein at the price set forth therein (the “Exercise Price”), but the number of such shares and the Exercise Price shall be are subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and including the forms of assignment and election to purchase shares and of assignment and certificate to be printed on the reverse thereof) ), when, as and if issued, shall each be substantially in the form of Exhibit set forth in EXHIBIT B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange or automated quotation system on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section Sections 11 and Section 22 hereof, the Right Certificates, whenever distributedissued, evidencing the Rights issued on the Record Date shall be dated as of the Record Date, and Right Certificates evidencing Rights issued after the Record Date shall show be dated as of the date of countersignaturesuch issuance, and on their face Right Certificates shall entitle the holders thereof to purchase such number one one-thousandth of one tenshare of Series A Preferred Stock, or other securities or property as provided herein, as the same may from time to time be adjusted as provided herein, at the price per one one-thousandths thousandth of a share of Preferred Stock as shall be set forth therein at therein, as the price set forth therein same may from time to time be adjusted as provided herein (the “Exercise Price”"PURCHASE PRICE"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which or the Rights may from time to time be listedFinancial Industry Regulatory Authority, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths millionth of a share of Preferred Stock as shall be set forth therein at the price Exercise Price set forth therein (the “Exercise Price”)therein, but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Rights Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of same as Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one ten-thousandths of a share shares of Preferred Stock (or following a Triggering Event, Common Stock, other securities, cash or other assets, as the case may be) as shall be set forth therein at the price per one one-thousandth of a share of Preferred Stock set forth therein (the “Exercise Purchase Price”), but the number of such shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares purchase, certification and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of set forth in Exhibit B hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section Sections 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, Date and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths of a share of Preferred Stock as shall be set forth therein at the price per one one-thousandths of a share of Preferred Stock set forth therein (the “Exercise "Purchase Price”"), but the number amount and type of such shares securities purchasable upon the exercise of each Right and the Exercise Purchase Price thereof shall be subject to adjustment as provided hereinin this Agreement.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit EXHIBIT B attached hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine machine-printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributed, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths of a share of Preferred Stock as shall be set forth therein at the price set forth therein (the “"Exercise Price”"), but the number of such shares and the Exercise Price shall be subject to adjustment as provided herein.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be in substantially in the same form of as Exhibit B C hereto and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, rule or regulation or with any rule or regulation of any stock exchange on which the Rights may from time to time be listed, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof, the Right Certificates, whenever distributedissued, shall be dated as of the Record Date, shall show the date of countersignature, and on their face shall entitle the holders thereof to purchase such number of one tenone-thousandths hundredth of a share of Preferred Stock as shall be set forth therein at the price per one one-hundredth of a share as set forth therein (the “Exercise "Purchase Price”"), but the number of such shares and the Exercise Purchase Price shall be and remain subject to adjustment as provided hereinin Sections 11 and 13 hereof.

Form of Right Certificates. (a) The Right Certificates (and the forms of election to purchase shares and of assignment and certificate to be printed on the reverse thereof) shall each be substantially in the form of Exhibit B hereto A and may have such marks of identification or designation and such legends, summaries or endorsements printed thereon as the Company may deem appropriate and as are not inconsistent with the provisions of this Agreement, or as may be required to comply with any applicable law, law or with any rule or regulation made pursuant thereto or with any rule or regulation of any stock exchange on which the Rights may from time to time be listedlisted or any securities association on whose interdealer quotation system the Rights may from time to time be authorized for quotation, or to conform to customary usage. The Right Certificates shall be in a machine printable format and in a form reasonably satisfactory to the Rights Agent. Subject to the provisions of Section 11 and Section 22 hereof22, the Right Certificates, whenever distributedCertificates that are issued in respect of Common Shares that were issued and outstanding as of the Record Date, shall be dated as of the Record Date, and all Right Certificates that are issued in respect of other Common Shares shall show be dated as of the date respective dates of countersignatureissuance of such Common Shares, and in either case on their face faces shall entitle the holders thereof to purchase such number of one ten-thousandths of a share of Preferred Stock Common Shares as shall be set forth therein at the price per Common Share set forth therein (the “Exercise Purchase Price”), but the number of such shares Common Shares and the Exercise Purchase Price shall be subject to adjustment as provided herein.