Common use of Form of Selling Securityholder Notice and Questionnaire Clause in Contracts

Form of Selling Securityholder Notice and Questionnaire. The undersigned Holder of the Registrable Securities of the Company understands that the Company has filed, or intends to file, with the SEC a Shelf Registration Statement for the registration and resale under Rule 415 of the Securities Act, Registrable Securities in accordance with the terms of the Registration Rights Agreement. A copy of the Registration Rights Agreement is available from the Company upon request at the address set forth below. Each beneficial owner of Registrable Securities that has agreed in writing to be bound by the Registration Rights Agreement is entitled to the benefits of the Registration Rights Agreement. In order to sell or otherwise dispose of any Registrable Securities pursuant to the Shelf Registration Statement, a beneficial owner of Registrable Securities generally will be required to be named as a selling securityholder in the related Prospectus, deliver a Prospectus either to purchasers of Registrable Securities or, if relying on Rule 172 of the Securities Act, confirm that a current prospectus is deemed delivered in connection with the sale of Registrable Securities, and be bound by those provisions of the Registration Rights Agreement applicable to such beneficial owner (including certain indemnification provisions, as described below). Beneficial owners are encouraged to complete and deliver this Notice and Questionnaire prior to the effectiveness of the Shelf Registration Statement so that such beneficial owners may be named as selling securityholders in the related prospectus. Certain legal consequences arise from being named as a selling securityholder in the Shelf Registration Statement and the related Prospectus. Accordingly, holders and beneficial owners of Registrable Securities are advised to consult their own securities law counsel regarding the consequences of being named or not being named as a selling securityholder in the Shelf Registration Statement and the related Prospectus.

Form of Selling Securityholder Notice and Questionnaire. The undersigned Holder beneficial holder of common stock, par value $0.01 per share (the Registrable Securities “Common Stock”), of RCN Corporation, a Delaware corporation (the Company “Company”), understands that the Company has filed, filed or intends to file, file with the SEC Securities and Exchange Commission a registration statement (the “Shelf Registration Statement Statement”) for the registration and resale under Rule 415 of the Securities Act, Registrable Securities in accordance with the terms of the Registration Rights Agreement, dated as of December 21, 2004 (the “Registration Rights Agreement”), by and among the Company and the purchasers named therein. A copy of the Registration Rights Agreement is available from the Company upon request at the address set forth below. Each beneficial owner of Registrable Securities that has agreed in writing to be bound by the Registration Rights Agreement is entitled to the benefits of the Registration Rights Agreement. In order to sell or otherwise dispose of any Registrable Securities pursuant to the Shelf Registration Statement, a beneficial owner of Registrable Securities generally will be required to be named as a selling securityholder in the related Prospectusprospectus, deliver a Prospectus either prospectus to purchasers each purchaser of Registrable Securities or, if relying on Rule 172 of the Securities Act, confirm that a current prospectus is deemed delivered in connection with the sale of Registrable Securities, and be bound by those provisions of the Registration Rights Agreement applicable to such beneficial owner (including certain indemnification provisions, as described below). Beneficial owners are encouraged to complete and deliver this Selling Securityholder Notice and Questionnaire prior to the effectiveness of the Shelf Registration Statement so that such beneficial owners may be named as selling securityholders in the related prospectusprospectus at the time of effectiveness. Any beneficial owner of shares of Common Stock wishing to include its Registrable Securities must deliver to the Company a properly completed and signed Selling Securityholder Notice and Questionnaire. Certain legal consequences arise from being named as a selling securityholder in the Shelf Registration Statement and the related Prospectusprospectus. Accordingly, holders and beneficial owners of Registrable Securities are advised to consult their own securities law counsel regarding the consequences of being named or not being named as a selling securityholder in the Shelf Registration Statement and the related Prospectusprospectus.

Form of Selling Securityholder Notice and Questionnaire. The undersigned Holder beneficial holder of the Registrable Securities of Corvis Corporation (the Company “Company”) understands that the Company has filed, filed or intends to file, file with the SEC Securities and Exchange Commission (the “Commission”) a registration statement on Form S-3 (the “Shelf Registration Statement Statement”) for the registration and resale under Rule 415 of the Securities Act of 1933, as amended (the “Securities Act”), of the Registrable Securities in accordance with the terms of the Registration Rights Agreement (the “Registration Rights Agreement”) dated as of November 20, 2003 between the Company and Cequel III. A copy of the The Registration Rights Agreement is available from the Company upon request at the address set forth below. All capitalized terms not otherwise defined herein shall have the meaning ascribed thereto in the Registration Rights Agreement. Each beneficial owner of Registrable Securities that has agreed in writing to be bound by the Registration Rights Agreement is entitled to the benefits of the Registration Rights Agreement. In order to sell or otherwise dispose of any Registrable Securities pursuant to the Shelf Registration Statement, a beneficial owner of Registrable Securities generally will be required to be named as a selling securityholder in the related Prospectusprospectus, deliver a Prospectus either prospectus to purchasers of Registrable Securities or, if relying on Rule 172 of the Securities Act, confirm that a current prospectus is deemed delivered in connection with the sale of Registrable Securities, and be bound by those provisions of the Registration Rights Agreement applicable to such beneficial owner (including certain indemnification provisions, provisions as described below). Beneficial owners are encouraged to that do not complete and deliver this Notice and Questionnaire prior and deliver it to the effectiveness of the Shelf Registration Statement so that such beneficial owners may Company as provided below will not be named as selling securityholders in the related prospectusprospectus and therefore will not be permitted to sell any Registrable Securities pursuant to the Shelf Registration Statement. Certain legal consequences may arise from being named as a selling securityholder securityholders in the Shelf Registration Statement and the related Prospectusprospectus. Accordingly, holders and beneficial owners of Registrable Securities are advised to consult their own securities law counsel regarding the consequences of being named or not being named as a selling securityholder in the Shelf Registration Statement and the related Prospectusprospectus.