Common use of Limitation on Suits Clause in Contracts

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a written request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No A Holder may pursue not institute any remedy proceeding, judicial or otherwise, with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal ofNotes, or for the Redemption Price appointment of a receiver or Fundamental Change Repurchase Price fortrustee, or interest on, for any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5)other remedy hereunder, unless: (Ai) such the Holder has previously delivered to given the Trustee written notice that an of a continuing Event of Default is continuingDefault; (Bii) the Holders of at least twenty five percent (25%) % in aggregate principal amount of the outstanding Notes then outstanding deliver shall have made a written request to the Trustee to pursue such remedy; (Ciii) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity reasonably satisfactory to the Trustee against any losscosts, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (Div) the Trustee does not comply with such the request within sixty (60) calendar 60 days after its receipt of such the request and such the offer of security or indemnity; and (Ev) during such sixty (60) calendar -day period, the Holders of a majority in aggregate principal amount of the outstanding Notes then outstanding do not deliver to give the Trustee a direction that is inconsistent with such the request. For purposes of Section 6.05 of this Indenture and this Section 6.06, the Trustee shall comply with TIA Section 316(a) in making any determination of whether the Holders of the required aggregate principal amount of outstanding Notes have concurred in any request or direction of the Trustee to pursue any remedy available to the Trustee or the Holders with respect to this Indenture or the Notes or otherwise under the law. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another such other Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Except with respect to any proceeding instituted in accordance with Section 6.07, a Holder may pursue shall not have any remedy right to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal ofIndenture, or for the Redemption Price appointment of a receiver or Fundamental Change Repurchase Price fora trustee, or interest on, for any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), other remedy under this Indenture unless: (Aa) such Holder has previously delivered to shall have given the Trustee written notice that an of a continuing Event of Default is continuingDefault; (Bb) the Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes Securities then outstanding deliver shall have made a written request to the Trustee to pursue institute such remedyaction, suit or proceeding in its own name as Trustee hereunder; (Cc) such Holder or Holders offer and, shall have offered and if requested, provide provided to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to or of the Trustee that may result from the Trustee’s following in connection with pursuing such request;remedy; and (Dd) the Trustee does not shall have failed to comply with such the request within for sixty (60) calendar days after its receipt of such notice, request and such offer of security or indemnity; and (E) , and during such sixty (60) calendar day period, the Holders of a majority in aggregate principal amount of the Notes Securities then outstanding do have not deliver to given the Trustee a direction that is inconsistent with such the request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Holder (it being understood that the Trustee will does not have no an affirmative duty to determine ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders). A Holder shall have the right to not enforce any Holder’s use of right under this Indenture complies with except in the preceding sentencemanner herein.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price or Redemption Price for, or any interest on, any Notes; or (y) the Company’s obligations to convert Convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price, Optional Repurchase Price or Redemption Price for, or interest on, or any Acceleration Premium for, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder ▇▇▇▇▇▇ has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five fifty percent (2550%) in aggregate principal amount of the number of Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the number of Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No (a) Except to enforce the right to receive payment of principal, premium (if any) or interest when due, a Holder may not pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (Ai) such Holder has previously delivered to given the Trustee written notice stating that an Event of Default is continuing; (Bii) the Holders of at least twenty five percent (25%) 25.0% in aggregate principal amount of the outstanding Notes then outstanding deliver make a written request to the Trustee to pursue such the remedy; (Ciii) such Holder or Holders offer and, if requested, provide to the Trustee security and or indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (Div) the Trustee does not comply with such the request within sixty (60) calendar 90 days after its receipt of such the request and such the offer of security or indemnityindemnity reasonably satisfactory to the Trustee; and (Ev) during such sixty (60) calendar day period, the Holders of a majority in aggregate principal amount of the outstanding Notes then outstanding do not deliver to give the Trustee a direction that is inconsistent with the request during such request. 90-day period. (b) A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty In the event that the Definitive Notes are not issued to determine whether any Holderbeneficial owner promptly after the Registrar has received a request from the Holder of a Global Note to issue such Definitive Notes to such beneficial owner of its nominee, the Company expressly agrees and acknowledges, with respect to the right of any Holder to pursue a remedy pursuant to this Indenture, the right of such beneficial holder of Notes to pursue such remedy with respect to the portion of the Global Note that represents such beneficial holder’s use of this Indenture complies with the preceding sentenceNotes as if such Definitive Notes had been issued.

Limitation on Suits. No Holder may pursue shall have any remedy right to institute any proceeding with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, any Note or the Redemption Price Guarantee or Fundamental Change Repurchase Price for, for any remedy hereunder or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5)thereunder, unless: (A1) such the Holder has previously delivered to gives the Trustee written notice that an of a continuing Event of Default is continuingDefault; (B2) the Holders of at least twenty five percent (25%) % in aggregate principal amount of the outstanding Notes then outstanding deliver make a written request to the Trustee to pursue such the remedy; (C3) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any losscosts, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (D4) the Trustee does not comply with such the request within sixty (60) calendar 60 days after its receipt of such the request and such the offer of security or indemnity; and (E5) during such sixty (60) calendar -day period, the Holders of a majority in aggregate principal amount of the outstanding Notes then outstanding do not deliver to give the Trustee a direction that is inconsistent with such the request. A However, such limitations do not apply to the right of any Holder of a Note to receive payment of the principal of, premium, if any, interest or Additional Amounts, if any, on, such Note or to bring suit for the enforcement of any such payment on or after the due date expressed in the Notes, which right shall not be impaired or affected without the consent of the Holder. A Holder may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another such other Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest interest, if any, on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Any other provision of the Indenture to the contrary notwithstanding, a Holder of Notes may pursue any a remedy with respect to this the Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unlessother Transaction Document only if: (Aa) such Holder has previously delivered the Noteholder gives to the Trustee Trustee, the Control Party and the Controlling Class Representative written notice that an of a continuing Event of Default is continuingDefault; (Bb) Holders the Noteholders of at least twenty five percent (25%) in % of the aggregate principal amount of the all then Outstanding Notes then outstanding deliver make a written request to the Trustee Trustee, the Control Party and the Controlling Class Representative to pursue such the remedy; (Cc) such Holder Noteholder or Holders Noteholders offer and, if requested, provide to the Trustee security Trustee, the Control Party and the Controlling Class Representative indemnity satisfactory to the Trustee Trustee, the Control Party and the Controlling Class Representative against any loss, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (Dd) the Trustee does not comply with such the request within sixty (60) calendar days after its receipt of such the request and such the offer and, if requested, the provision of security or indemnity; andindemnity reasonably satisfactory to it; (Ee) during such sixty (60) calendar day period, Holders the Majority of a majority in aggregate principal amount of the Notes then outstanding Senior Noteholders do not deliver to give the Trustee a direction that is inconsistent with the request; and (f) the Control Party (at the direction of the Controlling Class Representative) has consented to the pursuit of such requestremedy. A Holder of a Note Noteholder may not use this the Indenture or any other Transaction Document to prejudice the rights of another Holder Noteholder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentenceNoteholder.

Limitation on Suits. No Any other provision of the Indenture to the contrary notwithstanding, a Holder of Notes may pursue any a remedy with respect to this the Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unlessother Transaction Document only if: (Aa) such Holder has previously delivered the Noteholder gives to the Trustee Trustee, the Control Party and the Controlling Class Representative written notice that an of a continuing Event of Default is continuingDefault; (Bb) Holders the Noteholders of at least twenty five percent (25%) in aggregate principal amount % of the Aggregate Outstanding Principal Amount of all then Outstanding Notes then outstanding deliver make a written request to the Trustee Trustee, the Control Party and the Controlling Class Representative to pursue such the remedy; (Cc) such Holder Noteholder or Holders Noteholders offer and, if requested, provide to the Trustee security Trustee, the Control Party and the Controlling Class Representative an indemnity satisfactory to the Trustee Trustee, the Control Party and the Controlling Class Representative against any loss, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (Dd) the Trustee does not comply with such the request within sixty (60) calendar days after its receipt of such the request and such the offer and, if requested, the provision of security or indemnity; andindemnity reasonably satisfactory to it; (Ee) during such sixty (60) calendar day period, Holders the Majority of a majority in aggregate principal amount of the Notes then outstanding Senior Noteholders do not deliver to give the Trustee a direction that is inconsistent with the request; and (f) the Control Party (acting at the direction of the Controlling Class Representative) has consented to the pursuit of such requestremedy. A Holder of a Note Noteholder may not use this the Indenture or any other Transaction Document to prejudice the rights of another Holder Noteholder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentenceNoteholder.

Limitation on Suits. No Any other provision of the Indenture to the contrary notwithstanding, a Holder of Notes may pursue any a remedy with respect to this the Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unlessother Transaction Document only if: (Aa) such Holder has previously delivered the Noteholder gives to the Trustee Trustee, the Control Party and the Controlling Class Representative written notice that an of a continuing Event of Default is continuingDefault; (Bb) Holders the Noteholders of at least twenty five percent (25%) in % of the aggregate principal amount of the all then Outstanding Notes then outstanding deliver make a written request to the Trustee Trustee, the Control Party and the Controlling Class Representative to pursue such the remedy; (Cc) such Holder Noteholder or Holders Noteholders offer and, if requested, provide to the Trustee security Trustee, the Control Party and the Controlling Class Representative an indemnity satisfactory to the Trustee Trustee, the Control Party and the Controlling Class Representative against any loss, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (Dd) the Trustee does not comply with such the request within sixty (60) calendar days after its receipt of such the request and such the offer and, if requested, the provision of security or indemnity; andindemnity reasonably satisfactory to it; (Ee) during such sixty (60) calendar day period, Holders the Majority of a majority in aggregate principal amount of the Notes then outstanding Senior Noteholders do not deliver to give the Trustee a direction that is inconsistent with the request; and (f) the Control Party (at the direction of the Controlling Class Representative) has consented to the pursuit of such requestremedy. A Holder of a Note Noteholder may not use this the Indenture or any other Transaction Document to prejudice the rights of another Holder Noteholder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentenceNoteholder.

Limitation on Suits. No Subject to the provisions of Section 6.7 hereof, no Holder of a Note may pursue any remedy with respect to this Indenture or the Notes (except including without limitation the institution of any proceeding, judicial or otherwise, with respect to enforce (xthe Notes or this Indenture or for the appointment of a receiver or trustee for the Company and/or any of its Subsidiaries) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (Aa) such the Holder has previously delivered given to the Trustee written notice that an of a continuing Event of Default is continuingDefault; (Bb) the Holders of at least twenty five percent (25%) % in aggregate principal amount of the Notes then outstanding deliver have made a written request to the Trustee to pursue such the remedy; (Cc) such Holder or Holders offer and, if requested, have offered to provide to the Trustee security and indemnity reasonably satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (Dd) the Trustee does has not comply complied with such the request within sixty (60) 60 calendar days after its receipt of such the request and such the offer of security or indemnity; and (Ee) during such sixty (60) calendar -day period, the Holders of a majority in aggregate principal amount of the Notes then outstanding do have not deliver to given the Trustee a direction that which, in the opinion of the Trustee, is inconsistent with such the request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder of a Note or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use Holder of this Indenture complies with the preceding sentencea Note.

Limitation on Suits. No Holder may pursue any remedy with respect to this the Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this the Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this the Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price or Redemption Price for, or any interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Subject to Article 10 hereof, if an Event of Default occurs and is continuing, the Trustee will be under no obligation to exercise any of the rights or powers under this Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to it against any loss, liability or expense. Except to enforce the right to receive payment of principal (including the payment of the Fundamental Change Repurchase Price and Redemption Price, if applicable), Additional Amounts or interest when due, or the right to receive payment or delivery of the Exchange Consideration, no Holder may pursue any remedy with respect to this the Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (Aa) such Holder has previously delivered to given the Trustee written notice that an Event of Default has occurred and is continuing; (Bb) Holders of at least twenty five percent (25%) in % of the aggregate principal amount of the Notes then outstanding Notes deliver a request to the Trustee a written request that the Trustee pursue a remedy with respect to pursue such remedyEvent of Default; (Cc) such Holder or Holders offer have offered and, if requested, provide provided to the Trustee security and or indemnity satisfactory to the Trustee against any loss, liability or other expense to the Trustee that may result from the Trustee’s following of compliance with such written request; (Dd) the Trustee does has not comply complied with such written request within sixty (60) calendar 60 days after its receipt of such written request and such offer of security or indemnity; and (Ee) during such sixty (60) calendar -day period, the Holders of a majority in of the aggregate principal amount of the Notes then outstanding do Notes did not deliver to the Trustee a direction that is inconsistent with such written request. A Holder of a Note may not use this Indenture to prejudice the rights of another any other Holder or to obtain a preference or priority over another any other Holder. The , it being understood that the Trustee will does not have no any affirmative duty to determine ascertain whether any Holder’s use usage of this Indenture complies with the preceding sentenceby a Holder is unduly prejudicial to such other Holders.

Limitation on Suits. No Any other provision of the Indenture to the contrary notwithstanding, a Holder of Notes may pursue any a remedy with respect to this the Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unlessother Related Document only if: (Aa) such Holder has previously delivered the Noteholder gives to the Trustee Trustee, the Control Party and the Controlling Class Representative written notice that an of a continuing Event of Default is continuingDefault; (Bb) Holders the Noteholders of at least twenty five percent (25%) in aggregate principal amount % of the aggregate Principal Amount of all then Outstanding Notes then outstanding deliver make a written request to the Trustee Trustee, the Control Party and the Controlling Class Representative to pursue such the remedy; (Cc) such Holder Noteholder or Holders Noteholders offer and, if requested, provide to the Trustee security Trustee, the Control Party and the Controlling Class Representative indemnity satisfactory to the Trustee Trustee, the Control Party and the Controlling Class Representative against any loss, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (Dd) the Trustee does not comply with such the request within sixty (60) calendar days after its receipt of such the request and such the offer and, if requested, the provision of security or indemnity; andindemnity reasonably satisfactory to it; (Ee) during such sixty (60) calendar day period, Holders period the Majority of a majority in aggregate principal amount of the Notes then outstanding Senior Noteholders do not deliver to give the Trustee a direction that is inconsistent with the request; and (f) the Control Party (at the direction of the Controlling Class Representative) has consented to the pursuit of such requestremedy. A Holder of a Note Noteholder may not use this the Indenture or any other Related Document to prejudice the rights of another Holder Noteholder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentenceNoteholder.

Limitation on Suits. No A Holder may pursue not institute any remedy proceeding, judicial or otherwise, with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal ofNotes, or for the Redemption Price appointment of a receiver or Fundamental Change Repurchase Price fortrustee, or interest on, for any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5)other remedy hereunder, unless: (A1) such the Holder has previously delivered to given the Trustee written notice that an of a continuing Event of Default is continuingDefault; (B2) the Holders of at least twenty five percent (25%) % in aggregate principal amount of the outstanding Notes then outstanding deliver shall have made a written request to the Trustee to pursue such remedy; (C3) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any losscosts, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (D4) the Trustee does not comply with such the request within sixty (60) calendar 60 days after its receipt of such the request and such the offer of security or indemnity; and (E5) during such sixty (60) calendar -day period, the Holders of a majority in aggregate principal amount of the outstanding Notes then outstanding do not deliver to give the Trustee a direction that is inconsistent with such the request. For purposes of Section 6.05 of this Indenture and this Section 6.06, the Trustee shall comply with TIA Section 316(a) in making any determination of whether the Holders of the required aggregate principal amount of outstanding Notes have concurred in any request or direction of the Trustee to pursue any remedy available to the Trustee or the Holders with respect to this Indenture or the Notes or otherwise under the law. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another such other Holder. The Trustee will have no duty to determine whether shall mail all Holders any Holder’s use of notice it receives from Holders under this Indenture complies with the preceding sentenceSection 6.06.

Limitation on Suits. No Subject to Section 7.01, in case an Event of Default occurs and is continuing, the Trustee will be under no obligation to exercise any of the rights or powers under this Indenture at the request or direction of any Holders of Notes unless such Holders have offered to the Trustee an indemnity or security satisfactory to the Trustee against any loss, liability or expense. Except to enforce the right to receive payment of principal, interest or premium when due, no Holder of a Note may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A1) such Holder has previously delivered to given the Trustee notice that an Event of Default is continuing; (B2) Holders of at least twenty five percent (25%) % in aggregate principal amount of the Notes then outstanding deliver a request to Notes have requested the Trustee to pursue such the remedy; (C3) such Holder or Holders offer and, if requested, provide to have offered the Trustee security and or indemnity reasonably satisfactory to the Trustee it against any loss, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (D4) the Trustee does has not comply complied with such request within sixty (60) calendar 60 days after its the receipt of such the request and such the offer of security or indemnityindemnity against the costs, expenses and liabilities to be incurred in compliance with such request; and (E5) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do Notes have not deliver to given the Trustee a direction that is inconsistent with such requestrequest within such 60-day period. A Holder of a Note may not use this Indenture to affect, disturb or prejudice the rights of another Holder of a Note or to seek to obtain a preference or priority over another Holder. The Trustee will have no duty Holder of a Note or to determine whether enforce any Holder’s use right under this Indenture, except in the manner provided hereunder and for the equal and ratable benefit of this Indenture complies with all the preceding sentenceHolders of Notes.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) % in aggregate principal amount of the Notes then outstanding deliver a written request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) 60 calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) 60 calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Subject to the provisions of this Indenture relating to the duties of the Trustee or the Collateral Agent, if an Event of Default occurs and is continuing, the Trustee or the Collateral Agent will be under no obligation to exercise any of the rights or powers under this Indenture or the Collateral Documents at the request or direction of any of the Holders unless such Holders have offered to the Trustee or the Collateral Agent reasonable indemnity or security against any loss, liability or expense. Except to enforce the right to receive payment of principal, premium, if any, or interest when due, no Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), Securities unless: (A1) such Holder has previously delivered to given the Trustee written notice that an Event of Default is continuing; (B2) Holders of at least twenty five percent (25%) % in aggregate principal amount of the Notes then outstanding deliver Securities have made a written request to the Trustee to pursue such the remedy; (C3) such Holder or Holders offer and, if requested, provide to have offered the Trustee reasonable security and or indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (D4) the Trustee does has not comply complied with such request within sixty (60) calendar 60 days after its the receipt of such the request and such the offer of security or indemnity; and (E5) during such sixty (60) calendar day period, the Holders of a majority in aggregate principal amount of the Notes then outstanding do Securities have not deliver to given the Trustee a direction that that, in the opinion of the Trustee, is inconsistent with such requestrequest within such 60-day period. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No A Holder of any Note of any series may pursue not institute any remedy proceeding, judicial or otherwise, with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal ofthat series of Notes, or for the Redemption Price appointment of a receiver or Fundamental Change Repurchase Price fortrustee, or interest on, for any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5)other remedy hereunder, unless: (A1) such the Holder has previously delivered to gives the Trustee written notice that an of a continuing Event of Default is continuingDefault; (B2) the Holders of at least twenty five percent (25%) % in aggregate principal amount of the outstanding Notes then outstanding deliver make a written request to the Trustee to pursue such the remedy; (C3) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any losscosts, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (D4) the Trustee does not comply with such the request within sixty (60) calendar 60 days after its receipt of such the request and such the offer of security or indemnity; and (E5) during such sixty (60) calendar -day period, the Holders of a majority in aggregate principal amount of the outstanding Notes then outstanding do not deliver to give the Trustee a direction that is inconsistent with such the request; For purposes of Section 6.03 of this Indenture and this Section 6.04, the Trustee shall comply with TIA Section 316(a) in making any determination of whether the Holders of the required aggregate principal amount of outstanding Notes of a particular series have concurred in any request or direction of the Trustee to pursue any remedy available to the Trustee or the Holders with respect to this Indenture or the Notes of that series or otherwise under the law. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder of Notes of the same series or to obtain a preference or priority over another Holder. The such other Holder (it being understood that the Trustee will does not have no any affirmative duty to determine ascertain whether any Holder’s use of this Indenture complies with the preceding sentenceor not such actions or forbearances are unduly prejudicial to such Holders).

Limitation on Suits. No A Holder may not pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A1) such the Holder has previously delivered gives to the Trustee written notice that an of a continuing Event of Default is continuingDefault; (B2) subject to Section 2.09, Holders of at least twenty five percent (25%) % in aggregate principal amount at maturity of the outstanding Notes then outstanding deliver make a written request to the Trustee to pursue such remedyinstitute proceedings in respect of that Event of Default; (C3) such Holder or Holders offer and, if requested, provide to the Trustee security and or indemnity reasonably satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following be incurred in compliance with such request; (D4) the Trustee does not comply with such the request within sixty (60) calendar days after its receipt of such the request and such the offer of security or indemnity; and (E5) during such sixty (60) calendar day period, period the Holders of a majority in aggregate principal amount at maturity of the outstanding Notes then outstanding do not deliver to give the Trustee a direction that which, in the opinion of the Trustee, is inconsistent with the request. The foregoing limitations shall not apply to a suit instituted by a Holder for the enforcement of the payment of principal of, premium, if any, or interest on such requestNote on or after the respective due dates set forth in such Note (including upon acceleration thereof) or the institution of any proceeding with respect to this Indenture or any remedy hereunder, including without limitation acceleration, by the Holders of a majority in principal amount at maturity of outstanding Notes; provided that upon institution of any proceeding or exercise of any remedy, such Holders provide the Trustee with prompt notice thereof. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another such other Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price or Redemption Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a written request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability liability, claim, damage, cost or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Except to enforce (i) its rights to receive the principal of, the Fundamental Change Repurchase Price or the Redemption Price for, interest, if any, on, a Note, or (ii) the failure of the Company to comply with its obligations under Article X to convert any Note, no Holder may pursue any a remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (Aa) such Holder has previously delivered to the Trustee written notice that an Event of Default has occurred and is continuing; (Bb) the Holders of at least twenty five percent (25%) in % of the aggregate principal amount of the then-outstanding Notes then outstanding deliver a request to the Trustee a written request that the Trustee pursue a remedy with respect to pursue such remedyEvent of Default; (Cc) such Holder or Holders offer have offered and, if requested, provide provided, to the Trustee security and and/or indemnity satisfactory to the Trustee in its sole discretion against any loss, liability or other expense to the Trustee that may result from the Trustee’s following of compliance with such written request; (Dd) the Trustee does has not comply complied with such written request within sixty (60) calendar 60 days after its receipt of such written request and such offer of security or indemnityand/or indemnity in its sole discretion; and (Ee) during such sixty (60) calendar -day period, the Holders of a majority in of the aggregate principal amount of the Notes then outstanding do Notes did not deliver to the Trustee a direction that is inconsistent with such written request. A Holder of a Note may not use this Indenture to prejudice the rights of another any other Holder or to obtain a preference or priority over another any other Holder. The , it being understood that the Trustee will does not have no any affirmative duty to determine ascertain whether any Holder’s use usage of this Indenture complies with the preceding sentenceby a Holder is unduly prejudicial to such other Holders.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change of Control Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity reasonably satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, the Majority Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price, Fundamental Change Repurchase Price or Fundamental Change of Control Repurchase Price for, or interest on, any Notes; or (y) the CompanyIssuer’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity reasonably satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, the Majority Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No A Holder of a Note may pursue not institute any remedy proceeding, judicial or otherwise, with respect to this Indenture the Indenture, the Notes or the Notes (except to enforce (x) its rights to receive the principal ofother Note Documents, or for the Redemption Price appointment of a receiver or Fundamental Change Repurchase Price fortrustee, or interest onfor any other remedy under the Indenture, any Notes; the Notes or (y) the Company’s obligations to convert any Notes pursuant to Article 5)other Note Documents, unless: (Aa) such the Holder of a Note has previously delivered given to the Trustee written notice that an of a continuing Event of Default is continuingDefault; (Bb) the Holders of at least twenty five percent (25%) % in aggregate principal amount of the Notes then outstanding deliver Notes have made a written request to the Trustee to pursue such remedyinstitute proceedings in respect of the Event of Default in its own name as Trustee under the Indenture; (Cc) such Holder of a Note or Holders offer of Notes have offered and, if requested, provide have provided to the Trustee security and indemnity reasonably satisfactory to the Trustee against any losscosts, liability liabilities or expense expenses to the Trustee that may result from the Trustee’s following be incurred in compliance with such request; (Dd) the Trustee does not comply with such request within sixty (60) calendar for 60 days after its receipt of such notice, request and such offer of security or indemnityindemnity has failed to institute any such proceeding; and (Ee) during such sixty (60) calendar -day period, the Holders of a majority in aggregate principal amount of the Notes then outstanding do Notes have not deliver to given the Trustee a direction that is inconsistent with such written request. A Holder of a Note may not use this the Indenture to prejudice the rights of another Holder of a Note or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use Holder of this Indenture complies with the preceding sentencea Note.

Limitation on Suits. No A Holder may not pursue any remedy proceeding, judicial or otherwise, with respect to this Indenture or and the Notes (except to enforce (x) its rights to receive or for the principal ofappointment of a receiver or trustee, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, for any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), other remedy hereunder unless: (Ai) such the Holder has previously delivered to gives the Trustee written notice that an of a continuing Event of Default is continuingDefault; (Bii) the Holders of at least twenty five percent (25%) % in aggregate principal amount of the outstanding Notes then outstanding deliver make a written request to the Trustee to pursue such the remedy; (Ciii) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any losscosts, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (Div) the Trustee does not comply with such the request within sixty (60) calendar 15 days after its receipt of such the request and such the offer of security or indemnity; and (Ev) during such sixty (60) calendar 15-day period, the Holders of a majority in aggregate principal amount of the outstanding Notes then outstanding do not deliver to give the Trustee a direction that is inconsistent with the request. However, such requestlimitations do not apply to a suit instituted by a Holder of any Note for enforcement of payment of the principal of or interest on such Note on or after the due date therefor (after giving effect to any grace period specified in Section 6.01(a) and only with respect to the amount of such missed payment). For purposes of Section 6.05 and this Section 6.06, the Trustee shall comply with TIA Section 316(a) in making any determination of whether the Holders of the required aggregate principal amount of outstanding Notes have concurred in any request or direction of the Trustee to pursue any remedy available to the Trustee or the Holders with respect to this Indenture and the Notes or otherwise under the law. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The such other Holder (it being understood that the Trustee will shall have no duty responsibility to determine whether or not any action or inaction is prejudicial to a Holder’s use of this Indenture complies with the preceding sentence).

Limitation on Suits. No A Holder may not pursue any remedy proceeding, judicial or otherwise, with respect to this Supplemental Indenture or and the Notes (except to enforce (x) its rights to receive or for the principal ofappointment of a receiver or trustee, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, for any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), other remedy hereunder unless: (Ai) such the Holder has previously delivered to gives the Trustee written notice that an of a continuing Event of Default is continuingDefault; (Bii) the Holders of at least twenty five percent (25%) % in aggregate principal amount of the outstanding Notes then outstanding deliver make a written request to the Trustee to pursue such the remedy; (Ciii) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any losscosts, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (Div) the Trustee does not comply with such the request within sixty (60) calendar 15 days after its receipt of such the request and such the offer of security or indemnity; and (Ev) during such sixty (60) calendar 15-day period, the Holders of a majority in aggregate principal amount of the outstanding Notes then outstanding do not deliver to give the Trustee a direction that is inconsistent with the request. However, such requestlimitations do not apply to a suit instituted by a Holder of any Note for enforcement of payment of the principal of or interest on such Note on or after the due date therefor (after giving effect to any grace period specified in Section 6.01(a) and only with respect to the amount of such missed payment). For purposes of Section 6.05 and this Section 6.06, the Trustee shall comply with TIA Section 316(a) in making any determination of whether the Holders of the required aggregate principal amount of outstanding Notes have concurred in any request or direction of the Trustee to pursue any remedy available to the Trustee or the Holders with respect to this Supplemental Indenture and the Notes or otherwise under the law. A Holder of a Note may not use this Supplemental Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another such other Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price or Redemption Price for, or interest interest, if any, on, any Notes; or (y) the Company’s obligations to convert Convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5, in each case under clause (x) or (y), on or after the respective due dates therefor provided in this Indenture and the Notes), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a written request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the CompanyIssuer’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity reasonably satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, the Majority Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, the Majority Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal Accreted Principal Amount of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a written request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) % in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) 60 calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) 60 calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No A Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unlessonly if: (A1) such the Holder has previously delivered gives to the Trustee written notice stating that an Event of Default with respect to the Notes is continuing; (B2) the Holders of at least twenty five percent (25%) % in aggregate principal amount of the then oustanding Notes then outstanding deliver make a written request to the Trustee to pursue such the remedy; (C3) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, costs, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (D4) the Trustee does not comply with such the request within sixty (60) calendar 60 days after its receipt of such the request and such the offer and, if requested, the provision of security or indemnity; and (E5) during such sixty (60) calendar -day period, period the Holders of a majority in aggregate principal amount of the Notes then outstanding Notes do not deliver to give the Trustee a direction that is inconsistent with such the request. For purposes of this Section 6.6 of this Indenture, the Trustee shall comply with TIA Section 316(a) in making the determination of whether the Holders of the required aggregate principal amount of outstanding notes have concurred in any request or direction to be Trustee to pursue any remedy available to the Trustee or the Holders with respect to this Indenture or the Notes or otherwise under the law. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another any other Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No A Holder may not pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A1) such the Holder has previously delivered gives to the Trustee written notice that an of a continuing Event of Default is continuingDefault; (B2) subject to Section 2.09, Holders of at least twenty five percent (25%) % in aggregate principal amount of the outstanding Notes then outstanding deliver make a written request to the Trustee to pursue such remedyinstitute proceedings in respect of that Event of Default; (C3) such Holder or Holders offer and, if requested, provide to the Trustee security and or indemnity reasonably satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following be incurred in compliance with such request; (D4) the Trustee does not comply with such the request within sixty (60) calendar days after its receipt of such the request and such the offer and, if requested, the provision of security or indemnity; and (E5) during such sixty (60) calendar day period, period the Holders of a majority in aggregate principal amount of the outstanding Notes then outstanding do not deliver to give the Trustee a written direction that which, in the opinion of the Trustee, is inconsistent with the request. The foregoing limitations shall not apply to a suit instituted by a Holder for the enforcement of the payment of principal of, premium, if any, or interest on such requestNote on or after the respective due dates set forth in such Note (including upon acceleration thereof) or the institution of any proceeding with respect to this Indenture or any remedy hereunder, including without limitation acceleration, by the Holders of a majority in principal amount of outstanding Notes; provided that upon institution of any proceeding or exercise of any remedy, such Holders provide the Trustee with prompt notice thereof. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another such other Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee written notice that an Event of Default is continuing; (B) Holders of at least twenty twenty-five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a written request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Required Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal Accreted Principal Amount of, or the Redemption Price or Fundamental Change Repurchase Price or Redemption Price for, or any interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount Original Principal Amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount Original Principal Amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty twenty-five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this the Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a written request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this the Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this the Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price, Fundamental Change Repurchase Price or Fundamental Change Optional Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a written request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No A Holder may not pursue any remedy proceeding, judicial or otherwise, with respect to this Indenture or and the Notes (except to enforce (x) its rights to receive or for the principal ofappointment of a receiver or trustee, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, for any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), other remedy hereunder unless: (Ai) such the Holder has previously delivered to gives the Trustee written notice that an of a continuing Event of Default is continuingDefault; (Bii) the Holders of at least twenty five percent (25%) % in aggregate principal amount of the outstanding Notes then outstanding deliver make a written request to the Trustee to pursue such the remedy; (Ciii) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any losscosts, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (Div) the Trustee does not comply with such the request within sixty (60) calendar 15 days after its receipt of such the request and such the offer of security or indemnity; and (Ev) during such sixty (60) calendar 15-day period, the Holders of a majority in aggregate principal amount of the outstanding Notes then outstanding do not deliver to give the Trustee a direction that is inconsistent with the request. However, such requestlimitations do not apply to a suit instituted by a Holder of any Note for enforcement of payment of the principal of or interest on such Note on or after the due date therefor (after giving effect to any grace period specified in Section 6.01(a) and only with respect to the amount of such missed payment). For purposes of Section 6.05 and this Section 6.06, the Trustee shall comply with TIA Section 316(a) in making any determination of whether the Holders of the required aggregate principal amount of outstanding Notes have concurred in any request or direction of the Trustee to pursue any remedy available to the Trustee or the Holders with respect to this Indenture and the Notes or otherwise under the law. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another such other Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Subject to Section 6.07 hereof, no Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A1) such Holder has previously delivered to given the Trustee written notice that an Event of Default is continuing; (B2) Holders of at least twenty five percent (25%) 30% in aggregate principal amount of the then-outstanding Notes then outstanding deliver a request to have requested the Trustee to pursue such the remedy; (C3) such Holder or Holders offer has offered, and, if requested, provide to provided, the Trustee security and indemnity indemnity, security, and/or prefunding reasonably satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (D4) the Trustee does has not comply complied with such request within sixty (60) calendar 60 days after its the receipt of such request thereof and such the offer of security or indemnity; and (E5) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the then-outstanding Notes then outstanding do have not deliver to given the Trustee a direction that is inconsistent with such requestrequest within such 60-day period. Notwithstanding anything in this Indenture to the contrary, a notice of Default, notice of acceleration or instruction to the Trustee to provide a notice of Default or notice of acceleration with respect to the Notes may not be given by the Trustee or the holders of the Notes (or any other action taken on the assertion of any Default) with respect to any action taken, and reported publicly or to holders of the Notes, more than two years prior to such notice of Default, notice of acceleration or instruction to the Trustee to provide a notice of Default or notice of acceleration (or other action). A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Holder (it being understood that the Trustee will does not have no an affirmative duty to determine ascertain whether or not any Holder’s use of this Indenture complies with the preceding sentenceaction is unduly prejudicial to such Holders).

Limitation on Suits. No A Holder may not pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A1) such the Holder has previously delivered gives to the Trustee written notice that an of a continuing Event of Default is continuingDefault; (B2) Holders of at least twenty five percent (25%) % in aggregate principal amount of the outstanding Notes then outstanding deliver make a written request to the Trustee to pursue such the remedy; (C3) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity reasonably satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following be incurred in compliance with such request; (D4) the Trustee does not comply with such the request within sixty (60) calendar 60 days after its receipt of such the request and such the offer of security or satisfactory indemnity; and (E5) during such sixty (60) calendar -day period, period the Holders of a majority in principal amount of the outstanding Notes (and, in the case of any rescission and cancellation pursuant to Section 6.02(c) or a waiver pursuant to Section 6.04, Holders of at least 10% in the aggregate principal amount of the Notes then outstanding that do not deliver own (and are not Affiliates of a beneficial owner of) an equity interest of the Company (including but not limited to Capital Stock of the Company)) do not give the Trustee a direction that which, in the opinion of the Trustee, is inconsistent with the request. The foregoing limitations shall not apply to a suit instituted by a Holder for the enforcement of the payment of principal and premium, if any, or interest on such requestNote on or after the respective due dates set forth in such Note (including upon acceleration thereof) or the institution of any proceeding with respect to this Indenture or any remedy hereunder, including without limitation acceleration, by the Holders of a majority in principal amount of outstanding Notes; provided that upon institution of any proceeding or exercise of any remedy, such Holders provide the Trustee with prompt notice thereof. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another such other Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price or Redemption Price for, or any interest on, any Notes; or (y) the Company’s obligations to convert Convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee written notice that an Event of Default is continuing; (B) Holders of at least twenty twenty-five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this the Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee written notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a written request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and or indemnity satisfactory to the Trustee against any loss, liability liability, claim or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this the Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this the Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal Accreted Principal Amount of, or the Redemption Price or Fundamental Change Repurchase Price or Redemption Price for, or any interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), without limiting, however, the provisions in Section 8.01, and except as provided in Section 8.02, unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount Original Principal Amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount Original Principal Amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest any Special Interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a written request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No A Holder may not pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A1) such the Holder has previously delivered gives to the Trustee written notice that an of a continuing Event of Default is continuingDefault; (B2) Holders of at least twenty five percent (25%) % in aggregate principal amount of the outstanding Notes then outstanding deliver make a written request to the Trustee to pursue such remedyinstitute proceedings in respect of that Event of Default; (C3) such Holder or Holders offer and, if requested, provide to the Trustee security and or indemnity reasonably satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following be incurred in compliance with such request; (D4) the Trustee does not comply with such the request within sixty (60) calendar days after its receipt of such the request and such the offer of security or indemnity; and (E5) during such sixty (60) calendar -day period, period the Holders of a majority in aggregate principal amount at maturity of the outstanding Notes then outstanding do not deliver to give the Trustee a direction that which, in the opinion of the Trustee, is inconsistent with the request. The foregoing limitations shall not apply to a suit instituted by a Holder for the enforcement of the payment of principal and premium, if any, or interest on such requestNote on or after the respective due dates set forth in such Note (including upon acceleration thereof) or the institution of any proceeding with respect to this Indenture or any remedy hereunder, including without limitation acceleration, by the Holders of a majority in principal amount at maturity of outstanding Notes; provided that upon institution of any proceeding or exercise of any remedy, such Holders provide the Trustee with prompt notice thereof. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another such other Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Subject to the provisions of this Indenture relating to the duties of the Trustee, in case an Event of Default occurs and is continuing, the Trustee will be under no obligation to exercise any of the rights or powers under this Indenture at the request or direction of any Holders of Notes unless such Holders have offered to the Trustee indemnity and/or security satisfactory to it against any loss, liability or expense. Except to enforce the right to receive payment of principal, premium, if any, or interest or Additional Amounts (if any) when due, no Holder of a Note may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (Ai) such the Holder has previously delivered of a Note gives to the Trustee written notice that an of a continuing Event of Default is continuingDefault; (Bii) the Holders of at least twenty five percent (25%) % in aggregate principal amount of the Notes then outstanding deliver Notes make a written request to the Trustee to pursue such the remedy; (Ciii) such Holder of a Note or Holders of Notes offer and, if requested, provide to the Trustee indemnity and/or security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (Div) the Trustee does not comply with such the request within sixty (60) calendar 60 days after its receipt of such the request and such the offer and, if requested, the provision of security or indemnityindemnity and/or security; and (Ev) during such sixty (60) calendar 60 day period, the Holders of a majority in aggregate principal amount of the Notes then outstanding Notes do not deliver to give the Trustee a direction that is inconsistent with such the request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder of a Note or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use Holder of this Indenture complies with the preceding sentencea Note.

Limitation on Suits. No A Holder may not pursue any remedy proceeding, judicial or otherwise, with respect to this Indenture or and the Notes (except to enforce (x) its rights to receive of a series or for the principal ofappointment of a receiver or trustee, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, for any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), other remedy hereunder unless: (Ai) such the Holder has previously delivered to gives the Trustee written notice that an of a continuing Event of Default is continuingDefault; (Bii) the Holders of at least twenty five percent (25%) % in aggregate principal amount of the outstanding Notes then outstanding deliver make a written request to the Trustee to pursue such the remedy; (Ciii) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any losscosts, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (Div) the Trustee does not comply with such the request within sixty (60) calendar 15 days after its receipt of such the request and such the offer of security or indemnity; and (Ev) during such sixty (60) calendar 15-day period, the Holders of a majority in aggregate principal amount of the outstanding Notes then outstanding of a series do not deliver to give the Trustee a direction that is inconsistent with the request. However, such requestlimitations do not apply to a suit instituted by a Holder of any Note for enforcement of payment of the principal of or interest on such Note on or after the due date therefor (after giving effect to any grace period specified in Section 6.01(a) and only with respect to the amount of such missed payment). For purposes of Section 6.05 of this Indenture and this Section 6.06, the Trustee shall comply with TIA Section 316(a) in making any determination of whether the Holders of the required aggregate principal amount of outstanding Notes have concurred in any request or direction of the Trustee to pursue any remedy available to the Trustee or the Holders with respect to this Indenture and such Notes or otherwise under the law. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another such other Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this the Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price, Optional Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations its rights to convert any Notes pursuant to Article 5receive shares of Common Stock issuable under Section 3.01(A), cash payments under Section 3.01 (G) or a Make-Whole Payment under Section 3.01(H)), unless: (A) such Holder has previously delivered to the Trustee notice that of an Event of Default is continuingDefault; (B) the Required Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, the Required Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this the Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this the Indenture complies with the preceding sentence.

Limitation on Suits. No A Holder may not pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A1) such the Holder has previously delivered gives to the Trustee written notice that an of a continuing Event of Default is continuingDefault; (B2) subject to Section 2.09, Holders of at least twenty five percent (25%) % in aggregate principal amount of the outstanding Notes then outstanding deliver make a written request to the Trustee to pursue such remedyinstitute proceedings in respect of that Event of Default; (C3) such Holder or Holders offer and, if requested, provide to the Trustee security and or indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following be incurred in compliance with such request; (D4) the Trustee does not comply with such the request within sixty (60) calendar days after its receipt of such the request and such the offer and, if requested, the provision of security or indemnity; and (E5) during such sixty (60) calendar day period, period the Holders of a majority in aggregate principal amount of the outstanding Notes then outstanding do not deliver to give the Trustee a direction that which, in the opinion of the Trustee, is inconsistent with the request. The foregoing limitations shall not apply to a suit instituted by a Holder for the enforcement of the payment of principal of, premium, if any, or interest on such requestNote on or after the respective due dates set forth in such Note (including upon acceleration thereof) or the institution of any proceeding with respect to this Indenture or any remedy hereunder, including acceleration, by the Holders of a majority in principal amount of outstanding Notes; provided that upon institution of any proceeding or exercise of any remedy, such Holders provide the Trustee with prompt notice thereof. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another such other Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a written request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Any other provision of the Indenture to the contrary notwithstanding, a Holder of Notes may pursue any a remedy with respect to this the Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unlessother Transaction Document only if: (Aa) such Holder has previously delivered the Noteholder gives to the Trustee Trustee, the Control Party and the Controlling Class Representative written notice that an of a continuing Event of Default is continuingDefault; (Bb) Holders the Noteholders of at least twenty five percent (25%) in aggregate principal amount % of the Aggregate Outstanding Principal Amount of all then Outstanding Notes then outstanding deliver make a written request to the Trustee Trustee, the Control Party and the Controlling Class Representative to pursue such the remedy; (Cc) such Holder Noteholder or Holders Noteholders offer and, if requested, provide to the Trustee security Trustee, the Control Party and the Controlling Class Representative an indemnity satisfactory to the Trustee Trustee, the Control Party and the Controlling Class Representative against any loss, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (Dd) the Trustee does not comply with such the request within sixty (60) calendar days after its receipt of such the request and such the offer and, if requested, the provision of security or indemnity; andindemnity reasonably satisfactory to it; (Ee) during such sixty (60) calendar day period, Holders the Majority of a majority in aggregate principal amount of the Notes then outstanding Super Senior Noteholders do not deliver to give the Trustee a direction that is inconsistent with the request; and (f) the Control Party (acting at the direction of the Controlling Class Representative) has consented to the pursuit of such requestremedy. A Holder of a Note Noteholder may not use this the Indenture or any other Transaction Document to prejudice the rights of another Holder Noteholder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentenceNoteholder.

Limitation on Suits. No Holder Except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Noteholder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A1) such the Holder has previously delivered gives to the Trustee written notice stating that an Event of Default is continuing; (B2) the Holders of at least twenty five percent (25%) % in aggregate principal amount of the Notes then outstanding deliver make a written request to the Trustee to pursue such the remedy; (C3) such Holder or Holders offer and, if requested, provide to the Trustee reasonable security and or indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (D4) the Trustee does not comply with such the request within sixty (60) calendar 60 days after its receipt of such the request and such the offer of security or indemnity; and (E5) during such sixty (60) calendar day period, the Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to give the Trustee a direction that is inconsistent with the request during such request60-day period. A Holder of a Note Noteholder may not use this Indenture to prejudice the rights of another Holder Noteholder or to obtain a preference or priority over another HolderNoteholder. The Trustee will have no duty In the event that the Definitive Notes are not issued to determine whether any Holder’s use beneficial owner promptly after the Registrar has received a request from the Holder of a Global Note to issue such Definitive Notes to such beneficial owner or its nominee, the Company expressly agrees and acknowledges, with respect to the right of any Holder to pursue a remedy pursuant to this Indenture complies Indenture, the right of such beneficial holder of Notes to pursue such remedy with respect to the preceding sentenceportion of the Global Note that represents such beneficial holder's Notes as if such Definitive Notes had been issued.

Limitation on Suits. No (a) Except to enforce the right to receive payment of principal, premium (if any) or interest when due, a Holder may not pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (Ai) such Holder has previously delivered to given the Trustee written notice stating that an Event of Default is continuing; (Bii) the Holders of at least twenty five percent (25%) % in aggregate principal amount of the outstanding Notes then outstanding deliver make a written request to the Trustee to pursue such the remedy; (Ciii) such Holder or Holders offer and, if requested, provide to the Trustee security and or indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (Div) the Trustee does not comply with such the request within sixty (60) calendar 60 days after its receipt of such the request and such the offer of security or indemnityindemnity reasonably satisfactory to the Trustee; and (Ev) during such sixty (60) calendar day period, the Holders of a majority in aggregate principal amount of the outstanding Notes then outstanding do not deliver to give the Trustee a direction that is inconsistent with the request during such request. 60-day period. (b) A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty In the event that the Definitive Notes are not issued to determine whether any Holderbeneficial owner promptly after the Registrar has received a request from the Holder of a Global Note to issue such Definitive Notes to such beneficial owner of its nominee, the Company expressly agrees and acknowledges, with respect to the right of any Holder to pursue a remedy pursuant to this Indenture, the right of such beneficial holder of Notes to pursue such remedy with respect to the portion of the Global Note that represents such beneficial holder’s use of this Indenture complies with the preceding sentenceNotes as if such Definitive Notes had been issued.

Limitation on Suits. No Holder may pursue any remedy with respect to this the Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 56 or (z) its rights to receive shares of Common Stock issuable under Section 3.01(A), cash payments under Section 3.01 (F) or a Make-Whole Payment under Section 3.01(G)), unless: (A) such Holder has previously delivered to the Trustee notice that of an Event of Default is continuingDefault; (B) the Required Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, the Required Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this the Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this the Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert exchange any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and and/or indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or and/or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder Any other provision of the Indenture to the contrary notwithstanding, a Noteholder may pursue any a remedy with respect to this the Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unlessother Related Document only if: (Aa) such Holder has previously delivered the Noteholder gives to the Trustee Trustee, the Control Party and the Controlling Class Representative written notice that an of a continuing Event of Default is continuingDefault; (Bb) Holders the Noteholders of at least twenty five percent (25%) in aggregate principal amount % of the Notes then outstanding deliver Aggregate Outstanding Principal Amount make a written request to the Trustee Trustee, the Control Party and the Controlling Class Representative to pursue such the remedy; (Cc) such Holder Noteholder or Holders Noteholders offer and, if requested, provide to the Trustee security Trustee, the Control Party and the Controlling Class Representative indemnity satisfactory to the Trustee Trustee, the Control Party and the Controlling Class Representative against any loss, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (Dd) the Trustee does not comply with such the request within sixty (60) calendar days after its receipt of such the request and such the offer and, if requested, the provision of security or indemnity; andindemnity reasonably satisfactory to it; (Ee) during such sixty (60) calendar day period, Holders the Majority of a majority in aggregate principal amount of the Notes then outstanding Senior Noteholders do not deliver to give the Trustee a direction that is inconsistent with the request; and (f) the Control Party (at the direction of the Controlling Class Representative) has consented to the pursuit of such requestremedy. A Holder of a Note Noteholder may not use this the Indenture or any other Related Document to prejudice the rights of another Holder Noteholder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentenceNoteholder.

Limitation on Suits. No A Holder may not pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), Securities unless: (Ai) such the Holder has previously delivered to gives the Trustee written notice that an of a continuing Event of Default is continuingDefault; (Bii) the Holders of at least twenty five percent (25%) % in aggregate principal amount of the Notes then outstanding deliver Securities make a written request to the Trustee to pursue such the remedy; (Ciii) such Holder or Holders offer and, if requestedrequested provide, provide to the Trustee security and indemnity satisfactory to the Trustee against any losscosts, liability liabilities or expense to the Trustee that expenses which may result from the Trustee’s following be incurred in compliance with such request; (Div) the Trustee does not comply with such the request within sixty (60) calendar 60 days after its receipt of such the written request and such the offer of security or indemnity; and (Ev) during such sixty (60) calendar -day period, the Holders of a majority in aggregate principal amount of the Notes then outstanding Securities do not deliver to give the Trustee a direction that is inconsistent with such the request. For purposes of Section 6.05 of this Indenture and this Section 6.06, the Trustee shall comply with TIA Section 316(a) in making any determination of whether the Holders of the required aggregate principal amount of outstanding Securities have concurred in any request or direction of the Trustee to pursue any remedy available to the Trustee or the Holders with respect to this Indenture or the Securities or otherwise under the law. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another such other Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and and Table of Contents (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest any Special Interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.. ​

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee written notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a written request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability liability, damage, fee, cost, or expense (including outside counsel reasonable attorneys’ fees and expenses and court costs) to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No A Holder of a Note may pursue any a remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unlessNote only if: (Aa) such the Holder has previously delivered of a Note gives to the Trustee written notice that an of a continuing Event of Default is continuingDefault; (Bb) the Holders of at least twenty five percent 25% in Accreted Value (25%if prior to the Full Accretion Date) in aggregate or principal amount (if on or after the Full Accretion Date) of the Notes then outstanding deliver Notes make a written request to the Trustee to pursue such the remedy; (Cc) such Holder of a Note or Holders of Notes offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (Dd) the Trustee does not comply with such the request within sixty (60) calendar 60 days after its receipt of such the request and such the offer and, if requested, the provision of security or indemnity; and (Ee) during such sixty (60) calendar -day period, period the Holders of a majority in aggregate Accreted Value (if prior to the Full Accretion Date) or principal amount (if on or after the Full Accretion Date) of the Notes then outstanding Notes do not deliver to give the Trustee a direction that is inconsistent with such the request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder of a Note or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use Holder of this Indenture complies with the preceding sentencea Note.

Limitation on Suits. No Holder may pursue any remedy with respect to this the Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a written request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this the Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this the Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price or Redemption Price for, or any interest on, or the Maturity Premium, if any, in respect of, any Notes; or (y) the Company’s obligations to convert Exchange any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and and/or indemnity reasonably satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Subject to Section 6.07 hereof, in case an Event of Default occurs and is continuing, neither the Trustee nor the Notes Collateral Agent will be under any obligation to exercise any of the rights or powers under this Indenture at the request or direction of any of the Holders of the Notes unless the Holders have offered, and if requested, provided to the Trustee and the Notes Collateral Agent indemnity or security satisfactory to the Trustee and the Notes Collateral Agent, as the case may be, against any loss, liability or expense. Except to enforce the right to receive payment of principal or interest when due, no Holder of a Note may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A1) such Holder has previously delivered to given the Trustee written notice that an Event of Default is continuing; (B2) Holders of at least twenty five percent (25%) 30.0% in aggregate principal amount of the total outstanding Notes then outstanding deliver a request to have requested the Trustee to pursue such the remedy; (C3) such Holder or Holders offer of the Notes have offered and, if requested, provide provided to the Trustee indemnity or security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (D4) the Trustee does has not comply complied with such request within sixty (60) calendar 60 days after its the receipt of such the written request and such the offer of security or indemnity; and (E5) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the total outstanding Notes then outstanding do have not deliver to given the Trustee a direction that is inconsistent with such requestrequest within such 60-day period. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder of a Note or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use Holder of this Indenture complies with the preceding sentencea Note.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee and the Collateral Agent notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee and the Collateral Agent to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee or the Collateral Agent security and indemnity satisfactory to the Trustee and the Collateral Agent against any loss, liability or expense to the Trustee and the Collateral Agent that may result from the Trustee’s following such request; (D) the Trustee does and the Collateral Agent do not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, the Required Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee or the Collateral Agent a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Neither the Trustee nor the Collateral Agent will have no any duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price or Redemption Price for, or any interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnityindemnity reasonably satisfactory to the trustee; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Except to enforce (i) its rights to receive the principal of, the Fundamental Change Repurchase Price or the Redemption Price for, interest, if any, on, a Note, or (ii) its rights to receive the consideration due upon conversion of any Note (including any Make-Whole Premium), no Holder may pursue any a remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (Aa) such Holder has previously delivered to the Trustee written notice that an Event of Default has occurred and is continuing; (Bb) the Holders of at least twenty five percent (25%) in % of the aggregate principal amount of the then-outstanding Notes then outstanding deliver a request to the Trustee a written request that the Trustee pursue a remedy with respect to pursue such remedyEvent of Default; (Cc) such Holder or Holders offer have offered and, if requested, provide provided, to the Trustee security and or indemnity satisfactory to the Trustee against any loss, liability or other expense to the Trustee that may result from the Trustee’s following of compliance with such written request; (Dd) the Trustee does has not comply complied with such written request within sixty (60) calendar 60 days after its receipt of such written request and such offer of security or indemnity; and (Ee) during such sixty (60) calendar -day period, the Holders of a majority in of the aggregate principal amount of the Notes then outstanding do Notes did not deliver to the Trustee a direction that is inconsistent with such written request. A Holder of a Note may not use this Indenture to prejudice the rights of another any other Holder or to obtain a preference or priority over another any other Holder. The , it being understood that the Trustee will does not have no any affirmative duty to determine ascertain whether any Holder’s use usage of this Indenture complies with the preceding sentenceby a Holder is unduly prejudicial to such other Holders.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest interest, if any, on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a written request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. Subject to Section 7.01, in case an Event of Default occurs and is continuing, the Trustee will be under no obligation to exercise any of the rights or powers hereunder at the request or direction of any Holders unless such Holders have offered to the Trustee indemnity or security satisfactory to the Trustee against any loss, liability or expense. No Holder may pursue any remedy with respect to this EchoStar Exchange Notes Indenture or the EchoStar Exchange Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A1) such Holder has previously delivered to given the Trustee notice that an Event of Default is continuing; (B2) Holders of at least twenty five percent (25%) % in aggregate principal amount of the Notes then outstanding deliver a request EchoStar Exchange Notes have requested to the Trustee to pursue such the remedy; (C3) such Holder or Holders offer and, if requested, provide to have offered the Trustee security and or indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (D4) the Trustee does has not comply complied with such request within sixty (60) calendar 60 days after its the receipt of such the request and such the offer of security or indemnity; and (E5) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do EchoStar Exchange Notes have not deliver to given the Trustee a direction that is inconsistent with such requestrequest within such 60-day period. A Holder of a Note may not use this EchoStar Exchange Notes Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Holder (it being understood that the Trustee will does not have no an affirmative duty to determine ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders). For the avoidance of doubt, this Section 6.06 shall not limit the right of any Holder’s use of Holder to pursue claims that do not arise under this Indenture complies with EchoStar Exchange Notes Indenture, the preceding sentenceEchoStar Exchange Notes or the Security Documents.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Optional Redemption Price or Fundamental Change Repurchase Redemption Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this the Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price, Optional Repurchase Price or Redemption Price for, or any interest on, any Notes; or (y) the Company’s obligations to convert Convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a written request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this the Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this the Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price or Redemption Price for, or any interest on, or the Maturity Premium, if any, in respect of, any Notes; or (y) the Company’s obligations to convert Exchange any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity reasonably satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No A Holder may not pursue any remedy ------------------- proceeding, judicial or otherwise, with respect to this Indenture or and the Notes (except to enforce (x) its rights to receive or for the principal ofappointment of a receiver or trustee, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, for any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), other remedy hereunder unless: (Ai) such the Holder has previously delivered to gives the Trustee written notice that an of a continuing Event of Default is continuingDefault; (Bii) the Holders of at least twenty five percent (25%) % in aggregate principal amount of the outstanding Notes then outstanding deliver make a written request to the Trustee to pursue such the remedy; (Ciii) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any losscosts, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (Div) the Trustee does not comply with such the request within sixty (60) calendar 15 days after its receipt of such the request and such the offer of security or indemnity; and (Ev) during such sixty (60) calendar 15-day period, the Holders of a majority in aggregate principal amount of the outstanding Notes then outstanding do not deliver to give the Trustee a direction that is inconsistent with the request. However, such requestlimitations do not apply to a suit instituted by a Holder of any Note for enforcement of payment of the principal of or interest on such Note on or after the due date therefor (after giving effect to any grace period specified in Section 6.01(a) and only with respect to the amount of such missed payment). For purposes of Section 6.05 of this Indenture and this Section 6.06, the Trustee shall comply with TIA Section 316(a) in making any determination of whether the Holders of the required aggregate principal amount of outstanding Notes have concurred in any request or direction of the Trustee to pursue any remedy available to the Trustee or the Holders with respect to this Indenture and the Notes or otherwise under the law. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another such other Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy;; Table of Contents (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this the Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that of an Event of Default is continuingDefault; (B) the Required Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, the Required Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this the Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this the Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Early Redemption Price or Fundamental Change Repurchase Redemption Price for, or interest interest, if any, on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 55 on or after the respective due dates therefor provided in this Indenture and the Notes), unless: (A) such Holder has previously delivered to the Trustee written notice that an Event of Default is continuing; (B) Holders of at least twenty twenty-five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a written request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this the Indenture or the Notes (except to enforce (x) its rights to receive any payment or delivery, as applicable, of the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this the Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this the Indenture complies with the preceding sentence.

Limitation on Suits. No A Holder may not pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A1) such the Holder has previously delivered gives to the Trustee written notice that an of a continuing Event of Default is continuingDefault; (B2) subject to Section 2.09, Holders of at least twenty five percent (25%) % in aggregate principal amount of the outstanding Notes then outstanding deliver make a written request to the Trustee to pursue such remedyinstitute proceedings in respect of that Event of Default; (C3) such Holder or Holders offer and, if requested, provide to the Trustee security and or indemnity reasonably satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following be incurred in compliance with such request, order or direction; (D4) the Trustee does not comply with such the request within sixty (60) calendar days after its receipt of such the request and such the offer of security or indemnity; and (E5) during such sixty (60) calendar day period, period the Holders of a majority in aggregate principal amount of the outstanding Notes then outstanding do not deliver to give the Trustee a direction that which, in the opinion of the Trustee, is inconsistent with the request. The foregoing limitations shall not apply to a suit instituted by a Holder for the enforcement of the payment of principal of, premium, if any, or interest on such requestNote on or after the respective due dates set forth in such Note (including upon acceleration thereof) or the institution of any proceeding with respect to this Indenture or any remedy hereunder, including without limitation acceleration, by the Holders of a majority in principal amount of outstanding Notes; provided that upon institution of any proceeding or exercise of any remedy, such Holders provide the Trustee with prompt notice thereof. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another such other Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price or Redemption Price for, or any interest on, any Notes; or (y) the Company’s obligations to convert Convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a written request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Any other provision of the Indenture to the contrary notwithstanding, a Holder of Notes may pursue any a remedy with respect to this the Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unlessother Related Document only if: (Aa) such Holder has previously delivered the Noteholder gives to the Trustee Trustee, the Control Party and the Controlling Class Representative written notice that an of a continuing Event of Default is continuingDefault; (Bb) Holders the Noteholders of at least twenty five percent (25%) in aggregate principal amount % of the aggregate Principal Amount of all then Outstanding Notes then outstanding deliver make a written request to the Trustee Trustee, the Control Party and the Controlling Class Representative to pursue such the remedy; (Cc) such Holder Noteholder or Holders Noteholders offer and, if requested, provide to the Trustee security Trustee, the Control Party and the Controlling Class Representative indemnity satisfactory to the Trustee Trustee, the Control Party and the Controlling Class against any loss, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (Dd) the Trustee does not comply with such the request within sixty (60) calendar days after its receipt of such the request and such the offer and, if requested, the provision of security or indemnity; andindemnity reasonably satisfactory to it; (Ee) during such sixty (60) calendar day period, Holders period the Majority of a majority in aggregate principal amount of the Notes then outstanding Senior Noteholders do not deliver to give the Trustee a direction that is inconsistent with the request; and (f) the Control Party (at the direction of the Controlling Class Representative) has consented to the pursuit of such requestremedy. A Holder of a Note Noteholder may not use this the Indenture or any other Related Document to prejudice the rights of another Holder Noteholder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentenceNoteholder.

Limitation on Suits. No Any other provision of the Indenture to the contrary notwithstanding, a Holder of Notes may pursue any a remedy with respect to this the Indenture or the Notes any other Transaction Document only if: (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (ya) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered Noteholder gives to the Trustee Trustee, the Control Party and the Controlling Class Representative written notice that an of a continuing Event of Default is continuing; Default; (Bb) Holders the Noteholders of at least twenty five percent (25%) in % of the aggregate principal amount of the all then Outstanding Notes then outstanding deliver make a written request to the Trustee Trustee, the Control Party and the Controlling Class Representative to pursue such the remedy; ; (Cc) such Holder Noteholder or Holders Noteholders offer and, if requested, provide to the Trustee security Trustee, the Control Party and the Controlling Class Representative indemnity satisfactory to the Trustee Trustee, the Control Party and the Controlling Class Representative against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; expense; (Dd) the Trustee does not comply with such the request within sixty (60) calendar days after its receipt of such the request and such the offer and, if requested, the provision of security or indemnityindemnity reasonably satisfactory to it; and (Ee) during such sixty (60) calendar day period, Holders the Majority of a majority in aggregate principal amount of the Notes then outstanding Senior Noteholders do not deliver to give the Trustee a direction that is inconsistent with the request; and (f) the Control Party (at the direction of the Controlling Class Representative) has consented to the pursuit of such requestremedy. A Holder of a Note Noteholder may not use this the Indenture or any other Transaction Document to prejudice the rights of another Holder Noteholder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentenceNoteholder.

Limitation on Suits. No A Holder may not pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A1) such the Holder has previously delivered gives to the Trustee written notice that an of a continuing Event of Default is continuingDefault; (B2) subject to Section 2.09, Holders of at least twenty five percent (25%) % in aggregate principal amount at maturity of the outstanding Notes then outstanding deliver make a written request to the Trustee to pursue such remedyinstitute proceedings in respect of that Event of Default; (C3) such Holder or Holders offer and, if requested, provide to the Trustee security and or indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following be incurred in compliance with such request; (D4) the Trustee does not comply with such the request within sixty (60) calendar days after its receipt of such the request and such the offer and, if requested, the provision of security or indemnity; and (E5) during such sixty (60) calendar day period, period the Holders of a majority in aggregate principal amount at maturity of the outstanding Notes then outstanding do not deliver to give the Trustee a direction that which, in the opinion of the Trustee, is inconsistent with the request. The foregoing limitations shall not apply to a suit instituted by a Holder for the enforcement of the payment of principal of, premium, if any, or interest (and Additional Interest, if any) on such requestNote on or after the respective due dates set forth in such Note (including upon acceleration thereof) or the institution of any proceeding with respect to this Indenture or any remedy hereunder, including without limitation acceleration, by the Holders of a majority in principal amount at maturity of outstanding Notes; provided that upon institution of any proceeding or exercise of any remedy, such Holders provide the Trustee with prompt notice thereof. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another such other Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or any interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article ‎Article 5), unless: (A) such Holder ▇▇▇▇▇▇ has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty twenty-five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a written request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity reasonably satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Except to enforce (i) its rights to receive the principal of, the Fundamental Change Repurchase Price or the Redemption Price for, interest, if any, on, a Note, or (ii) its rights to receive the consideration due upon conversion of any Note (including any Make-Whole Premium), no Holder may pursue any a remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (Aa) such Holder has previously delivered to the Trustee written notice that an Event of Default has occurred and is continuing; (Bb) the Holders of at least twenty five percent (25%) in % of the aggregate principal amount of the then-outstanding Notes then outstanding deliver a request to the Trustee a written request that the Trustee pursue a remedy with respect to pursue such remedyEvent of Default; (Cc) such Holder or Holders offer have offered and, if requested, provide provided, to the Trustee security and or indemnity satisfactory to the Trustee against any loss, liability or other expense to the Trustee that may result from the Trustee’s following of compliance with such written request; (Dd) the Trustee does has not comply complied with such written request within sixty (60) calendar 60 days after its receipt of such written request and such offer of security or indemnity; and (Ee) during such sixty (60) calendar -day period, the Holders of a majority in of the aggregate principal amount of the Notes then outstanding do Notes did not deliver to the Trustee a direction that is inconsistent with such written request. A Holder of a Note may not use this Indenture to prejudice the rights of another any other Holder or to obtain a preference or priority over another any other Holder. The , it being understood that the Trustee will does not have no any affirmative duty to determine ascertain whether any Holder’s use usage of this Indenture complies with the preceding sentence.by a Holder is unduly prejudicial to such other Holders. ‌ ​

Limitation on Suits. No A Holder of a Senior Note may pursue any a remedy with respect to this Indenture or the Senior Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unlessonly if: (Aa) such the Holder has previously delivered of a Senior Note gives to the Trustee written notice that an of a continuing Event of Default is continuingDefault; (Bb) the Holders of at least twenty five percent (25%) % in aggregate principal amount (or principal amount at maturity, as the case may be) of the Notes then outstanding deliver Senior Notes make a written request to the Trustee to pursue such the remedy; (Cc) such Holder of a Senior Note or Holders of Senior Notes offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (Dd) the Trustee does not comply with such the request within sixty (60) calendar 60 days after its receipt of such the request and such the offer and, if requested, the provision of security or indemnity; and (Ee) during such sixty (60) calendar -day period, period the Holders of a majority in aggregate principal amount (or principal amount at maturity, as the case may be) of the Notes then outstanding Senior Notes do not deliver to give the Trustee a direction that is inconsistent with such the request. A Holder of a Senior Note may not use this Indenture to prejudice the rights of another Holder of a Senior Note or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use Holder of this Indenture complies with the preceding sentencea Senior Note.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal amount of, or the Redemption Price or Fundamental Change Repurchase Price or Redemption Price for, or any interest on, or any Notes; or (y) the Company’s obligations to convert Exchange any Notes pursuant to Article ‎Article 5), unless: (A) such Holder has previously delivered to the Trustee written notice that an Event of Default is continuing; (B) Holders of at least twenty five thirty percent (2530%) in aggregate principal amount of the Notes then outstanding deliver a written request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability cost, liability, damage, fee or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (A) such Holder has previously delivered to the Trustee written notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with prejudices the preceding sentencerights of another Holder or obtains a preference or priority over another Holder.

Limitation on Suits. No (a) Subject to the Pari Passu Intercreditor Agreement, and except to enforce the right to receive payment of principal, premium (if any) or interest when due, no Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article 5), unless: (Ai) such Holder has previously delivered to given the Trustee written notice stating that an Event of Default is continuing; (Bii) Holders of at least twenty five percent (25%) 30% in aggregate principal amount of the outstanding Notes then outstanding deliver have made a written request to the Trustee to pursue such the remedy; (Ciii) such Holder or Holders offer and, if requested, provide to have offered the Trustee security and and/or indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such requestexpense; (Div) the Trustee does has not comply complied with such request within sixty (60) calendar 60 days after its the receipt of such request thereof and such the offer of security or and/or indemnity; and (Ev) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the outstanding Notes then outstanding do have not deliver to given the Trustee a direction that is inconsistent with such request. request within such 60-day period. (b) A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty In the event that the Definitive Notes are not issued to determine whether any beneficial owner promptly after the Registrar has received a request from the Holder of a Global Note to issue such Definitive Notes to such beneficial owner of its nominee, the Company expressly agrees and acknowledges, with respect to the right of any Holder to pursue a remedy pursuant to this Indenture, the right of such beneficial holder of Notes to pursue such remedy with respect to the portion of the Global Note that represents such beneficial Holder’s use of this Indenture complies with the preceding sentenceNotes as if such Definitive Notes had been issued.

Limitation on Suits. No Holder may pursue any remedy with respect to this Indenture or the Notes (except to enforce (x) its rights to receive the principal of, or the Redemption Price or Fundamental Change Repurchase Price for, or interest on, any Notes; or (y) the Company’s obligations to convert any Notes pursuant to Article ‎Article 5), unless: (A) such Holder has previously delivered to the Trustee notice that an Event of Default is continuing; (B) Holders of at least twenty five percent (25%) in aggregate principal amount of the Notes then outstanding deliver a written request to the Trustee to pursue such remedy; (C) such Holder or Holders offer and, if requested, provide to the Trustee security and indemnity satisfactory to the Trustee against any loss, liability or expense to the Trustee that may result from the Trustee’s following such request; (D) the Trustee does not comply with such request within sixty (60) calendar days after its receipt of such request and such offer of security or indemnity; and (E) during such sixty (60) calendar day period, Holders of a majority in aggregate principal amount of the Notes then outstanding do not deliver to the Trustee a direction that is inconsistent with such request. A Holder of a Note may not use this Indenture to prejudice the rights of another Holder or to obtain a preference or priority over another Holder. The Trustee will have no duty to determine whether any Holder’s use of this Indenture complies with the preceding sentence.