Common use of Transfers to Non-U Clause in Contracts

Transfers to Non-U. S. Persons at Any Time. The following provisions shall apply with respect to the registration of any proposed transfer of Warrants (other than transfer of the Regulation S Global Warrant) to a Non-U.S. Person: (i) The Warrant Agent shall register any proposed transfer of Warrants to a Non-U.S. Person only upon receipt of a certificate substantially in the form of Exhibit B from the proposed transferor. (ii) If the proposed transferee is an Agent Member and the Warrants to be transferred are represented by Certificated Warrants or an interest in the Restricted Global Warrant, upon receipt by the Warrant Agent of the documents referred to in clause (i) above and instructions given in accordance with the Depositary's and the Warrant Agent's procedures, the Warrant Agent shall reflect on its books and records the date and an increase in the number of Warrants represented by the Regulation S Global Warrant in an amount equal to the number of Warrants represented by the Certificated Warrants or the Restricted Global Warrant, as the case may be, to be transferred, and the Warrant Agent shall cancel the Certificated Warrant or decrease the amount of Warrants represented by the Restricted Global Warrant so transferred.

Transfers to Non-U. S. Persons at Any Time. The following provisions shall apply with respect to the registration of any proposed transfer of Warrants (other than transfer of the Regulation S Global Warrant) to a Non-U.S. Person: (i) The Warrant Agent shall register any proposed transfer of Warrants to a Non-U.S. Person only upon receipt of a certificate substantially in the form of Exhibit B from the proposed transferor. (ii) If the proposed transferee is an Agent Member and the Warrants to be transferred are represented by Certificated Warrants or an interest in the Restricted Global Warrant, upon receipt by the Warrant Agent of the documents referred to in clause (i) above and instructions given in accordance with the Depositary's and the Warrant Agent's procedures, the Warrant Agent shall reflect on its books and records the date and an increase in the number of Warrants represented by the Regulation S Global Warrant in an amount equal to the number of Warrants represented by the Certificated Warrants or the Restricted Global Warrant, as the case may be, to be transferred, and the Warrant Agent shall cancel the Certificated Warrant or decrease the amount of Warrants represented by the Restricted Global Warrant so transferred.

Transfers to Non-U. S. Persons at Any Time. The following ----------------------------------------- provisions shall apply with respect to the registration of any proposed transfer of Warrants (other than transfer of the Regulation S Global Warrant) to a Non-U.S. Person: (i) The Warrant Agent shall register any proposed transfer of Warrants to a Non-U.S. Person only upon receipt of a certificate substantially in the form of Exhibit B from the proposed transferor. (ii) If the proposed transferee is an Agent Member and the Warrants to be transferred are represented by Certificated Warrants or an interest in the Restricted Global Warrant, upon receipt by the Warrant Agent of the documents referred to in clause (i) above and instructions given in accordance with the Depositary's and the Warrant Agent's procedures, the Warrant Agent shall reflect on its books and records the date and an increase in the number of Warrants represented by the Regulation S Global Warrant in an amount equal to the number of Warrants represented by the Certificated Warrants or the Restricted Global Warrant, as the case may be, to be transferred, and the Warrant Agent shall cancel the Certificated Warrant or decrease the amount of Warrants represented by the Restricted Global Warrant so transferred.

Transfers to Non-U. S. Persons at Any Time. The following ----------------------------------------- provisions shall apply with respect to the registration of any proposed transfer of Warrants (other than transfer of the Regulation S Global Warrant) to a Non-U.S. Person: (i) The Warrant Agent shall register any proposed transfer of Warrants to a Non-U.S. Person only upon receipt of a certificate substantially in the form of Exhibit B from the proposed transferor. (ii) If the proposed transferee is an Agent Member and the Warrants to be transferred are represented by Certificated Warrants or an interest in the Restricted Global Warrant, upon receipt by the Warrant Agent of the documents referred to in clause (i) above and instructions given in accordance with the Depositary's and the Warrant Agent's procedures, the Warrant Agent shall reflect on its books and records the date and an increase in the number of Warrants represented by the Regulation S Global Warrant in an amount equal to the number of Warrants represented by the Certificated Warrants or the Restricted Global Warrant, as the case may be, to be transferred, and the Warrant Agent shall cancel the Certificated Warrant or decrease the amount of Warrants represented by the Restricted Global Warrant so transferred.

Transfers to Non-U. S. Persons at Any TimePERSONS AT ANY TIME. The following provisions shall apply with respect to the registration of any proposed transfer of Warrants (other than transfer of the Regulation S Global Warrant) to a Non-U.S. Person: (i) The Warrant Agent shall register any proposed transfer of Warrants to a Non-U.S. Person only upon receipt of a certificate substantially in the form of Exhibit B from the proposed transferor. (ii) If the proposed transferee is an Agent Member and the Warrants to be transferred are represented by Certificated Warrants or an interest in the Restricted Global Warrant, upon receipt by the Warrant Agent of the documents referred to in clause (i) above and instructions given in accordance with the Depositary's and the Warrant Agent's procedures, the Warrant Agent shall reflect on its books and records the date and an increase in the number of Warrants represented by the Regulation S Global Warrant in an amount equal to the number of Warrants represented by the Certificated Warrants or the Restricted Global Warrant, as the case may be, to be transferred, and the Warrant Agent shall cancel the Certificated Warrant or decrease the amount of Warrants represented by the Restricted Global Warrant so transferred.

Transfers to Non-U. S. Persons at Any Time. The following provisions shall apply with respect to the registration of any proposed transfer of Warrants (other than transfer of the Regulation S Global Warrant) to a Non-U.S. Person: (i) The the Warrant Agent shall register any proposed transfer of Warrants to a Non-U.S. Person only upon receipt of a certificate substantially in the form of Exhibit B from the proposed transferor. (ii) (x) If the proposed transferee transferor is an Agent Member and the Warrants to be transferred are represented by Certificated Warrants or an holding a beneficial interest in the Restricted Rule 144A Global Warrant, upon receipt by the Warrant Agent of (A) the documents referred to in clause required by paragraph (i) above and (B) instructions in accordance with DTC's and the Warrant Agent's procedures, the Warrant Agent shall reflect on its books and records the date and a decrease in the number of Warrants represented by the Rule 144A Global Warrant to be transferred, and (y) if the proposed transferee is an Agent Member, upon receipt by the Warrant Agent of instructions given in accordance with the DepositaryDTC's and the Warrant Agent's procedures, the Warrant Agent shall reflect on its books and records the date and an increase in the number of Warrants represented by the Regulation S Global Warrant in an amount equal to the number of Warrants represented by the Restricted Certificated Warrants or the Restricted Global WarrantRule 000X Xxxxxx Xxxxxxx, as the case may be, to be transferred, and the Warrant Agent shall cancel the Certificated Warrant Warrant, if any, so transferred or decrease the amount number of Warrants represented by the Restricted Rule 144A Global Warrant so transferredWarrant.