Octagon Investment Partners IX, Ltd. JPMorgan - Irish Stock Exchange

(vi) With respect to Rule 144A Global Notes, such beneficial owner is a qualified purchaser
(as defined in Section 2(a)(51) of the Investment Company Act and the rules thereunder), such beneficial
owner is acquiring such Notes as principal for its own account for investment and not for sale in connection
with any distribution thereof, such beneficial owner was not formed for the specific purpose of investing in
such Notes or any other securities of the Issuer or the Co-Issuer, and additional capital or similar
contributions were not specifically solicited from any person owning a beneficial interest in such beneficial
owner for the purpose of enabling such beneficial owner to purchase any Notes. Such beneficial owner is
not a (i) corporation, (ii) partnership, (iii) common trust fund or (iv) special trust, pension, profit sharing or
other retirement trust fund or plan in which the shareholders, equity owners, partners, beneficiaries,
beneficial owners or participants, as applicable, may designate the particular investments to be made or the
allocation of any investment among such shareholders, equity owners, partners, beneficiaries, beneficial
owners or participants, and such beneficial owner represents and agrees that it shall not hold such Notes for
the benefit of any other person and shall be the sole beneficial owner thereof for all purposes and that it
shall not sell participation interests in such Notes or enter into any other arrangement pursuant to which any
other person shall be entitled to a beneficial interest in the distributions on such Notes and further that such
Notes purchased directly or indirectly by it constitute an investment of no more than 40% of such beneficial
owner's assets after giving effect to its purchase of Notes and/or other securities of the Issuer. Such
beneficial owner is not an investment company that relies on the exclusion from the definition of
"investment company" provided by Section 3(c)(1) or Section 3(c)(7) of the Investment Company Act (or a
foreign investment company under Section 7(d) thereof relying on Section 3(c)(1) or 3(c)(7) with respect to
its holders that are U.S. Persons), which was formed on or before April 30, 1996, unless it has received the
consent of its beneficial owners who acquired their interests on or before April 30, 1996, with respect to its
treatment as a qualified purchaser (as defined in Section 2(a)(51) of the Investment Company Act and the
rules thereunder) in the manner required by Section 2(a)(51)(C) of the Investment Company Act and the
rules and regulations thereunder. Such beneficial owner understands and agrees that any purported transfer
of such Notes to a purchaser (including, without limitation, the transfer of Notes to such beneficial owner)
that does not comply with the requirements of this paragraph or clause (D) of paragraph (i) shall be null and
void ab initio and the Co-Issuers retain the right to resell any Notes sold to any purchaser (including,
without limitation, such beneficial owner) unless such purchaser complies with this paragraph and
clause (D) of paragraph (i) above.
(vii) Such beneficial owner understands and agrees that the Trustee shall have no
responsibility or obligation to any beneficial owner, a member of, or a participant in, DTC or other Person
with respect to the accuracy of the records of DTC or its nominee or of any participant or member thereof,
with respect to any ownership interest in the Notes or with respect to the delivery to any participant,
member, beneficial owner or other Person (other than DTC) of any notice (including any notice of
redemption) or the payment of any amount or delivery of any Notes (or other security or property) under or
with respect to such Notes. All notices and communications to be given to the Holders and all payments to
be made to Holders in respect of the Notes shall be given or made only to or upon the order of the
registered Holders (which shall be DTC or its nominee in the case of a Global Note). The Trustee may rely
and shall be fully protected in relying upon information furnished by DTC with respect to its members,
participants and any beneficial owners.
(viii) Such beneficial owner will provide notice to each person to whom it proposes to transfer
any interest in the Global Notes of the transfer restrictions and representations set forth in the Indenture.
Preferred Shares
No purchase or transfer of a Preferred Share (or any interest therein) will be recorded or otherwise recognized
unless the purchaser thereof has provided the Preferred Share Paying Agent with certificates substantially in the
form of Annex A and Annex B hereto and the conditions set forth in such certificates have been satisfied.
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