Assignor. Assignor hereby represents and warrants to Assignee as follows:

Assignor. The Assignor # represents and warrants that # it is the legal and beneficial owner of [the] [the relevant] Assigned Interest, # [the] [such] Assigned Interest is free and clear of any lien, encumbrance or other adverse claim, # it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby and # it is [not] a Defaulting Lender; and # assumes no responsibility with respect to # any statements, warranties or representations made in or in connection with the Credit Agreement or any other Loan Document, # the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Loan Documents or any collateral thereunder, # the financial condition of the Borrower or # the performance or observance by the Borrower of its obligations under any Loan Document.

Assignee: ​ [and is [a ​] [a ​ Affiliate of [identify ​]​]]

S.C. § 262(l)(8)(A), notify the other Party. To the extent permitted by applicable Law, ​ will have the first right, but not the obligation, to seek an injunction against such commercial marketing as permitted pursuant to 42 U.S.C. § 262(l)(8)(B) and to file an action for infringement. If required pursuant to applicable Law, upon ​ request, ​ will assist in seeking such injunction or filing such infringement action after consulting with ​. Except as otherwise provided in this [Section 8.8], any such action will be subject to the other terms and conditions of [Section 8.6] or [Section 8.7] as applicable.

S.C. [Section 499a] et. seq., as the same now exists or may hereafter from time to time be amended, modified, recodified or supplemented, together with all rules and regulations thereunder.

S. Bank uses the daily balance method to calculate interest on this account (actual/365 or 366). This method applies a daily periodic rate to the principal balance in the account each day. Interest is accrued daily and credited monthly to the account. Interest rates are determined at U.S. Bank’s discretion, and may be tiered by customer deposit amount.

S. BANK IS NOT REQUIRED TO REGISTER AS A MUNICIPAL ADVISOR WITH THE SECURITIES AND EXCHANGE COMMISSION FOR PURPOSES OF COMPLYING WITH THE DODD-FRANK WALL STREET REFORM & CONSUMER PROTECTION ACT. INVESTMENT ADVICE, IF NEEDED, SHOULD BE OBTAINED FROM YOUR FINANCIAL ADVISOR.

S. Person. Any Person that is a “United States Person” as defined in Section 7701(a)(30) of the Code.

S. Transaction. You are not permitted to make any public advertising or announcements regarding the MSUs or Common Stock in Russia, or promote these shares to other Russian legal entities or individuals, and you are not permitted to sell or otherwise dispose of Common Stock directly to other Russian legal entities or individuals. You are permitted to sell shares of Common Stock only on the New York Stock Exchange and only through a U.S. broker.

S. BANK NATIONAL ASSOCIATION, a national banking association, as Collateral Agent