Common use of Acceleration; Rescission and Annulment Clause in Contracts

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notes, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c)), either the Trustee or the registered Holders of at least 33% of the aggregate principal amount of the then-Outstanding Notes may declare the principal amount of all of the Notes, together with accrued and unpaid interest thereon, to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c) occurs and is continuing, neither the Trustee nor the registered Holders of the Notes shall be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c). The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.08, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption price, if applicable) of, or accrued and unpaid interest on, any Notes or (ii) a default in respect of a covenant or provision hereof which under Article IX of the Base Indenture cannot be modified or amended without the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and any accrued and unpaid interest thereonSpecial Interest on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes contained to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid Special Interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of any accrued and unpaid Special Interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest accruing on such principal at the then-applicable Special Interest rate only and to the extent any Special Interest is then payable) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interestSpecial Interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption price, if applicable) of, or accrued and unpaid interest Special Interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may (and the Trustee, at the written request of such Holders, shall) declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest and on such principal at the rate borne by the Notes plus one percent at such time, subject to the enforceability thereof under applicable law) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Purchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to purchase any Notes when required, (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder consideration due upon conversion of the Notes affected. Notwithstanding or (iv) any other provision of this Indenture and any provision or the Notes that requires the consent of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant each affected Holder to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Defaultamend.

Acceleration; Rescission and Annulment. (a) If one or more Events an Event of Default shall have occurred and be continuing with respect to the Notes, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c))6.01(i) or Section 6.01(j) with respect to the Company) occurs and is continuing, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Notes then Outstanding Notes may declare 100% of the principal amount of all of the Notesof, together with premium, if any, and accrued and unpaid interest thereoninterest, if any, on all the Notes then Outstanding to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) occurs and is continuingor Section 6.01(j) with respect to the Company occurs, neither the Trustee nor the registered Holders 100% of the principal of, premium, if any, and accrued and unpaid interest, if any, on all Notes shall be entitled automatically become immediately due and payable. (b) Notwithstanding anything to declare the principal of the Notes, or accrued or unpaid interest thereon, to be due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified contrary in Section 3.01(c6.02(a). The immediately preceding paragraph, howeverSection 6.04 or any other provision of this Indenture, is subject to the conditions that if, at any time after the principal of of, and accrued and unpaid interest, if any, on, the Notes shall have been so declared due and payablepayable in accordance with Section 6.02(a), and before any judgment or decree of a court of competent jurisdiction for the payment of the monies due shall have been obtained or entered as hereinafter providedobtained, and each of the conditions set forth in the immediately following clauses (i), (ii) and (iii) is satisfied: (i) the Company delivers or deposits with the Trustee the amount of cash sufficient to pay all matured installments of principal and interest upon all the Notes, and the principal of and accrued and unpaid interest, if any, on all Notes which shall have become due otherwise than by acceleration (1with interest on such principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest, at the rate or rates, if any, specified in the Notes to the date of such payment or deposit), and such amount as shall be sufficient to pay the Trustee its compensation and reimburse the Trustee for its reasonable expenses, disbursements and advances (including the fees and expenses of its agents and counsel); (ii) rescission and annulment would not conflict with any judgment or decree of a court of competent jurisdiction and jurisdiction; and (2iii) any and all existing Events of Default under this Indenture, other than the nonpayment non-payment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become became due solely by such because of the acceleration, shall have been cured cured, waived or waived pursuant to Section 3.08, then and in every such case (except otherwise remedied as provided in the immediately succeeding sentence) herein, then, the Holders of a at least majority in of the aggregate principal amount of the Notes then-then Outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or and Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such (except for any Default shall cease to exist, and any or Event of Default arising therefrom shall be deemed from (a) the Company’s failure to have been cured for every purpose pay principal (including the Fundamental Change Purchase Price) of, or any interest on, any Notes), (b) the Company’s failure to pay or deliver the Settlement Amounts due upon conversion of any Note within the applicable time period set forth under Section 4.03(a) or (c) the Company’s failure to comply with any provision of this IndentureIndenture the modification of which would require the consent of the Holder of each Outstanding Note affected) and may rescind and annul the declaration of acceleration resulting from such Defaults or Events of Default (except for any Default or Event of Default arising from (x) the Company’s failure to pay principal (including the Fundamental Change Purchase Price) of, or any interest on, any Notes), (y) the Company’s failure to pay or deliver the Settlement Amounts due upon conversion of any Note within the applicable time period set forth under Section 4.03(a) or (z) the Company’s failure to comply with any provision of this Indenture the modification of which would require the consent of the Holder of each Outstanding Note affected) and their consequences; but provided, that no such waiver rescission or rescission and annulment shall will extend to or shall will affect any subsequent Default or Event of Default, Default or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no on such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption price, if applicable) of, or accrued and unpaid interest on, any Notes or (ii) a default in respect of a covenant or provision hereof which under Article IX of the Base Indenture cannot be modified or amended without the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes contained to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company, but not any of its Significant Subsidiaries, occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest on, all Notes shall be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be automatically and immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraphThis provision, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest, and on such principal at the rate borne by the Notes) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived or otherwise remedied pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c‎Section 6.01(h) or ‎Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with ‎Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c‎Section 6.01(h) or ‎Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.08‎Section 6.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest interest, if any, on, any Notes Notes, or (ii) a default in respect of a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes. For the avoidance of doubt, any failure by the Company to provide any notice under this Indenture other than as set forth in ‎Section 6.01(d) shall be subject to ‎Section 6.01(f) (including the 60-day cure period contained therein), and any related Default or Event of Default shall be deemed cured upon delivery of such notice to the applicable recipient prior to (i) the expiration of such 60-day period provided for in ‎Section 6.01(f) or (ii) if later, the Company’s valid utilization delivery of an Optional Deferral Period pursuant a notice of acceleration with respect to Article IV shall not constitute a default in the payment of interest giving rise to an such Event of Default, in each case, whether or not the events or circumstances that are the subject of such notice have already occurred at the time such notice is given.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.02(i) or Section 6.02(j) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Notes then Outstanding Notes determined in accordance with Section 8.04 of the Base Indenture, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonon, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this the Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.02(i) or Section 6.02(j) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06 of the Base Indenture, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this the Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.10, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-then Outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this the Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may (and the Trustee, at the written request of such Holders, shall) declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonSpecial Interest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid Special Interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interestSpecial Interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest Special Interest, if any, on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company or any Significant Subsidiary)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee by written notice to the Company may, or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes may then outstanding determined in accordance with Section 8.04, by notice in writing to the Company and to the Trustee may, in each case, declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this the Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company or any Significant Subsidiary occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare immediately due and payable without any action on the principal part of the Notes, or accrued or unpaid interest thereon, to be due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of Trustee. If an Event of Default specified occurs and is continuing, the Trustee may pursue, in Section 3.01(c)its own name or as trustee of an express trust, any available remedy by proceeding at law or in equity to collect the payment of principal of and interest on the Notes or to enforce the performance of any provision of the Notes or the Indenture. The Trustee may maintain a proceeding even if it does not possess any of the Notes or does not produce any of them in the proceeding. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenturethe Indenture (including, for the avoidance of doubt, the failure to pay interest, if any, due and payable on any Defaulted Amounts), other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this the Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption price, if applicable) of, or accrued and unpaid interest on, any Notes or (ii) a default in respect of a covenant or provision hereof which under Article IX of the Base Indenture cannot be modified or amended without the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notes, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company) shall have occurred and be continuing (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body)), then, and in each and every such case, unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonon, all the Notes then outstanding to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes then outstanding shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption price, if applicable) of, or accrued and unpaid interest on, any Notes or (ii) a default in respect of a covenant or provision hereof which under Article IX of the Base Indenture cannot be modified or amended without the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and any accrued and unpaid interest thereonSpecial Interest on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and any accrued and unpaid Special Interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid Special Interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of any accrued and unpaid Special Interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and any accrued and unpaid interestSpecial Interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes (except with respect to any continuing defaults relating to nonpayment of principal or Special Interest or with respect to the failure to deliver the consideration due upon conversion) and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price or the Redemption Price, if applicable) of, or any accrued and unpaid interest Special Interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of, premium, if any, of all of the Notes, together with and accrued and unpaid interest thereonon, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal or interest of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the uncured nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant or provision hereof which under Article IX of failure to pay and/or deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonon, if any, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to redeem or repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonon, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company or a Significant Subsidiary occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price and the Redemption Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonon, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes contained to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company or any of its Subsidiaries occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest, and on such principal at the rate borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and any accrued and unpaid interest thereonSpecial Interest on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and any accrued and unpaid Special Interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid Special Interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of any accrued and unpaid Special Interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and any accrued and unpaid interestSpecial Interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes (except with respect to any continuing defaults relating to nonpayment of principal or Special Interest or with respect to the failure to deliver the consideration due upon conversion) and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price or the Redemption Price, if applicable) of, or any accrued and unpaid interest Special Interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes. For the avoidance of doubt, and without limiting the manner in which any Default can be cured, (a) any failure by the Company to provide any notice (other than a notice referred to in Section 6.01(d)) shall be subject to Section 6.01(f) (including the 60-day cure period contained therein), and any related Default shall be deemed cured upon delivery of such notice whether or not the events or circumstances that are the subject of such notice have already occurred at the time such notice is given, (b) a Default in making any payment on (or delivering any other consideration in respect of) any Note will be cured upon the delivery, in accordance with the terms of this Indenture, of such payment (or other consideration) together, if applicable, with any Special Interest thereon, and (C) a Default that is (or, after notice or passage of time or both, would be) an Event of Default relating to the failure to comply with the Company’s valid utilization reporting obligations in accordance with Section 6.03 will be cured upon the filing of an Optional Deferral Period pursuant the relevant report(s) that were required to Article IV shall not constitute a default in the payment of interest giving be filed and gave rise to such Default. In addition, for the avoidance of doubt, (i) if a Default that is not an Event of Default is cured or waived before such Default would have constituted an Event of Default, then no Event of Default will result from such Default, and (ii) if an Event of Default is cured or waived before any related notice of acceleration is delivered, such Event of Default shall be deemed cured and the Notes shall not be subject to acceleration on account of such Event of Default.

Acceleration; Rescission and Annulment. (a) If one or more Events an Event of Default shall have occurred and be continuing with respect to the Notes, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c))6.01(i) or Section 6.01(j) with respect to the Company) occurs and is continuing, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Notes then Outstanding Notes may declare 100% of the principal amount of all of the Notesof, together with premium, if any, and accrued and unpaid interest thereoninterest, if any, on all the Notes then Outstanding to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) occurs and is continuingor Section 6.01(j) with respect to the Company occurs, neither the Trustee nor the registered Holders 100% of the principal of, premium, if any, and accrued and unpaid interest, if any, on all Notes shall be entitled automatically become immediately due and payable. (b) Notwithstanding anything to declare the principal of the Notes, or accrued or unpaid interest thereon, to be due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified contrary in Section 3.01(c6.02(a). The immediately preceding paragraph, howeverSection 6.04 or any other provision of this Indenture, is subject to the conditions that if, at any time after the principal of of, and accrued and unpaid interest, if any, on, the Notes shall have been so declared due and payablepayable in accordance with Section 6.02(a), and before any judgment or decree of a court of competent jurisdiction for the payment of the monies due shall have been obtained or entered as hereinafter providedobtained, and each of the conditions set forth in the immediately following clauses (i), (ii) and (iii) is satisfied: (i) the Company delivers or deposits with the Trustee the amount of cash sufficient to pay all matured installments of principal and interest upon all the Notes, and the principal of and accrued and unpaid interest, if any, on all Notes which shall have become due otherwise than by acceleration (1with interest on such principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest, at the rate or rates, if any, specified in the Notes to the date of such payment or deposit), and such amount as shall be sufficient to pay the Trustee its compensation and reimburse the Trustee for its reasonable expenses, disbursements and advances (including the fees and expenses of its agents and counsel); (ii) rescission and annulment would not conflict with any judgment or decree of a court of competent jurisdiction and jurisdiction; and (2iii) any and all existing Events of Default under this Indenture, other than the nonpayment non-payment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become became due solely by such because of the acceleration, shall have been cured cured, waived or waived pursuant to Section 3.08, then and in every such case (except otherwise remedied as provided in the immediately succeeding sentence) herein, then, the Holders of a at least majority in of the aggregate principal amount of the Notes then-then Outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or and Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such (except for any Default shall cease to exist, and any or Event of Default arising therefrom shall be deemed from (a) the Company’s failure to have been cured for every purpose pay principal, or any interest on, any Notes), (b) the Company’s failure to pay or deliver the Settlement Amounts due upon conversion of any Note within the applicable time period set forth under Section 4.03(a) or (c) the Company’s failure to comply with any provision of this IndentureIndenture the modification of which would require the consent of the Holder of each Outstanding Note affected) and may rescind and annul the declaration of acceleration resulting from such Defaults or Events of Default (except for any Default or Event of Default arising from (x) the Company’s failure to pay principal, or any interest on, any Notes), (y) the Company’s failure to pay or deliver the Settlement Amounts due upon conversion of any Note within the applicable time period set forth under Section 4.03(a) or (z) the Company’s failure to comply with any provision of this Indenture the modification of which would require the consent of the Holder of each Outstanding Note affected) and their consequences; but provided, that no such waiver rescission or rescission and annulment shall will extend to or shall will affect any subsequent Default or Event of Default, Default or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no on such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption price, if applicable) of, or accrued and unpaid interest on, any Notes or (ii) a default in respect of a covenant or provision hereof which under Article IX of the Base Indenture cannot be modified or amended without the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may (and the Trustee, at the written request of such Holders, shall) declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant or provision hereof which under Article IX of failure to pay and, if applicable, deliver the Base Indenture cannot be modified or amended without the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(g) or Section 6.01(h) with respect to the Company or the Guarantor)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may (and the Trustee, at the written request of such Holders, shall) declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(g) or Section 6.01(h) with respect to the Company or the Guarantor occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon exchange of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of, premium, if any, of all of the Notes, together with and accrued and unpaid interest thereonon, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal or interest of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes at such time plus 2.00% per annum (except for such days that the Notes do not accrue interest pursuant to Section 2.03(d))) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the uncured nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price or Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant or provision hereof which under Article IX of failure to pay and/or deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(f) or Section 6.01(g)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may (and the Trustee, at the written request of such Holders, shall) declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(f) or Section 6.01(g) occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption price, if applicable) of, or accrued and unpaid interest on, any Notes or (ii) a default in respect of a covenant or provision hereof which under Article IX of the Base Indenture cannot be modified or amended without the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.the

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and any accrued and unpaid interest thereonSpecial Interest on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes contained to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid Special Interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, (i) the Company shall pay or shall deposit with the Trustee a sum sufficient to pay (a) installments of any accrued and if unpaid Special Interest upon all Notes and (1b) the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid Special Interest and on such principal at the then-applicable Special Interest rate, to the extent such interest is permitted by law), (ii) the Company shall pay to the Trustee all amounts due to the Trustee pursuant to Section 7.06, (iii) a rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2iv) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interestSpecial Interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption price, if applicable) of, or accrued and unpaid interest Special Interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonSpecial Interest, if any, on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid Special Interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid Special Interest, if any, upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest, if any, on overdue installments of accrued and unpaid Special Interest, if any, to the extent that payment of such interest, if any, is enforceable under applicable law, and on such principal at the rate of Special Interest borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than any continuing Events of Default relating to the nonpayment of the principal of and accrued and unpaid interestSpecial Interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest Special Interest, if any, on, any Notes or Notes, (ii) a default failure to repurchase any Notes when required or (iii) a failure to pay or deliver, as the case may be, the consideration due upon conversion of the Notes. For the avoidance of doubt, and without limiting the manner in which any Default or Event of Default can be cured: (i) a failure by the Company to send a notice in accordance with this Indenture, and any related Default (or Event of Default) shall be deemed cured and shall cease to continue upon delivery of such notice to the applicable recipient; (ii) if the Company fails to make any payment of principal of or interest, if any, on the Notes (or delivery of any other consideration in respect thereof) when due, such Default (or Event of Default) shall be deemed cured and shall cease to continue upon the making of such payment or delivery, as applicable, together with any accrued Special Interest thereon, if applicable; and (iii) a covenant Reporting Event of Default shall be deemed cured and shall cease to continue at such time as the Company files the applicable report or provision hereof which under Article IX reports that gave rise to such Reporting Event of Default (it being understood that any report that the Base Indenture canCompany files with the Commission through the ▇▇▇▇▇ system (or any successor thereto) shall be deemed to be filed with the Trustee at the time such report is so filed via the ▇▇▇▇▇ system (or such successor)); provided that, for the avoidance of doubt, (x) the cure of any Event of Default shall not be modified or amended without the consent of the Holder invalidate any acceleration of the Notes affected. Notwithstanding on account of such Event of Default that was properly effected prior to such time as such Event of Default was cured and (y) the cure of any other provision Reporting Event of this Indenture and any provision of the Notes, Default shall not affect the Company’s valid utilization obligation to pay any Special Interest that accrues prior to the time of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to such cure. In addition, if an Event of Default is cured or waived before any related notice of acceleration is delivered, such Event of Default shall be deemed cured and the Notes shall not be subject to acceleration on account of such Event of Default. For the avoidance of doubt, nothing in the immediately preceding two sentences shall constitute a waiver of or in any way limit the Trustee’s or any Holder’s right to institute suit for any damages incurred as a result of any Default or Event of Default under this Indenture even if such Default or Event of Default is subsequently cured.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% in aggregate principal amount of the Notes then outstanding determined in accordance with Section 8.04 (or, in the case of Section 6.01(n), so long as the Designated Holders are the beneficial owners of at least $20,000,000 in aggregate principal amount of Notes, Lynrock, individually), by notice in writing to the Company (and to the Trustee if given by Holders) may declare 100% of the aggregate principal amount of the then-Outstanding Notes may declare the principal amount of all of the Notesof, together with and any accrued and unpaid interest thereon(including both the cash interest and PIK Interest portions thereof) and the applicable Acceleration Premium on, all the then outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) occurs and is continuing, neither 100% of the aggregate principal of, and accrued and unpaid interest (including both the cash interest and PIK Interest portions thereof) and the applicable Acceleration Premium on, all Notes shall become and shall automatically be immediately due and payable without any declaration or other act on the part of the Trustee nor or any Holder. For the registered avoidance of doubt, so long as the Designated Holders are the beneficial owners of at least $20,000,000 in aggregate principal amount of Notes, Lynrock, acting individually, may accelerate the Notes shall be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be due or payable immediately; as provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon above after the occurrence and during the continuance of an Event of Default specified in Section 3.01(c6.01(n). The immediately preceding paragraph, however, except in the case of Events of Default specified in Section 6.01(n), is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay any overdue installments of any accrued and unpaid interest (including both the cash interest and PIK Interest portions thereof) upon all Notes and the principal of and any applicable Notes Premium on any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of any accrued and unpaid interest and on such principal and any applicable Note Premium, all at the rate borne by the Notes at such time) and amounts due to the Trustee and the Collateral Agent pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and any applicable Notes Premium on and any accrued and unpaid interest, if any, interest (including both the cash interest and PIK Interest portions thereof) on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09 and amounts due to the Trustee or the Collateral Agent pursuant to Section 7.06 have been paid, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-OutstandingRequired Holders, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price, the Fundamental Change Repurchase Price and the Asset Sale Offer Repurchase Price, if applicable) of, or any accrued and unpaid interest (including both the cash interest and PIK Interest portions thereof) and any applicable Notes Premium on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX deliver, as the case may be, the consideration due upon conversion of the Base Indenture cannot be modified or amended without Notes. For the consent avoidance of doubt, so long as the Holder Designated Holders are the beneficial owners of at least $20,000,000 in aggregate principal amount of Notes, only Lynrock will have the ability to waive, rescind and annul any Event of Default specified in Section 6.01(n) and any acceleration of the Notes affectedas a result thereof. Notwithstanding It is understood and agreed that if the Notes are accelerated or otherwise become due prior to the Stated Maturity (including as a result of the occurrence and continuance of any other provision Event of this Indenture Default and any provision acceleration as a result thereof (including the acceleration of claims by operation of law), upon an Optional Redemption, on an Existing Notes Test Maturity Date or upon an Asset Sale Offer Repurchase Date or Fundamental Change Repurchase Date, or the Notes are converted in the circumstances specified in Section 14.03), the applicable Notes Premium will also automatically be due and payable and shall constitute part of the Notes Obligations with respect to the Notes. In view of the impracticability and extreme difficulty of ascertaining actual damages and by mutual agreement of the parties as to a reasonable calculation of the applicable Holder’s lost profits as a result thereof, any such applicable Notes Premium payable shall be presumed to be the Company’s valid utilization liquidated damages sustained by the applicable Holder as the result of such early prepayment or such conversion and the Company and each of the Subsidiary Guarantors agrees that it is reasonable under the circumstances currently existing. EACH OF THE COMPANY AND THE SUBSIDIARY GUARANTORS EXPRESSLY WAIVES (TO THE FULLEST EXTENT IT MAY LAWFULLY DO SO) THE PROVISIONS OF ANY PRESENT OR FUTURE STATUTE OR LAW THAT PROHIBITS OR MAY PROHIBIT THE COLLECTION OF THE FOREGOING AMOUNTS IN CONNECTION WITH ANY SUCH ACCELERATION OR REPAYMENT OR REDEMPTION OR REPURCHASE OR CONVERSION, ANY RESCISSION OF SUCH ACCELERATION OR THE COMMENCEMENT OF ANY PROCEEDING UNDER DEBTOR RELIEF LAWS. Each of the Company and the Subsidiary Guarantors expressly agrees (to the fullest extent it may lawfully do so) that: (A) the applicable Notes Premium is reasonable and is the product of an Optional Deferral Period pursuant arm’s length transaction between sophisticated business people, ably represented by counsel; (B) the applicable Notes Premium shall be payable notwithstanding the then prevailing market rates at the time payment is made; (C) there has been a course of conduct between the applicable Holder and the Company and the Subsidiary Guarantors giving specific consideration in this transaction for such agreement to Article IV pay such applicable Notes Premium; and (D) each of the Company and the Subsidiary Guarantors shall not constitute be estopped hereafter from claiming differently than as agreed to in this paragraph. Each of the Company and the Subsidiary Guarantors expressly acknowledges that its agreement to pay such applicable Notes Premium to the Holders as herein described is a default in material inducement to the payment of interest giving rise Holders to an Event of Defaultacquire the Notes.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c‎Section 6.01(h) or ‎Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with ‎Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may (and the Trustee, at the written request of such Holders, shall) declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c‎Section 6.01(h) or ‎Section 6.01(i) occurs with respect to the Company and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.08‎Section 6.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes may then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may, and the Trustee at the request of such Holders shall, declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonon, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may (and the Trustee, at the written request of such Holders, shall) declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes, (ii) a failure to repurchase any Notes when required or (iii) a failure to pay or deliver, as the case may be, the consideration due upon conversion of the Notes. For the avoidance of doubt, any failure by the Company to provide any notice under this Indenture other than as set forth in Section 6.01(d) shall be subject to Section 6.01(f) (including the 60-day cure period contained therein), and any related Default or Event of Default shall be deemed cured upon delivery of such notice to the applicable recipient prior to (i) the expiration of such 60-day period provided for in Section 6.01(f) or (ii) a default in respect if later, the delivery of a covenant or provision hereof which under Article IX notice of the Base Indenture cannot be modified or amended without the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant acceleration with respect to Article IV shall not constitute a default in the payment of interest giving rise to an such Event of Default, in each case, whether or not the events or circumstances that are the subject of such notice have already occurred at the time such notice is given.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonon, if any, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c‎Section 6.01(g) or ‎Section 6.01(h)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with ‎Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may (and the Trustee, at the written request of such Holders, shall) declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c‎Section 6.01(g) or ‎Section 6.01(h) occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.08‎Section 6.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonSpecial Interest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid Special Interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interestSpecial Interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest Special Interest, if any, on, any Notes Notes, or (ii) a default in respect of a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If In case one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c‎Section 6.01(i) or ‎Section 6.01(j) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with ‎Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c‎Section 6.01(i) or ‎Section 6.01(j) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes) and amounts due to the Trustee pursuant to ‎Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.08‎Section 6.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption price, if applicable) of, or accrued and unpaid interest on, any Notes or (ii) a default in respect of a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this IndentureIndenture (including, for the avoidance of doubt, any Event of Default resulting from the failure to pay interest, if any, due and payable on any Defaulted Amounts), other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to For the contrary hereinavoidance of doubt, no such waiver or rescission and annulment shall extend to or shall affect without limiting the manner in which any Default or Event of Default resulting from can be cured: (i) the nonpayment of the principal (including the redemption price, if applicable) of, or accrued and unpaid interest on, any Notes or (iia) a default failure by the Company to send a notice in respect of a covenant or provision hereof which under Article IX of the Base Indenture cannot be modified or amended without the consent of the Holder of the Notes affected. Notwithstanding any other provision of accordance with this Indenture and any provision related Default (or Event of Default) shall be deemed cured and shall cease to continue upon delivery of such notice to the applicable recipient; (b) if the Company fails to make any payment of principal of or interest on the Notes (or delivery of any other consideration in respect thereof) when due, such Default (or Event of Default) shall be deemed cured and shall cease to continue upon the making of such payment or delivery, as applicable, together with any accrued interest thereon, if applicable; and (c) a Reporting Event of Default shall be deemed cured and shall cease to continue at such time as the Company files the applicable report or reports that gave rise to such Reporting Event of Default (it being understood that any report that the Company files with the Commission through the ▇▇▇▇▇ system (or any successor thereto) will be deemed to be filed with the Trustee at the time such report is so filed via the ▇▇▇▇▇ system (or such successor)); provided that, for the avoidance of doubt, (x) the cure of any Event of Default shall not invalidate any acceleration of the Notes, Notes on account of such Event of Default that was properly effected prior to such time as such Event of Default was cured and (y) the cure of any Reporting Event of Default shall not affect the Company’s valid utilization obligation to pay any Additional Interest that accrues prior to the time of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to such cure. In addition, if an Event of Default is cured or waived before any related notice of acceleration is delivered, such Event of Default shall be deemed cured and the Notes shall not be subject to acceleration on account of such Event of Default. For the avoidance of doubt, nothing in the immediately preceding two sentences shall constitute a waiver of or in any way limit the Trustee’s or any Holder’s right to institute suit for any damages incurred as a result of an Event of Default under this Indenture even if such Event of Default is subsequently cured.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonon, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest, if any, upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest, and on such principal at the then-applicable Special Interest rate borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than any continuing Events of Default relating to the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes (except with respect to any continuing defaults relating to nonpayment of principal or interest, if any, or with respect to the failure to deliver the consideration due upon conversion) and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes. For the avoidance of doubt, and without limiting the manner in which any Default can be cured, (a) any failure by the Company to provide any notice (other than a notice as described in Section 6.01(d)) shall be subject to Section 6.01(f) (including the 60-day cure period contained therein), and any related Default shall be deemed cured upon delivery of such notice whether or not the events or circumstances that are the subject of such notice have already occurred at the time such notice is given, (b) a Default in making any payment on (or delivering any other consideration in respect of) any Note will be cured upon the delivery, in accordance with the terms of this Indenture, of such payment (or other consideration) together, if applicable, with any interest thereon, and (C) a Default that is (or, after notice or passage of time or both, would be) an Event of Default relating to the failure to comply with the Company’s valid utilization reporting obligations in accordance with Section 6.03 will be cured upon the filing of an Optional Deferral Period pursuant the relevant report(s) that were required to Article IV shall not constitute a default in the payment of interest giving be filed and gave rise to such Default. In addition, for the avoidance of doubt, (i) if a Default that is not an Event of Default is cured or waived before such Default would have constituted an Event of Default, then no Event of Default will result from such Default, and (ii) if an Event of Default is cured or waived before any related notice of acceleration is delivered, such Event of Default shall be deemed cured and the Notes shall not be subject to acceleration on account of such Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonon, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company or a Significant Subsidiary occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c‎Section 6.01(h) or ‎Section 6.01(i) with respect to the Company or the Subsidiary Guarantor)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with ‎Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may (and the Trustee, at the written request of such Holders, shall) declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c‎Section 6.01(h) or ‎Section 6.01(i) with respect to the Company or the Subsidiary Guarantor occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.08‎Section 6.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and any accrued and unpaid interest thereonSpecial Interest on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes contained to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid Special Interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of any accrued and unpaid Special Interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of any accrued and unpaid Special Interest, and on such principal at the rate of Special Interest, if any, borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interestSpecial Interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or any accrued and unpaid interest Special Interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notes, together with and accrued and unpaid interest thereoninterest, if any, on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes contained to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonon, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal amount of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this IndentureIndenture (including, for the avoidance of doubt, the failure to pay interest, if any, due and payable on any Defaulted Amounts), other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary hereinherein and for the avoidance of doubt, no such waiver or rescission and annulment shall extend to or shall affect without limiting the manner in which any Default or Event of Default resulting from can be cured, (i) a Default consisting of a failure by the nonpayment Company to send a notice in accordance with this Indenture shall be cured upon delivery of the principal (including the redemption pricesuch notice, if applicable) of, or accrued and unpaid interest on, any Notes or (ii) a default Default in making any payment on (or delivering any other consideration in respect of) any Note shall be cured upon the delivery, in accordance with the terms of this Indenture, of such payment (or other consideration), together, if applicable, with Default Interest thereon, and (iii) a covenant Reporting Event of Default shall be cured at such time as the Company files the applicable report or provision hereof which under Article IX reports that gave rise to such Reporting Event of Default (it being understood that any report that the Base Indenture canCompany files with the Commission through the ▇▇▇▇▇ system (or any successor thereto) shall be deemed to be filed at the time such report is so filed via the ▇▇▇▇▇ system (or such successor)), provided that (x) the cure of any Event of Default shall not be modified or amended without the consent of the Holder invalidate any acceleration of the Notes affected. Notwithstanding any other provision of this Indenture and any provision on account of the NotesEvent of Default arising out of such Default in the event that such acceleration that was properly effected prior to such time as such Event of Default was cured, and (y) the cure of any Reporting Event of Default shall not affect the Company’s valid utilization obligation to pay any Additional Interest that accrues on account of such Reporting Event of Default prior to the time of such cure. In addition, (i) if a Default that is not an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment Event of interest giving rise to Default is cured or waived before such Default would have constituted an Event of Default, then no Event of Default shall result from such Default, and (ii) if an Event of Default is cured or waived before any related notice of acceleration is delivered, such Event of Default shall be deemed cured and the Notes shall not be subject to acceleration on account of such Event of Default. For the avoidance of doubt, nothing in this paragraph or the immediately preceding paragraph shall constitute a waiver of or in any way limit any Holder’s right to institute suit for any damages incurred as a result of the Company’s breach of any covenant under this Indenture even if such breach is subsequently cured.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(j) or Section 6.01(k) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonon, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(j) or Section 6.01(k) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Purchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder consideration due upon conversion of the Notes affected. Notwithstanding any other provision or (iii) a failure to comply with the provisions of this Indenture and any provision of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of DefaultSection 10.02.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may (and the Trustee, at the written request of such Holders, shall) declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonSpecial Interest, if any, on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid Special Interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interestSpecial Interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or any accrued and unpaid interest Special Interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(g) or Section 6.01(h) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and any accrued and unpaid interest thereonSpecial Interest on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes contained to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(g) or Section 6.01(h) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid Special Interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of any accrued and unpaid Special Interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of any accrued and unpaid Special Interest, and on such principal at the then applicable Special Interest rate only and to the extent any Special Interest is payable at such time) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interestSpecial Interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption price, if applicable) of, or any accrued and unpaid interest Special Interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may (and the Trustee, at the written request of such Holders, shall) declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c‎Section 6.01(h) or ‎Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with ‎Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c‎Section 6.01(h) or ‎Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this IndentureIndenture (including, for the avoidance of doubt, any Event of Default resulting from the failure to pay interest, if any, due and payable on any Defaulted Amounts), other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.08‎Section 6.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption price, if applicable) of, or accrued and unpaid interest on, any Notes or (ii) a default in respect of a covenant or provision hereof which under Article IX of the Base Indenture cannot be modified or amended without the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may (and the Trustee, at the written request of such Holders, shall) declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may (and the Trustee, at the written request of such Holders but subject to the provisions of Sections 6.09 and 7.02(h) hereof, shall) declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price, the Optional Repurchase Price and the Change of Control Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c‎Section 6.01(h) or ‎Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with ‎Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c‎Section 6.01(h) or ‎Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit a sum sufficient to pay amounts due to the Trustee pursuant to ‎Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.08‎Section 6.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price, the Repurchase Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or (ii) a default in respect of a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c‎Section 6.01(g) or ‎Section 6.01(h)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with ‎Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may (and the Trustee, at the written request of such Holders, shall) declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c‎Section 6.01(g) or ‎Section 6.01(h) occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.08‎Section 6.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default failure to repurchase any Notes when required or (iii) a failure to pay or deliver, as the case may be, the consideration due upon conversion of the Notes. For the avoidance of doubt, and without limiting the manner in which any Default can be cured, (A) a Default (or Event of Default) consisting of a failure to send a notice in accordance with the terms of this Indenture shall be cured upon the delivery of such notice; (B) a Default (or Event of Default) as a result of a failure to make any payment on (or deliver any other consideration in respect of) any Note shall be cured upon the delivery, in accordance with this Indenture, of such payment (or other consideration) together, if applicable, with Default Interest, if any, thereon; and (C) a Default that is (or, after notice, passage of time or both, would be) an Event of Default in respect of a covenant or provision hereof which under Article IX the Company’s failure to comply with its reporting obligations pursuant to ‎Section 4.06(b) shall be cured upon the filing of the Base Indenture canrelevant report(s) giving rise to such Default; provided that, (x) the cure of any Event of Default shall not be modified or amended without the consent of the Holder invalidate any acceleration of the Notes affected. Notwithstanding on account of such Event of Default that was properly effected prior to such time as such Event of Default was cured and (y) the cure of any other provision Event of this Indenture and any provision Default in respect of the Notes, the Company’s valid utilization of an Optional Deferral Period failure to comply with its reporting obligations pursuant to Article IV Section 4.06(b) shall not constitute affect the Company’s obligation to pay any Additional Interest that accrues prior to the time of such cure. In addition, for the avoidance of doubt, if a default in the payment Default that is not an Event of interest giving rise to Default is cured or waived before such Default would have constituted an Event of Default, then no Event of Default shall result from such Default. Nothing in the immediately preceding two sentences shall constitute a waiver of or in any way limit the Trustee’s or any Holder’s right to institute suit for any damages incurred as a result of the Company’s breach of any covenant under this Indenture even if such breach is subsequently cured.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.02(j) or Section 6.02(k) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Notes then Outstanding Notes determined in accordance with Section 8.04 of the Base Indenture, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonon, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this the Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.02(j) or Section 6.02(k) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06 of the Base Indenture, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this the Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.10, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-then Outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this the Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required, (iii) a covenant failure to pay the Redemption Price, if applicable, or provision hereof which under Article IX of (iv) a failure to pay or deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest interest, if any, on, any Notes Notes, or (ii) a default failure to pay or deliver, as the case may be, the consideration due upon conversion of the Notes. For the avoidance of doubt, and without limiting the manner in respect which any Event of Default or Default can be cured: (a) a failure by the Company to send a notice in accordance with this Indenture other than as set forth in Section 6.01(d) shall be subject to Section 6.01(f) (including the 60-day cure period contained therein), and any related Default shall be deemed cured and shall cease to continue upon delivery of such notice to the applicable recipient prior to (i) the expiration of such 60-day period or (ii) if later, the delivery of a covenant notice of acceleration with respect to such Default, in each case, whether or provision hereof which under Article IX not the events or circumstances that are the subject of such notice have already occurred at the Base Indenture cantime such notice is given; (b) if the Company fails to make any payment of principal or interest on the Notes when due, such Default shall be deemed cured and shall cease to continue upon the making of such payment, together with any accrued interest thereon, prior to (i) the expiration of any applicable grace period with respect to the Default in the relevant payment set forth in Section 6.01 or (ii) if later, the delivery of a notice of acceleration with respect to such Default and (c) a Reporting Event of Default shall be deemed cured and shall cease to continue at such time as the Company files with the Trustee the applicable report or reports that gave rise to such Reporting Event of Default (it being understood that any report that the Company files with the Commission through the ▇▇▇▇▇ system (or any successor thereto) shall be deemed to be filed with the Trustee at the time such report is so filed via the ▇▇▇▇▇ system (or such successor)); provided that (x) the cure of any Event of Default shall not be modified or amended without the consent of the Holder invalidate any acceleration of the Notes affected. Notwithstanding on account of such Event of Default that was properly effected prior to such time as such Event of Default was cured and (y) the cure of any other provision Reporting Event of this Indenture and any provision of the Notes, Default shall not affect the Company’s valid utilization obligation to pay any Additional Interest that accrues prior to the time of an Optional Deferral Period pursuant to Article IV such cure. For the avoidance of doubt, nothing in the immediately preceding sentence shall not constitute a default waiver of or in any way limit any Holder’s right to institute suit for any damages incurred as a result of the payment Company’s breach of interest giving rise to an Event of Defaultany covenant under this Indenture even if subsequently cured.

Acceleration; Rescission and Annulment. If In case one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c5.02(h) or Section 5.02(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 2.09 of the Base Indenture, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonon, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this the Indenture or in the Notes contained to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c5.02(h) or Section 5.02(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to become and shall automatically be due or and payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c). The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes plus one percent at such time) and amounts due to the Trustee pursuant to Section 7.07 of the Base Indenture, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and jurisdiction, (2) any and all existing Events of Default under this the Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.085.10, and (3) all amounts owing to the Trustee shall have been paid, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this the Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and any accrued and unpaid interest thereonSpecial Interest on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid Special Interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interestSpecial Interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price, if applicable) of, or any accrued and unpaid interest Special Interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes may then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may, and the Trustee at the request of such Holders shall, declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonon, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c‎Section 6.01(h) or ‎Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with ‎Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c‎Section 6.01(h) or ‎Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.08‎Section 6.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) • the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest interest, if any, on, any Notes Notes, or (ii) • a default in respect of a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this IndentureIndenture (including, for the avoidance of doubt, the failure to pay interest, if any, due and payable on any Defaulted Amounts), other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to For the contrary hereinavoidance of doubt, no such waiver or rescission and annulment shall extend to or shall affect without limiting the manner in which any Default or Event of Default resulting from can be cured: (i) the nonpayment of the principal (including the redemption price, if applicable) of, or accrued and unpaid interest on, any Notes or (iia) a default failure by the Company to send a notice in respect of a covenant or provision hereof which under Article IX of the Base Indenture cannot be modified or amended without the consent of the Holder of the Notes affected. Notwithstanding any other provision of accordance with this Indenture and any provision related Default (or Event of Default) shall be deemed cured and shall cease to continue upon delivery of such notice to the applicable recipient; (b) if the Company fails to make any payment of principal of or interest on the Notes (or delivery of any other consideration in respect thereof) when due, such Default (or Event of Default) shall be deemed cured and shall cease to continue upon the making of such payment or delivery, as applicable, together with any accrued interest thereon, if applicable; and (c) a Reporting Event of Default shall be deemed cured and shall cease to continue at such time as the Company files the applicable report or reports that gave rise to such Reporting Event of Default (it being understood that any report that the Company files with the Commission through the ▇▇▇▇▇ system (or any successor thereto) will be deemed to be filed with the Trustee at the time such report is so filed via the ▇▇▇▇▇ system (or such successor)); provided that, for the avoidance of doubt, (x) the cure of any Event of Default shall not invalidate any acceleration of the Notes, Notes on account of such Event of Default that was properly effected prior to such time as such Event of Default was cured and (y) the cure of any Reporting Event of Default shall not affect the Company’s valid utilization obligation to pay any Additional Interest that accrues prior to the time of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to such cure. In addition, if an Event of Default is cured or waived before any related notice of acceleration is delivered, such Event of Default shall be deemed cured and the Notes shall not be subject to acceleration on account of such Event of Default. For the avoidance of doubt, nothing in the immediately preceding two sentences shall constitute a waiver of or in any way limit the Trustee’s or any Holder’s right to institute suit for any damages incurred as a result of an Event of Default under this Indenture even if such Event of Default is subsequently cured.

Acceleration; Rescission and Annulment. (a) If one or more Events an Event of Default shall have occurred and be continuing with respect to the Notes, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c))6.01(i) or Section 6.01(j) with respect to the Company) occurs and is continuing, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Notes then Outstanding Notes may declare 100% of the principal amount of all of the Notesof, together with premium, if any, and accrued and unpaid interest thereoninterest, if any, on all the Notes then Outstanding to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) occurs and is continuingor Section 6.01(j) with respect to the Company occurs, neither the Trustee nor the registered Holders 100% of the principal of, premium, if any, and accrued and unpaid interest, if any, on all Notes shall be entitled automatically become immediately due and payable. (b) Notwithstanding anything to declare the principal of the Notes, or accrued or unpaid interest thereon, to be due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified contrary in Section 3.01(c6.02(a). The immediately preceding paragraph, howeverSection 6.04 or any other provision of this Indenture, is subject to the conditions that if, at any time after the principal of of, and accrued and unpaid interest, if any, on, the Notes shall have been so declared due and payablepayable in accordance with Section 6.02(a), and before any judgment or decree of a court of competent jurisdiction for the payment of the monies due shall have been obtained or entered as hereinafter providedobtained, and each of the conditions set forth in the immediately following clauses (i), (ii) and (iii) is satisfied: (i) the Company delivers or deposits with the Trustee the amount of cash sufficient to pay all matured installments of principal and interest upon all the Notes, and the principal of and accrued and unpaid interest, if any, on all Notes which shall have become due otherwise than by acceleration (1with interest on such principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest, at the rate or rates, if any, specified in the Notes to the date of such payment or deposit), and such amount as shall be sufficient to pay the Trustee its compensation and reimburse the Trustee for its reasonable expenses, disbursements and advances (including the fees and expenses of its agents and counsel); (ii) rescission and annulment would not conflict with any judgment or decree of a court of competent jurisdiction and jurisdiction; and (2iii) any and all existing Events of Default under this Indenture, other than the nonpayment non-payment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become became due solely by such because of the acceleration, shall have been cured cured, waived or waived pursuant to Section 3.08, then and in every such case (except otherwise remedied as provided in the immediately succeeding sentence) herein, then, the Holders of a majority in of the aggregate principal amount of the Notes then-then Outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or and Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such (except for any Default shall cease to exist, and any or Event of Default arising therefrom shall be deemed from (a) the Company’s failure to have been cured for every purpose pay principal (including the Fundamental Change Purchase Price or Redemption Price) of, or any interest on, any Notes), (b) the Company’s failure to pay or deliver the Settlement Amounts due upon conversion of any Note within the applicable time period set forth under Section 4.03(a) or (c) the Company’s failure to comply with any provision of this IndentureIndenture the modification of which would require the consent of the Holder of each Outstanding Note affected) and may rescind and annul the declaration of acceleration resulting from such Defaults or Events of Default (except for any Default or Event of Default arising from (x) the Company’s failure to pay principal (including the Fundamental Change Purchase Price or Redemption Price) of, or any interest on, any Notes), (y) the Company’s failure to pay or deliver the Settlement Amounts due upon conversion of any Note within the applicable time period set forth under Section 4.03(a) or (z) the Company’s failure to comply with any provision of this Indenture the modification of which would require the consent of the Holder of each Outstanding Note affected) and their consequences; but provided, that no such waiver rescission or rescission and annulment shall will extend to or shall will affect any subsequent Default or Event of Default, Default or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no on such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption price, if applicable) of, or accrued and unpaid interest on, any Notes or (ii) a default in respect of a covenant or provision hereof which under Article IX of the Base Indenture cannot be modified or amended without the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and any accrued and unpaid interest thereonSpecial Interest on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid Special Interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of any accrued and unpaid Special Interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on such principal at the rate then-applicable Special Interest rate only and to the extent any Special Interest is then payable) and amounts due to the Trustee pursuant to Section 7.07, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interestSpecial Interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption price, if applicable) of, or accrued and unpaid interest Special Interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. (a) If one or more Events an Event of Default shall have occurred and be continuing with respect to the Notes, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c))6.01(i) hereof or Section 6.01(j) hereof with respect to the Company) occurs and is continuing, either and is known to a Responsible Officer of the Trustee, the Trustee by notice to the Company, or the registered Holders of at least 33% of the aggregate twenty-five percent (25%) in principal amount of the then-Notes then Outstanding Notes may by written notice to the Company and the Trustee, may, and the Trustee at the request of such Holders shall, declare one hundred percent (100%) of the principal amount of all of the Notesof, together with premium, if any, and accrued and unpaid interest thereoninterest, if any, on all the Notes then Outstanding to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders one hundred percent (100%) of the principal of, premium, if any, and accrued and unpaid interest, if any, on all Notes shall be entitled automatically become due and payable. (b) Notwithstanding anything to declare the principal contrary herein, the provisions of the Notes, or accrued or unpaid interest thereon, to be due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c6.02(a). The immediately preceding paragraph, however, is are subject to the conditions that if, at any time after the principal of of, and accrued and unpaid interest, if any, on, the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained as herein provided: (i) the Company pays or entered delivers, as hereinafter providedthe case may be, or deposits with the Trustee an amount of cash and the number of Common Shares, if any (solely to settle outstanding conversions), sufficient to pay all matured installments of interest upon all the Notes, all cash and Common Shares, if any, due upon the conversion of any and all converted Notes, and the principal of and accrued and unpaid interest, if any, on all Notes which shall have become due otherwise than by acceleration (1with interest on such principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest, at the rate or rates, if any, specified in the Notes to the date of such payment or deposit), and such amount as shall be sufficient to cover all amounts owing under the Indenture to the Trustee and its agents and counsel; (ii) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and jurisdiction; and (2iii) any and all existing Events of Default under this Indenture, other than the nonpayment non-payment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become became due solely by such because of the acceleration, shall have been cured cured, waived or waived pursuant to Section 3.08, then and in every such case (except otherwise remedied as provided in the immediately succeeding sentence) herein, then, the Holders of a majority in of the aggregate principal amount of the Notes then-then Outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or and Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent (other than a Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or an Event of Default resulting from (i) the nonpayment failure to pay the Fundamental Change Purchase Price or Redemption Price, to pay or deliver, as the case may be, the amount of the principal (including the redemption price, if applicable) ofcash or combination of cash and Common Shares due upon conversion of a Note, or accrued and unpaid interest on, any Notes or (ii) a default in with respect of a to another covenant or provision hereof which under Article IX of the Base Indenture that cannot be modified or amended without the consent of each affected Holder) and may rescind and annul the Holder declaration of acceleration resulting from such Defaults or Events of Default (other than those resulting from the Notes affected. Notwithstanding any other provision failure to pay the Fundamental Change Purchase Price or Redemption Price, to pay or deliver, as the case may be, the amount of this Indenture cash or combination of cash and any Common Shares due upon conversion of a Note, or with respect to another covenant or provision of the NotesIndenture that cannot be modified or amended without the consent of each affected Holder) and their consequences; provided, the Company’s valid utilization of an Optional Deferral Period pursuant however, that no such rescission or annulment will extent to Article IV or will affect any subsequent Default or shall not constitute a default in the payment of interest giving rise to an Event of impair any right consequent on such Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(g) or Section 6.01(h)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 33% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may (and the Trustee, at the written request of such Holders, shall) declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(g) or Section 6.01(h) occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of of, and accrued and unpaid interest, if any, on, all of the Notes, together with accrued and unpaid interest thereon, outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this IndentureIndenture (including, for the avoidance of doubt, the failure to pay interest, if any, due and payable on any Defaulted Amounts), other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary hereinherein and for the avoidance of doubt, no such waiver or rescission and annulment shall extend to or shall affect without limiting the manner in which any Default or Event of Default resulting from can be cured, (i) a Default consisting of a failure by the nonpayment Company to send a notice in accordance with this Indenture shall be cured upon delivery of the principal (including the redemption pricesuch notice, if applicable) of, or accrued and unpaid interest on, any Notes or (ii) a default Default in making any payment on (or delivering any other consideration in respect of) any Note shall be cured upon the delivery, in accordance with the terms of this Indenture, of such payment (or other consideration), together, if applicable, with Default Interest thereon, and (iii) a covenant Reporting Event of Default shall be cured at such time as the Company files the applicable report or provision hereof which under Article IX reports that gave rise to such Reporting Event of Default (it being understood that any report that the Base Indenture canCompany files with the Commission through the ▇▇▇▇▇ system (or any successor thereto) shall be deemed to be filed at the time such report is so filed via the ▇▇▇▇▇ system (or such successor)), provided that (x) the cure of any Event of Default shall not be modified or amended without the consent of the Holder invalidate any acceleration of the Notes affected. Notwithstanding any other provision of this Indenture and any provision on account of the NotesEvent of Default arising out of such Default in the event that such acceleration that was properly effected prior to such time as such Event of Default was cured, and (y) the cure of any Reporting Event of Default shall not affect the Company’s valid utilization obligation to pay any Special Interest that accrues on account of such Reporting Event of Default prior to the time of such cure. In addition, (i) if a Default that is not an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment Event of interest giving rise to Default is cured or waived before such Default would have constituted an Event of Default, then no Event of Default shall result from such Default, and (ii) if an Event of Default is cured or waived before any related notice of acceleration is delivered, such Event of Default shall be deemed cured and the Notes shall not be subject to acceleration on account of such Event of Default. For the avoidance of doubt, nothing in this paragraph or the immediately preceding paragraph shall constitute a waiver of or in any way limit any Holder’s right to institute suit for any damages incurred as a result of the Company’s breach of any covenant under this Indenture even if such breach is subsequently cured.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c‎Section 6.01(h) or ‎Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with ‎Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c‎Section 6.01(h) or ‎Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.08‎Section 6.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to redeem or repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.02(h) or Section 6.02(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Notes then Outstanding Notes determined in accordance with Section 8.04 of the Base Indenture, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonon, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this the Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.02(h) or Section 6.02(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06 of the Base Indenture, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this the Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.10, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-then Outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this the Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price and the Redemption Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or NY\7714988.8 governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonon, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes plus one percent at such time) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and any accrued and unpaid interest thereonSpecial Interest on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid Special Interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid Special Interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of any accrued and unpaid Special Interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and any accrued and unpaid interestSpecial Interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes (except with respect to any continuing defaults relating to nonpayment of principal or Special Interest or with respect to the failure to deliver the consideration due upon conversion) and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price or the Redemption Price, if applicable) of, or any accrued and unpaid interest Special Interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes. For the avoidance of doubt, and without limiting the manner in which any Default can be cured, (a) any failure by the Company to provide any notice (other than a notice referred to in Section 6.01(d)) shall be subject to Section 6.01(f) (including the 60-day cure period contained therein), and any related Default shall be deemed cured upon delivery of such notice whether or not the events or circumstances that are the subject of such notice have already occurred at the time such notice is given, (b) a Default in making any payment on (or delivering any other consideration in respect of) any Note will be cured upon the delivery, in accordance with the terms of this Indenture, of such payment (or other consideration) together, if applicable, with any Special Interest thereon, and (C) a Default that is (or, after notice or passage of time or both, would be) an Event of Default relating to the failure to comply with the Company’s valid utilization reporting obligations in accordance with Section 6.03 will be cured upon the filing of an Optional Deferral Period pursuant the relevant report(s) that were required to Article IV shall not constitute a default in the payment of interest giving be filed and gave rise to such Default. In addition, for the avoidance of doubt, (i) if a Default that is not an Event of Default is cured or waived before such Default would have constituted an Event of Default, then no Event of Default will result from such Default, and (ii) if an Event of Default is cured or waived before any related notice of acceleration is delivered, such Event of Default shall be deemed cured and the Notes shall not be subject to acceleration on account of such Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c‎Section 6.01(i) or ‎Section 6.01(j) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with ‎Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and any accrued and unpaid interest thereonSpecial Interest on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes contained to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c‎Section 6.01(i) or ‎Section 6.01(j) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid Special Interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of any accrued and unpaid Special Interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of any accrued and unpaid Special Interest, and on such principal at the rate of Special Interest, if any, borne by the Notes at such time) and amounts due to the Trustee pursuant to ‎Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interestSpecial Interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.08‎Section 6.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or any accrued and unpaid interest Special Interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest interest, if any, on, any Notes Notes, or (ii) a default in respect of a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes. For the avoidance of doubt, and without limiting the Company’s valid utilization manner in which any Default can be cured, (A) any failure by the Company to provide any notice (other than a notice referred to in Section 6.01(d)) shall be subject to Section 6.01(f) (including the 60-day cure period contained therein), and any related Default or Event of Default shall be deemed cured upon the sending of such notice whether or not the events or circumstances that are the subject of such notice have already occurred at the time such notice is given, (B) a Default in making any payment on (or delivering any other consideration in respect of) any Note will be cured upon the delivery, in accordance with the terms of this Indenture, of such payment (or other consideration) together, if applicable, with any interest thereon, and (C) a Default that is (or, after notice or passage of time or both, would be) an Optional Deferral Period pursuant Event of Default relating to Article IV shall not constitute a default the failure to comply with our reporting obligations in accordance with Section 6.03 will be cured upon the payment filing of interest giving the relevant report(s) that were required to be filed and gave rise to such Default. In addition, for the avoidance of doubt, (i) if a Default that is not an Event of Default is cured or waived before such Default would have constituted an Event of Default, then no Event of Default will result from such Default, and (ii) if an Event of Default is cured or waived before any related notice of acceleration is delivered, such Event of Default shall be deemed cured and the Notes shall not be subject to acceleration on account of such Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes may then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may, and the Trustee at the request of such Holders shall, declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonon, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX deliver, as the case may be, the consideration due upon conversion of the Base Indenture cannot Notes. For the avoidance of doubt, and without limiting the manner in which any Default can be modified or amended without cured: (a) a failure by the consent of the Holder of the Notes affected. Notwithstanding any other provision of Company to send a notice in accordance with this Indenture and any provision related Default (or Event of Default) shall be deemed cured and shall cease to continue upon delivery of such notice to the applicable recipient; (b) if the Company fails to make any payment of principal of or interest on the Notes (or delivery of any other consideration in respect thereof) when due, such Default (or Event of Default) shall be deemed cured and shall cease to continue upon the making of such payment or delivery, as applicable, together with any accrued interest thereon, if applicable; and (c) a Reporting Event of Default shall be deemed cured and shall cease to continue at such time as the Company files the applicable report or reports that gave rise to such Reporting Event of Default (it being understood that any report that the Company files with the Commission through the ▇▇▇▇▇ system (or any successor thereto) will be deemed to be filed with the Trustee at the time such report is so filed via the ▇▇▇▇▇ system (or such successor)); provided that, for the avoidance of doubt, (x) the cure of any Event of Default shall not invalidate any acceleration of the Notes, Notes on account of such Event of Default that was properly effected prior to such time as such Event of Default was cured and (y) the cure of any Reporting Event of Default shall not affect the Company’s valid utilization obligation to pay any Additional Interest that accrues prior to the time of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to such cure. In addition, if an Event of Default is cured or waived before any related notice of acceleration is delivered, such Event of Default shall be deemed cured and the Notes shall not be subject to acceleration on account of such Event of Default. For the avoidance of doubt, nothing in the immediately preceding two sentences shall constitute a waiver of or in any way limit the Trustee’s or any Holder’s right to institute suit for any damages incurred as a result of an Event of Default under this Indenture even if such Event of Default is subsequently cured.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(f) or Section 6.01(g)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3330% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may (and the Trustee, at the written request of such Holders, shall) declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(f) or Section 6.01(g) occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon exchange of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of of, and accrued and unpaid interest, if any, on, all of the Notes, together with accrued and unpaid interest thereon, outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this IndentureIndenture (including, for the avoidance of doubt, the failure to pay interest, if any, due and payable on any Defaulted Amounts), other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary hereinherein and for the avoidance of doubt, no such waiver or rescission and annulment shall extend to or shall affect without limiting the manner in which any Default or Event of Default resulting from can be cured, (i) a Default consisting of a failure by the nonpayment Company to send a notice in accordance with this Indenture shall be cured upon delivery of the principal (including the redemption pricesuch notice, if applicable) of, or accrued and unpaid interest on, any Notes or (ii) a default Default in making any payment on (or delivering any other consideration in respect of) any Note shall be cured upon the delivery, in accordance with the terms of this Indenture, of such payment (or other consideration), together, if applicable, with Default Interest thereon, and (iii) a covenant Reporting Event of Default shall be cured at such time as the Company files the applicable report or provision hereof which under Article IX reports that gave rise to such Reporting Event of Default (it being understood that any report that the Base Indenture canCompany files with the Commission through the ▇▇▇▇▇ system (or any successor thereto) shall be deemed to be filed at the time such report is so filed via the ▇▇▇▇▇ system (or such successor)), provided that (x) the cure of any Event of Default shall not be modified or amended without the consent of the Holder invalidate any acceleration of the Notes affected. Notwithstanding any other provision of this Indenture and any provision on account of the NotesEvent of Default arising out of such Default in the event that such acceleration that was properly effected prior to such time as such Event of Default was cured, and (y) the cure of any Reporting Event of Default shall not affect the Company’s valid utilization 's obligation to pay any Additional Interest that accrues on account of such Reporting Event of Default prior to the time of such cure. In addition, (i) if a Default that is not an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment Event of interest giving rise to Default is cured or waived before such Default would have constituted an Event of Default, then no Event of Default shall result from such Default, and (ii) if an Event of Default is cured or waived before any related notice of acceleration is delivered, such Event of Default shall be deemed cured and the Notes shall not be subject to acceleration on account of such Event of Default; provided that a Termination of Trading Event of Default may only be cured as provided in Section 6.12. For the avoidance of doubt, nothing in this paragraph or the immediately preceding paragraph shall constitute a waiver of or in any way limit any Holder's right to institute suit for any damages incurred as a result of the Company's breach of any covenant under this Indenture even if such breach is subsequently cured.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Notes then Outstanding Notes determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonon, all the Notes then Outstanding to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, the Company shall pay or shall deposit with the Trustee a sum sufficient to pay installments of accrued and unpaid interest upon all Notes and the principal of any and all Notes that shall have become due otherwise than by acceleration (with interest on overdue installments of accrued and unpaid interest to the extent that payment of such interest is enforceable under applicable law, and on such principal at the rate borne by the Notes at such time) and amounts due to the Trustee pursuant to Section 7.06, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-then Outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; , but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price and the Redemption Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest interest, if any, on, any Notes Notes, or (ii) a default in respect of a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes. For the avoidance of doubt, any failure by the Company to provide any notice under this Indenture other than as set forth in Section 6.01(d) shall be subject to Section 6.01(f) (including the 60-day cure period contained therein), and any related Default or Event of Default shall be deemed cured upon delivery of such notice to the applicable recipient prior to (i) the expiration of such 60-day period provided for in Section 6.01(f) or (ii) if later, the Company’s valid utilization delivery of an Optional Deferral Period pursuant a notice of acceleration with respect to Article IV shall not constitute a default in the payment of interest giving rise to an such Event of Default, in each case, whether or not the events or circumstances that are the subject of such notice have already occurred at the time such notice is given.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonon, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been become so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled immediately due and payable. For the avoidance of doubt, and without limiting the manner in which any Default can be cured, (A) any failure by the Company to declare provide any notice under this Indenture other than as set forth in Section 6.01(d) shall be subject to Section 6.01(f) (including the principal 60-day cure period contained therein), and any related Default or Event of Default shall be deemed cured upon the Notessending of such notice, whether or accrued not the events or unpaid circumstances that are the subject of such notice have already occurred at the time such notice is given, (B) a Default in making any payment on (or delivering any other consideration in respect of) any Note shall be cured upon the delivery, in accordance with Section 2.03 and the terms of this Indenture, of such payment (or other consideration) together, if applicable, with any interest thereon, to be due and (C) a Default that is (or, after notice or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence passage of time or both, would be) an Event of Default specified relating to the failure by the Company to comply with its reporting obligations in accordance with Section 3.01(c)4.06(b) shall be cured upon the filing of the relevant report(s) that were required to be filed and gave rise to such Default. In addition, for the avoidance of doubt, (i) if a Default that is not an Event of Default is cured or waived before such Default would have constituted an Event of Default, then no Event of Default shall result from such Default, and (ii) if an Event of Default is cured or waived before any related notice of acceleration is delivered, such Event of Default shall be deemed cured and the Notes shall not be subject to acceleration on account of such Default. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price and the Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c‎Section 6.01(h) or ‎Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with ‎Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may (and the Trustee, at the written request of such Holders, shall) declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c‎Section 6.01(h) or ‎Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.08‎Section 6.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the outstanding Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) or Section 6.01(j) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this IndentureIndenture (including, for the avoidance of doubt, the failure to pay interest, if any, due and payable on any Defaulted Amounts), other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything For the avoidance of doubt, and without limiting the manner in which any Event of Default or Default can be cured, (a) a Default (and any Event of Default arising therefrom) consisting of a failure to send a notice in accordance with the contrary hereinprovisions herein will be cured and shall cease to continue upon the sending of such notice; (b) a Default (and any Event of Default arising therefrom) in making any payment on (or delivering any other consideration in respect of) any Note will be cured and shall cease to continue upon the delivery of such payment (or other consideration) together, no if applicable, with default interest thereon; and (c) a Default in the Company’s obligations as set forth in Section 4.06(b) (and any Reporting Event of Default arising therefrom) will be cured and shall cease to continue upon the filing of the relevant report(s) giving rise to such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default; provided that, for the avoidance of doubt and in each case, the cure of any Event of Default resulting from (i) the nonpayment of the principal (including the redemption price, if applicable) of, or accrued and unpaid interest on, shall not invalidate any Notes or (ii) a default in respect of a covenant or provision hereof which under Article IX of the Base Indenture cannot be modified or amended without the consent of the Holder acceleration of the Notes affected. Notwithstanding any other provision on account of this Indenture and any provision of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an such Event of DefaultDefault that was properly effected in accordance with the terms herein prior to such time as such Event of Default was cured.

Acceleration; Rescission and Annulment. (a) If one or more Events an Event of Default shall have occurred and be continuing with respect to the Notes, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c))6.01(i) or Section 6.01(j) with respect to the Company) occurs and is continuing, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Notes then Outstanding Notes may declare 100% of the principal amount of all of the Notesof, together with premium, if any, and accrued and unpaid interest thereoninterest, if any, on all the Notes then Outstanding to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(i) occurs and is continuingor Section 6.01(j) with respect to the Company occurs, neither the Trustee nor the registered Holders 100% of the principal of, premium, if any, and accrued and unpaid interest, if any, on all Notes shall be entitled automatically become immediately due and payable. (b) Notwithstanding anything to declare the principal of the Notes, or accrued or unpaid interest thereon, to be due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified contrary in Section 3.01(c6.02(a). The immediately preceding paragraph, howeverSection 6.04 or any other provision of this Indenture, is subject to the conditions that if, at any time after the principal of of, and accrued and unpaid interest, if any, on, the Notes shall have been so declared due and payablepayable in accordance with Section 6.02(a), and before any judgment or decree of a court of competent jurisdiction for the payment of the monies due shall have been obtained or entered as hereinafter providedobtained, and each of the conditions set forth in the immediately following clauses (i), (ii) and (iii) is satisfied: (i) the Company delivers or deposits with the Trustee the amount of cash sufficient to pay all matured installments of principal and interest upon all the Notes, and the principal of and accrued and unpaid interest, if any, on all Notes which shall have become due otherwise than by acceleration (1with interest on such principal and, to the extent that payment of such interest is enforceable under applicable law, on overdue installments of interest, at the rate or rates, if any, specified in the Notes to the date of such payment or deposit), and such amount as shall be sufficient to pay the Trustee its compensation and reimburse the Trustee for its reasonable expenses, disbursements and advances (including the fees and expenses of its agents and counsel); (ii) rescission and annulment would not conflict with any judgment or decree of a court of competent jurisdiction and jurisdiction; and (2iii) any and all existing Events of Default under this Indenture, other than the nonpayment non-payment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become became due solely by such because of the acceleration, shall have been cured cured, waived or waived pursuant to Section 3.08, then and in every such case (except otherwise remedied as provided in the immediately succeeding sentence) herein, then, the Holders of a majority in of the aggregate principal amount of the Notes then-then Outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or and Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such (except for any Default shall cease to exist, and any or Event of Default arising therefrom shall be deemed from (a) the Company’s failure to have been cured for every purpose pay principal (including the Fundamental Change Purchase Price) of, or any interest on, any Notes), (b) the Company’s failure to pay or deliver the Settlement Amounts due upon conversion of any Note within the applicable time period set forth under Section 4.03(a) or (c) the Company’s failure to comply with any provision of this IndentureIndenture the modification of which would require the consent of the Holder of each Outstanding Note affected) and may rescind and annul the declaration of acceleration resulting from such Defaults or Events of Default (except for any Default or Event of Default arising from (x) the Company’s failure to pay principal (including the Fundamental Change Purchase Price) of, or any interest on, any Notes), (y) the Company’s failure to pay or deliver the Settlement Amounts due upon conversion of any Note within the applicable time period set forth under Section 4.03(a) or (z) the Company’s failure to comply with any provision of this Indenture the modification of which would require the consent of the Holder of each Outstanding Note affected) and their consequences; but provided, that no such waiver rescission or rescission and annulment shall will extend to or shall will affect any subsequent Default or Event of Default, Default or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no on such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption price, if applicable) of, or accrued and unpaid interest on, any Notes or (ii) a default in respect of a covenant or provision hereof which under Article IX of the Base Indenture cannot be modified or amended without the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect to the Notescontinuing, then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may (and the Trustee, at the written request of such Holders, shall) declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereonSpecial Interest, if any, on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(h) or Section 6.01(i) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid Special Interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interestSpecial Interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceFundamental Change Repurchase Price, if applicable) of, or any accrued and unpaid interest Special Interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.

Acceleration; Rescission and Annulment. If one or more Events of Default shall have occurred and be continuing with respect (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to the Notesany judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body), then, and in each and every such case (other than an Event of Default specified in Section 3.01(c6.01(j) or Section 6.01(k) with respect to the Company)), unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the registered Holders of at least 3325% of the in aggregate principal amount of the then-Outstanding Notes then outstanding determined in accordance with Section 8.04, by notice in writing to the Company (and to the Trustee if given by Holders), may (and the Trustee, at the written request of such Holders but subject to the provisions of Sections 6.09 and 7.02(h) hereof, shall) declare 100% of the principal amount of all of the Notesof, together with and accrued and unpaid interest thereoninterest, if any, on, all the Notes to be due and payable immediately, and upon any such declaration the same shall become and shall automatically be immediately due and payable, anything contained in this Indenture or in the Notes to the contrary notwithstanding. If an Event of Default specified in Section 3.01(c6.01(j) or Section 6.01(k) with respect to the Company occurs and is continuing, neither the Trustee nor the registered Holders 100% of the principal of, and accrued and unpaid interest, if any, on, all Notes shall become and shall automatically be entitled to declare the principal of the Notes, or accrued or unpaid interest thereon, to be immediately due or payable immediately; provided that the Trustee and the Holders may exercise the other rights and remedies available under this Indenture and under applicable law upon the occurrence of an Event of Default specified in Section 3.01(c)payable. The immediately preceding paragraph, however, is subject to the conditions that if, at any time after the principal of the Notes shall have been so declared due and payable, and before any judgment or decree for the payment of the monies due shall have been obtained or entered as hereinafter provided, and if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) any and all existing Events of Default under this Indenture, other than the nonpayment of the principal of and accrued and unpaid interest, if any, on the Notes that shall have become due solely by such acceleration, shall have been cured or waived pursuant to Section 3.086.09, then and in every such case (except as provided in the immediately succeeding sentence) the Holders of a majority in aggregate principal amount of the Notes then-Outstandingthen outstanding, by written notice to the Company and to the Trustee, may waive all Defaults or Events of Default with respect to the Notes and rescind and annul such declaration and its consequences and such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent Default or Event of Default, or shall impair any right consequent thereon. Notwithstanding anything to the contrary herein, no such waiver or rescission and annulment shall extend to or shall affect any Default or Event of Default resulting from (i) the nonpayment of the principal (including the redemption priceRedemption Price, the Optional Repurchase Price and the Change of Control Repurchase Price, if applicable) of, or accrued and unpaid interest on, any Notes or Notes, (ii) a default in respect of failure to repurchase any Notes when required or (iii) a covenant failure to pay or provision hereof which under Article IX of deliver, as the Base Indenture cannot be modified or amended without case may be, the consent of the Holder of the Notes affected. Notwithstanding any other provision of this Indenture and any provision consideration due upon conversion of the Notes, the Company’s valid utilization of an Optional Deferral Period pursuant to Article IV shall not constitute a default in the payment of interest giving rise to an Event of Default.