Common use of Unit Legend Clause in Contracts

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF 295,000 UNITS (THE "UNITS"), EACH OF WHICH CONSISTS OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 14% SENIOR DISCOUNT NOTES DUE 2010 OF HORIZON PCS, INC. (THE "NOTES") AND ONE WARRANT (THE "WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 12.90 SHARES OF CLASS A COMMON STOCK, PAR VALUE $.0001 PER SHARE, OF HORIZON PCS, INC. "PRIOR TO THE EARLIEST OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (II) THE DATE ON WHICH A REGISTRATION STATEMENT WITH RESPECT TO A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE ACT, (III) THE DATE A SHELF REGISTRATION STATEMENT WITH RESPECT TO THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IV) THE OCCURRENCE OF A CHANGE OF CONTROL OR AN EVENT OF DEFAULT (EACH AS DEFINED IN THE INDENTURE GOVERNING THE NOTES) AND (V) SUCH DATE AS DONALDSON, LUFKIN & JENRETTE XXXXRITIEX XXXXXRATION (OR ITS SUCCESSOR OR ASSIGN) IN ITS SOLE DISCRETION SHALL DETERMINE, THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF 295,000 UNITS (THE "UNITS"), EACH OF WHICH CONSISTS OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 1413 3/8% SENIOR DISCOUNT SUBORDINATED NOTES DUE 2010 2009 OF HORIZON PCSO'SUXXXXXX XXXUSTRIES, INC. (THE "NOTES") AND ), ONE WARRANT (THE "COMMON WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 12.90 0.9327 SHARES OF CLASS A COMMON STOCK AND ONE WARRANT (THE "PREFERRED WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 0.3927 SHARES OF SERIES B JUNIOR PREFERRED STOCK, IN EACH CASE WITH A PAR VALUE OF $.0001 0.01 PER SHARE, OF HORIZON PCSO'SUXXXXXX XXXUSTRIES HOLDINGS, INC. "PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (II) THE DATE ON WHICH A AN EXCHANGE OFFER REGISTRATION STATEMENT WITH RESPECT TO A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (III) THE DATE ON WHICH A SHELF REGISTRATION STATEMENT WITH RESPECT TO FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IV) SUCH DATE AS LEHMXX XXXTHERS INC., IN ITS SOLE DISCRETION, SHALL DETERMINE AND (V) IN THE OCCURRENCE EVENT THE COMPANY IS REQUIRED TO PURCHASE NOTES PURSUANT TO THE TERMS OF A CHANGE OF CONTROL OR AN EVENT OF DEFAULT (EACH AS DEFINED IN THE INDENTURE GOVERNING THE NOTES) AND (V) , THE DATE THE COMPANY MAILS NOTICE OF SUCH DATE AS DONALDSON, LUFKIN & JENRETTE XXXXRITIEX XXXXXRATION (OR ITS SUCCESSOR OR ASSIGN) IN ITS SOLE DISCRETION SHALL DETERMINE, OFFER TO THE HOLDERS OF THE NOTES. THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF 295,000 UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 1412% SENIOR DISCOUNT SUBORDINATED NOTES DUE 2010 OF HORIZON PCS, INC. 2009 (THE "NOTES") OF XXXXXXX CORPORATION AND ONE WARRANT (THE "WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 12.90 SHARES OF CLASS A 1.22987 [COMMON STOCKSHARES, PAR VALUE $.0001 0.01 PER SHARE, OF HORIZON PCSVIKING MERGER SUB. INC.] [SHARES, INC. "PAR VALUE $0.01 PER SHARE, OF XXXXXXX CORPORATION CLASS B COMMON STOCK] PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, . (II) THE DATE ON WHICH A REGISTRATION STATEMENT WITH RESPECT TO A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE UNITED STATES SECURITIES ACT OF 1933 (THE "SECURITIES ACT"), (III) THE DATE A SHELF REGISTRATION STATEMENT WITH RESPECT TO THE NOTES OR THE WARRANTS IS DECLARED EFFECTIVE UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), (IV) SUCH DATE AS XXXXXXXXX, LUFKIN & XXXXXXXX SECURITIES CORPORATION IN ITS SOLE DISCRETION SHALL DETERMINE AND (V) THE DATE ON WHICH THE ISSUER OF THE NOTES GIVES THE NOTICE REQUIRED BY THE INDENTURE GOVERNING THE NOTES UPON THE OCCURRENCE OF A CHANGE OF CONTROL OR AN EVENT OF DEFAULT (EACH AS DEFINED IN THE INDENTURE GOVERNING THE NOTES) AND (V) SUCH DATE AS DONALDSON, LUFKIN & JENRETTE XXXXRITIEX XXXXXRATION (OR ITS SUCCESSOR OR ASSIGN) IN ITS SOLE DISCRETION SHALL DETERMINE), THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE MAYBE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following formlegend (the “Unit Legend”) on the face thereof: "THE WARRANTS EVIDENCED BY THIS THS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF 295,000 UNITS (THE "“UNITS"”), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 1412% SENIOR DISCOUNT SUBORDINATED NOTES DUE 2010 2008 OF HORIZON PCSDXXXXXX AIRCRAFT HOLDINGS, INC. (THE "“NOTES"”) AND ONE WARRANT (THE "“WARRANTS"”) INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 12.90 SHARES OF CLASS A COMMON STOCK1.55 SHARES, PAR VALUE $.0001 0.01 PER SHARE, OF HORIZON PCS, INCDXXXXXX HOLDINGS CO. "PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (II) THE DATE ON WHICH A REGISTRATION STATEMENT WITH RESPECT TO A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (III) THE DATE A SHELF REGISTRATION STATEMENT WITH RESPECT TO THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IV) SUCH DATE AS DXXXXXXXX, LUFKIN & JXXXXXXX SECURITIES CORPORATION IN ITS SOLE DISCRETION SHALL DETERMINE AND (V) THE OCCURRENCE OF A CHANGE OF CONTROL OR AN EVENT OF DEFAULT (EACH AS DEFINED IN THE INDENTURE GOVERNING THE NOTES) AND (V) SUCH DATE AS DONALDSON, LUFKIN & JENRETTE XXXXRITIEX XXXXXRATION (OR ITS SUCCESSOR OR ASSIGN) IN ITS SOLE DISCRETION SHALL DETERMINE), THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "“THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF 295,000 UNITS (THE "“UNITS"”), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 1414 3/4% SENIOR DISCOUNT NOTES DUE 2010 2014 OF HORIZON PCSXXXXXXX HOLDINGS (N.A.), INC. (THE "“NOTES"”) AND ONE WARRANT (THE "“WARRANTS"”) INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 12.90 SHARES OF CLASS A COMMON STOCK109.80889 SHARES, PAR VALUE $.0001 0.01 PER SHARE, OF HORIZON PCSXXXXXXX HOLDINGS (N.A.), INC. "PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (II) THE DATE ON WHICH A REGISTRATION STATEMENT WITH RESPECT TO A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (III) THE DATE A SHELF REGISTRATION STATEMENT WITH RESPECT TO THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IV) SUCH DATE AS THE INITIAL PURCHASERS IN THEIR SOLE DISCRETION SHALL DETERMINE AND (V) THE OCCURRENCE OF A CHANGE OF CONTROL OR AN EVENT OF DEFAULT (EACH AS DEFINED IN THE INDENTURE GOVERNING THE NOTES) AND (V) SUCH DATE AS DONALDSON, LUFKIN & JENRETTE XXXXRITIEX XXXXXRATION (OR ITS SUCCESSOR OR ASSIGN) IN ITS SOLE DISCRETION SHALL DETERMINE), THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."” Notwithstanding the foregoing, Units issued pursuant to Rule 903 of Regulation S shall separate immediately upon issuance.

Unit Legend. Each Warrant issued prior Prior to the Separation Date Date, a Unit Certificate shall be attached to all Warrants issued hereunder, and such Unit Certificate shall bear a legend in substantially the following form: "THE WARRANTS UNITS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF 295,000 UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 14% SENIOR DISCOUNT SECURED NOTES DUE 2010 OF HORIZON PCS, INC. 2011 (THE "NOTES") OF GRANDE COMMUNICATIONS HOLDINGS, INC. AND ONE WARRANT (THE "WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 12.90 100.336 SHARES OF CLASS A COMMON STOCK, PAR VALUE $.0001 0.001 PER SHARE, OF HORIZON PCSGRANDE COMMUNICATIONS HOLDINGS, INC., SUBJECT TO CERTAIN ADJUSTMENTS. "PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (II) THE DATE ON WHICH A REGISTRATION STATEMENT WITH RESPECT TO A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (III) THE DATE ON WHICH A SHELF REGISTRATION STATEMENT WITH RESPECT TO THE NOTES WARRANT SHARES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IV) IN THE OCCURRENCE OF EVENT A CHANGE OF CONTROL OR AN EVENT OF DEFAULT (EACH AS DEFINED IN THE INDENTURE GOVERNING THE NOTES) OCCURS, THE DATE ON WHICH THE COMPANY MAILS THE REQUIRED NOTICE THEREOF TO THE HOLDERS OF NOTES OF THE OCCURRENCE OF A CHANGE OF CONTROL, (V) IN THE EVENT AN ASSET SALE OFFER (AS DEFINED IN THE INDENTURE GOVERNING THE NOTES) IS REQUIRED TO BE MADE, THE DATE ON WHICH THE COMPANY MAILS THE REQUIRED NOTICE THEREOF TO THE HOLDERS OF NOTES OF THE OCCURRENCE OF SUCH ASSET SALE OFFER, (VI) IN THE EVENT THAT THE COMPANY ENGAGES IN AN OPTIONAL REDEMPTION OF THE NOTES AFTER AN EQUITY OFFERING (AS DEFINED IN THE INDENTURE GOVERNING THE NOTES), THE DATE ON WHICH THE COMPANY MAILS THE REQUIRED NOTICE THEREOF TO THE HOLDERS OF NOTES OF SUCH OPTIONAL REDEMPTION, (VII) A RESTRUCTURING (AS DEFINED IN THE INDENTURE GOVERNING THE NOTES), (VIII) AN EVENT OF DEFAULT UNDER THE INDENTURE GOVERNING THE NOTES, AND (VIX) SUCH DATE AS DONALDSONBEAR, LUFKIN XXXXXXX & JENRETTE XXXXRITIEX XXXXXRATION (OR ITS SUCCESSOR OR ASSIGN) CO. INC. IN ITS SOLE DISCRETION SHALL DETERMINE, THE WARRANTS EVIDENCED BY SECURITIES ATTACHED TO THIS UNIT CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROMFROM EACH OTHER, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTESAS A UNIT."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF 295,000 UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 1412% SENIOR DISCOUNT SUBORDINATED NOTES DUE 2010 OF HORIZON PCS, INC. 2009 (THE "NOTES") OF XXXXXXX CORPORATION AND ONE WARRANT (THE "WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 12.90 SHARES OF CLASS A 1.22987 [COMMON STOCKSHARES, PAR VALUE $.0001 0.01 PER SHARE, OF HORIZON PCSVIKING MERGER SUB, INC. ".] [SHARES, PAR VALUE $0.01 PER SHARE, OF XXXXXXX CORPORATION CLASS B COMMON STOCK] PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (II) THE DATE ON WHICH A REGISTRATION STATEMENT WITH RESPECT TO A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE UNITED STATES SECURITIES ACT OF 1933 (THE "SECURITIES ACT"), (III) THE DATE A SHELF REGISTRATION STATEMENT WITH RESPECT TO THE NOTES OR THE WARRANTS IS DECLARED EFFECTIVE UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), (IV) SUCH DATE AS XXXXXXXXX, LUFKIN & XXXXXXXX SECURITIES CORPORATION IN ITS SOLE DISCRETION SHALL DETERMINE AND (V) THE DATE ON WHICH THE ISSUER OF the NOTES GIVES THE NOTICE REQUIRED BY THE INDENTURE GOVERNING THE NOTES UPON THE OCCURRENCE OF A CHANGE OF CONTROL OR AN EVENT OF DEFAULT (EACH AS DEFINED IN THE INDENTURE GOVERNING THE NOTES) AND (V) SUCH DATE AS DONALDSON, LUFKIN & JENRETTE XXXXRITIEX XXXXXRATION (OR ITS SUCCESSOR OR ASSIGN) IN ITS SOLE DISCRETION SHALL DETERMINE), THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant Note issued prior to the Separation Date shall bear a legend in substantially the following formlegend (the "Unit Legend") on the face thereof: "THE WARRANTS NOTES EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF 295,000 UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 14% SENIOR DISCOUNT NOTES DUE 2010 OF HORIZON PCS, INC. (THE "NOTES") AND ONE WARRANT (THE EACH, A "WARRANTSWARRANT") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 12.90 7.9002 SHARES OF CLASS A SERIES B COMMON STOCK, NO PAR VALUE $.0001 PER SHAREVALUE, OF HORIZON PCS, INCTHE COMPANY. "PRIOR TO THE NOTES AND WARRANTS WILL BE AUTOMATICALLY SEPARATED UPON THE EARLIEST TO OCCUR OF (Ii) 180 90 DAYS AFTER FROM THE CLOSING DATE OF THE OFFERING OF THE UNITSISSUANCE, (IIii) SUCH DATE AS THE INITIAL PURCHASERS MAY, IN THEIR DISCRETION, DEEM APPROPRIATE, (iii) IN THE EVENT OF A CHANGE OF CONTROL (AS DEFINED IN THE INDENTURE), THE DATE THE COMPANY MAILS NOTICE THEREOF TO HOLDERS OF NOTES, (iv) THE DATE ON WHICH A REGISTRATION STATEMENT WITH RESPECT TO A THE REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE ACT, (III) THE DATE A SHELF REGISTRATION STATEMENT WITH RESPECT TO THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IV) THE OCCURRENCE OF A CHANGE OF CONTROL OR AN EVENT OF DEFAULT (EACH AS DEFINED IN THE INDENTURE GOVERNING THE NOTESINDENTURE) IS CONSUMMATED AND (Vv) THE DATE ON WHICH THE SHELF REGISTRATION STATEMENT (AS DEFINED IN THE INDENTURE) IS DECLARED EFFECTIVE (THE EARLIEST OF SUCH DATE AS DONALDSON, LUFKIN & JENRETTE XXXXRITIEX XXXXXRATION (OR ITS SUCCESSOR OR ASSIGN) IN ITS SOLE DISCRETION SHALL DETERMINEDATES, THE WARRANTS "SEPARATION DATE"). THE NOTES EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY SEPARATED FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITHTOGETHER, WITH THE NOTESWARRANTS UNTIL THE SEPARATION DATE."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF 295,000 105,000 UNITS (THE "UNITS"), EACH OF WHICH CONSISTS OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 1411.875% SENIOR DISCOUNT SECURED NOTES DUE 2010 2008, SERIES A, OF HORIZON PCS, INC. THE COMPANY (THE "NOTES") AND ONE WARRANT (THE "WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 12.90 FOUR SHARES OF CLASS A COMMON STOCK, PAR VALUE $.0001 .10 PER SHARE, OF HORIZON PCS, INCTHE COMPANY. "PRIOR TO THE EARLIEST OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (II) THE DATE ON WHICH A REGISTRATION STATEMENT WITH RESPECT TO A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE ACT, (III) THE DATE ON WHICH A SHELF REGISTRATION STATEMENT WITH RESPECT TO THE NOTES OR THE WARRANTS AND WARRANT SHARES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IV) NOTIFICATION OF THE OCCURRENCE OF A CHANGE OF CONTROL OR AN EVENT OF DEFAULT (EACH AS DEFINED IN THE INDENTURE GOVERNING THE NOTES (THE "INDENTURE")), WITH RESPECT TO THE NOTES) , AND (V) SUCH DATE AS DONALDSON, LUFKIN & JENRETTE XXXXRITIEX XXXXXRATION THE INITIAL PURCHASERS (AS DEFINED IN THE INDENTURE) (OR ITS SUCCESSOR THEIR RESPECTIVE SUCCESSORS OR ASSIGNASSIGNS) IN ITS THEIR SOLE DISCRETION SHALL DETERMINE, THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF 295,000 160,000 UNITS (THE "UNITS"), EACH OF WHICH CONSISTS OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 14% SENIOR DISCOUNT NOTES DUE 2010 2011 OF HORIZON PCSIWO HOLDINGS, INC. (THE "NOTES") AND ONE WARRANT (THE "WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 12.90 12.50025 SHARES OF CLASS A C COMMON STOCK, PAR VALUE $.0001 0.01 PER SHARE, OF HORIZON PCSIWO HOLDINGS, INC. "PRIOR TO THE EARLIEST OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (II) THE DATE ON WHICH A REGISTRATION STATEMENT WITH RESPECT TO A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE ACT, (III) THE DATE A SHELF REGISTRATION STATEMENT WITH RESPECT TO THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IV) THE OCCURRENCE OF A CHANGE OF CONTROL OR AN EVENT OF DEFAULT (EACH AS DEFINED IN THE INDENTURE GOVERNING THE NOTES) AND (V) SUCH DATE AS DONALDSON, LUFKIN & JENRETTE XXXXRITIEX XXXXXRATION CREDIT SUISSE FIRST BOSTON CORPORATION (OR ITS SUCCESSOR OR ASSIGN) IN ITS SOLE DISCRETION SHALL DETERMINE, THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant Note issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS NOTES EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF 295,000 UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 14% SENIOR DISCOUNT NOTES DUE 2010 OF HORIZON PCSAND ONE SHARE (COLLECTIVELY, INC. (THE "NOTESCOMMON SHARES") AND ONE WARRANT (THE "WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 12.90 SHARES OF CLASS A B COMMON STOCK, PAR VALUE $.0001 0.01 PER SHARE, SHARE OF HORIZON PCS, INCNEXSTAR EQUITY CORP. "PRIOR TO THE CLOSE OF BUSINESS UPON THE EARLIEST TO OCCUR OF (Ii) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (IIii) IN THE EVENT THE ISSUERS ARE REQUIRED TO MAKE A CHANGE OF CONTROL OFFER AS SPECIFIED IN THE INDENTURE, THE DATE ON WHICH NOTICE OF THE OFFER IS MAILED TO THE HOLDERS OF NOTES, (iii) THE DATE ON WHICH A REGISTRATION STATEMENT WITH RESPECT TO THE NOTES OR A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE ACT, (III) THE DATE A SHELF REGISTRATION STATEMENT WITH RESPECT TO THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IViv) IMMEDIATELY PRIOR TO THE REDEMPTION OF ANY NOTES WITH THE PROCEEDS OF AN EQUITY OFFERING AS SPECIFIED IN THE INDENTURE, (v) THE OCCURRENCE CONSUMMATION OF A CHANGE OF CONTROL AN INITIAL PUBLIC OFFERING BY NEXSTAR BROADCASTING GROUP, L.L.C., OR AN EVENT OF DEFAULT (EACH AS DEFINED IN THE INDENTURE GOVERNING THE NOTES) AND (Vvi) SUCH EARLIER DATE AS DONALDSON, LUFKIN & JENRETTE XXXXRITIEX XXXXXRATION (OR ITS SUCCESSOR OR ASSIGN) DETERMINED BY BANC OF AMERICA SECURITIES L.L.C. IN ITS SOLE DISCRETION SHALL DETERMINEDISCRECTION, THE WARRANTS NOTES EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTESCOMMON SHARES."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF 295,000 (I) UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 225,000,000 PRINCIPAL AMOUNT AT MATURITY OF THE 1412 1/2% SENIOR DISCOUNT NOTES DUE 2010 OF HORIZON PCSLEAP WIRELESS INTERNATIONAL, INC. (THE "NOTES") AND ONE WARRANT (THE "WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 12.90 SHARES OF CLASS A COMMON STOCK5.146 SHARES, PAR VALUE $.0001 PER SHARE, OF HORIZON PCSLEAP WIRELESS INTERNATIONAL, INC. AND (II) UNITS, WHICH CONSIST OF $668,000,000 PRINCIPAL AMOUNT AT MATURITY ($325,102,240 INITIAL ACCRETED VALUE) OF THE 14 1/2% SENIOR DISCOUNT NOTES (TOGETHER WITH THE SENIOR NOTES, THE "NOTES") DUE 2010 OF LEAP WIRELESS INTERNATIONAL, INC. AND ONE WARRANT INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 2.503 SHARES, PAR VALUE $.0001 PER SHARE, OF LEAP WIRELESS INTERNATIONAL, INC. (THE WARRANTS ISSUED IN CONNECTION WITH THE SENIOR NOTES TOGETHER WITH THE WARRANTS ISSUED IN CONNECTION WITH THE SENIOR DISCOUNT NOTES ARE COLLECTIVELY REFERRED TO AS "WARRANTS".) 24 EXCEPT AS CONTEMPLATED BY SECTION 7 OF THE WARRANT AGREEMENT, PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING DATE THAT IS SIX MONTHS FOLLOWING THE INITIAL SALE OF THE OFFERING OF THE UNITS, (II) THE DATE ON WHICH A REGISTRATION STATEMENT WITH RESPECT TO A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (III) THE DATE ON WHICH A SHELF REGISTRATION STATEMENT WITH RESPECT TO THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IV) SUCH DATE AS MORGXX XXXNXXX & XO. INCORPORATED IN ITS SOLE DISCRETION SHALL DETERMINE AND (V) THE OCCURRENCE OF A CHANGE OF CONTROL OR AN EVENT OF DEFAULT (EACH AS DEFINED IN THE INDENTURE GOVERNING THE NOTES) AND OR A PERMITTED OPTIONAL REDEMPTION OF THE SENIOR NOTES OR THE SENIOR DISCOUNT NOTES, AS APPLICABLE (V) SUCH DATE AS DONALDSON, LUFKIN & JENRETTE XXXXRITIEX XXXXXRATION (OR ITS SUCCESSOR OR ASSIGN) DEFINED IN ITS SOLE DISCRETION SHALL DETERMINETHE INDENTURE GOVERNING THE NOTES), THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant issued prior to the Separation Date shall bear a legend in substantially the following form: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF 295,000 UNITS (THE "UNITS"), EACH OF WHICH CONSISTS CONSIST OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 1413 1/2% SENIOR DISCOUNT SUBORDINATED NOTES DUE 2010 OF HORIZON PCS, INC. 2009 (THE "NOTES") OF CHARLES RIVER LABORATORIES, INC. AND ONE WARRANT (THE "WARRANTSWARRANXX") INITIALLY XXITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 12.90 SHARES OF CLASS A COMMON STOCK3.94244 SHARES, PAR VALUE $.0001 0.01 PER SHARE, OF HORIZON PCSCHARLES RIVER LABORATORIES HOLDINGS, INC. "PRIOR TO XXXXX XO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITS, (IIii) THE DATE ON WHICH A REGISTRATION STATEMENT WITH RESPECT TO A REGISTERED EXCHANGE OFFER FOR THE NOTES IS DECLARED EFFECTIVE UNDER THE UNITED STATES SECURITIES ACT OF 1933 (THE "SECURITIES ACT"), (IIIIii) THE DATE A SHELF REGISTRATION STATEMENT WITH RESPECT TO THE NOTES IS DECLARED EFFECTIVE UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), (IV) THE OCCURRENCE OF A CHANGE OF CONTROL OR AN EVENT OF DEFAULT (EACH AS DEFINED IN THE INDENTURE GOVERNING THE NOTES) AND (ViV) SUCH DATE AS DONALDSON, LUFKIN & JENRETTE XXXXRITIEX XXXXXRATION (OR ITS SUCCESSOR OR ASSIGN) SECURITIES CORPORATION IN ITS SOLE DISCRETION SOXX XXXXXXTION SHALL DETERMINEXXXXXXXXE AND (V) THE OCCURRENCE OF A CHANGE OF CONTROL (AS DEFINED IN THE INDENTURE GOVERNING THE NOTES), THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."

Unit Legend. Each Warrant issued prior to the Separation Date shall will bear a legend in substantially to the following formeffect unless otherwise agreed by the Company and the holder thereof: "THE WARRANTS EVIDENCED BY THIS CERTIFICATE ARE INITIALLY ISSUED AS PART OF AN ISSUANCE OF 295,000 UNITS (THE "UNITS"), EACH OF WHICH CONSISTS OF $1,000 PRINCIPAL AMOUNT AT MATURITY OF THE 1412.25% SENIOR SUBORDINATED DISCOUNT NOTES DUE 2010 OF HORIZON PCS, INC. 2008 (THE "NOTES") OF ESCROW CORP. AND ONE WARRANT (THE "WARRANTS") INITIALLY ENTITLING THE HOLDER THEREOF TO PURCHASE 12.90 SHARES OF CLASS A COMMON STOCK14.0953 SHARES, PAR VALUE $.0001 0.01 PER SHARE, OF HORIZON PCS, INCAMERICAN TOWER CORPORATION. "PRIOR TO THE EARLIEST TO OCCUR OF (I) 180 DAYS AFTER THE CLOSING OF THE OFFERING OF THE UNITSOFFERING, (II) THE DATE ON WHICH A REGISTRATION STATEMENT WITH RESPECT TO FOR A REGISTERED EXCHANGE OFFER FOR WITH RESPECT TO THE NOTES IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (III) THE DATE A SHELF REGISTRATION STATEMENT WITH RESPECT TO THE NOTES WARRANTS IS DECLARED EFFECTIVE UNDER THE SECURITIES ACT, (IV) THE OCCURRENCE OF A CHANGE OF CONTROL OR AN EVENT OF DEFAULT (EACH AS DEFINED IN THE INDENTURE GOVERNING THE NOTES) AND (V) SUCH DATE AS DONALDSON, LUFKIN & JENRETTE XXXXRITIEX XXXXXRATION (OR ITS SUCCESSOR OR ASSIGN) CREDIT SUISSE FIRST BOSTON LLC IN ITS SOLE DISCRETION SHALL DETERMINEDETERMINE AND (V) IN THE EVENT OF A CHANGE OF CONTROL, THE DATE AMERICAN TOWER ESCROW CORPORATION (OR ITS SUCCESSOR) MAILS THE REQUISITE NOTICE TO THE HOLDERS, THE WARRANTS EVIDENCED BY THIS CERTIFICATE MAY NOT BE TRANSFERRED OR EXCHANGED SEPARATELY FROM, BUT MAY BE TRANSFERRED OR EXCHANGED ONLY TOGETHER WITH, THE NOTES."