Common use of REPURCHASE OF NOTES AT OPTION OF HOLDERS Clause in Contracts

REPURCHASE OF NOTES AT OPTION OF HOLDERS. Section 14.01 Repurchase at Option of Holders Upon a Fundamental Change 73 Section 14.02 Withdrawal of Fundamental Change Repurchase Notice 76 Section 14.03 Deposit of Fundamental Change Repurchase Price 76 Section 14.04 Covenant to Comply with Applicable Laws Upon Repurchase of Notes 77 GUARANTEE Section 15.01 Guarantee 77 Section 15.02 Limitation on Liability 78 Section 15.03 Successors and Assigns 78 Section 15.04 No Waiver 79 Section 15.05 Release of Guarantor 79 MISCELLANEOUS PROVISIONS Section 16.01 Provisions Binding on Company’s Successors 79 Section 16.02 Official Acts by Successor Corporation 79 Section 16.03 Addresses for Notices, Etc. 79 Section 16.04 Governing Law 80 Section 16.05 Evidence of Compliance with Conditions Precedent; Certificates and Opinions of Counsel to Trustee 80 Section 16.06 Legal Holidays 81 Section 16.07 No Security Interest Created 81 Section 16.08 Benefits of Indenture 81 Section 16.09 Table of Contents, Headings, Etc. 81 Section 16.10 Authenticating Agent 81 Section 16.11 Execution in Counterparts 82 Section 16.12 Severability 83 Section 16.13 Force Majeure 83 Section 16.14 Calculations 83 Section 16.15 USA PATRIOT Act 83 Exhibit A Form of Note A-1 Exhibit B Form of Free Transferability Certificate B-1 INDENTURE, dated as of March 11, 2014, among ENCORE CAPITAL GROUP, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), MIDLAND CREDIT MANAGEMENT, INC., as guarantor (the “Guarantor,” as more fully set forth in Section 1.01), and UNION BANK, N.A., a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).

REPURCHASE OF NOTES AT OPTION OF HOLDERS. Section 14.01 Repurchase at Option of Holders Upon a Fundamental Change 73 76 Section 14.02 Withdrawal of Fundamental Change Repurchase Notice 76 79 Section 14.03 Deposit of Fundamental Change Repurchase Price 76 79 Section 14.04 Covenant to Comply with Applicable Laws Upon Repurchase of Notes 77 80 Section 14.05 Third Party May Conduct Repurchase Offer In Lieu of the Company 80 Section 14.06 No Need to Conduct a Fundamental Change Repurchase Offer for a Par Excess Cash Merger 80 GUARANTEE Section 15.01 Guarantee 77 81 Section 15.02 Limitation on Liability 78 82 Section 15.03 Successors and Assigns 78 82 Section 15.04 No Waiver 79 82 Section 15.05 Release of Guarantor 79 83 MISCELLANEOUS PROVISIONS Section 16.01 Provisions Binding on Company’s Successors 79 83 Section 16.02 Official Acts by Successor Corporation 79 83 Section 16.03 Addresses for Notices, Etc. 79 83 Section 16.04 Governing Law 80 84 Section 16.05 Evidence of Compliance with Conditions Precedent; Certificates and Opinions of Counsel to Trustee 80 84 Section 16.06 Legal Holidays 81 85 Section 16.07 No Security Interest Created 81 85 Section 16.08 Benefits of Indenture 81 85 Section 16.09 Table of Contents, Headings, Etc. 81 85 Section 16.10 Authenticating Agent 81 85 Section 16.11 Execution in Counterparts 82 86 Section 16.12 Severability 83 87 Section 16.13 Force Majeure 83 87 Section 16.14 Calculations 83 87 Section 16.15 USA PATRIOT Act 83 87 Exhibit A Form of Note A-1 Exhibit B Form of Free Transferability Certificate B-1 INDENTURE, dated as of March 113, 20142017, among ENCORE CAPITAL GROUP, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), MIDLAND CREDIT MANAGEMENT, INC., as guarantor (the “Guarantor,” as more fully set forth in Section 1.01), and MUFG UNION BANK, N.A., a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).

REPURCHASE OF NOTES AT OPTION OF HOLDERS. Section 14.01 15.01. Repurchase at Option of Holders Upon a Fundamental Change 73 77 Section 14.02 15.02. Withdrawal of Fundamental Change Repurchase Notice 76 80 Section 14.03 15.03. Deposit of Fundamental Change Repurchase Price 76 80 Section 14.04 15.04. Covenant to Comply with Applicable Laws Upon Repurchase of Notes 77 GUARANTEE 81 NO OPTIONAL REDEMPTION Section 15.01 Guarantee 77 Section 15.02 Limitation on Liability 78 Section 15.03 Successors and Assigns 78 Section 15.04 16.01. No Waiver 79 Section 15.05 Release of Guarantor 79 Optional Redemption 81 MISCELLANEOUS PROVISIONS Section 16.01 17.01. Provisions Binding on Company’s Successors 79 81 Section 16.02 17.02. Official Acts by Successor Corporation 79 81 Section 16.03 17.03. Addresses for Notices, Etc. 79 81 Section 16.04 17.04. Governing Law 80 Law; Jurisdiction 83 Section 16.05 17.05. Evidence of Compliance with Conditions Precedent; Certificates and Opinions of Counsel to Trustee 80 83 Section 16.06 17.06. Legal Holidays 81 84 Section 16.07 17.07. No Security Interest Created 81 84 Section 16.08 17.08. Benefits of Indenture 81 84 Section 16.09 17.09. Table of Contents, Headings, Etc. 81 84 Section 16.10 17.10. Authenticating Agent 81 84 Section 16.11 17.11. Execution in Counterparts 82 85 Section 16.12 17.12. Severability 83 85 Section 16.13 17.13. Waiver of Jury Trial 85 Section 17.14. Force Majeure 83 85 Section 16.14 17.15. Calculations 83 85 Section 16.15 17.16. USA PATRIOT Act 83 86 Section 17.17. Withholding Taxes 86 Exhibit A Form of Note A-1 Exhibit B Form of Free Transferability Certificate B-1 INDENTURE, INDENTURE dated as of March 11November 4, 20142015 between Integrated Device Technology, among ENCORE CAPITAL GROUP, INC.Inc., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01, the “Company”), MIDLAND CREDIT MANAGEMENTand Wilmington Trust, INC.National Association, a national banking association organized under the laws of the United States of America, as guarantor trustee (the “Guarantor,” as more fully set forth in Section 1.01), and UNION BANK, N.A., a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01”).

REPURCHASE OF NOTES AT OPTION OF HOLDERS. Section 14.01 15.01. [Intentionally Omitted] 81 Section 15.02. Repurchase at Option of Holders Upon a Fundamental Change 73 81 Section 14.02 15.03. Withdrawal of Fundamental Change Repurchase Notice 76 83 Section 14.03 15.04. Deposit of Fundamental Change Repurchase Price 76 84 Section 14.04 15.05. Covenant to Comply with Applicable Laws Upon Repurchase of Notes 77 GUARANTEE 84 Section 15.01 Guarantee 77 15.06. Exchange in Lieu of ▇▇▇▇▇▇▇▇▇▇ ▇▇ NO REDEMPTION Section 15.02 Limitation on Liability 78 Section 15.03 Successors and Assigns 78 Section 15.04 16.01. No Waiver 79 Section 15.05 Release of Guarantor 79 Redemption 85 MISCELLANEOUS PROVISIONS Section 16.01 17.01. Provisions Binding on Company’s Successors 79 86 Section 16.02 17.02. Official Acts by Successor Corporation 79 86 Section 16.03 17.03. Addresses for Notices, Etc. 79 86 Section 16.04 17.04. Governing Law 80 Law; Jurisdiction 87 Section 16.05 17.05. Evidence of Compliance with Conditions Precedent; Certificates and Opinions of Counsel to Trustee 80 87 Section 16.06 17.06. Legal Holidays 81 87 Section 16.07 17.07. No Security Interest Created 81 88 Section 16.08 17.08. Benefits of Indenture 81 88 Section 16.09 17.09. Table of Contents, Headings, Etc. 81 88 Section 16.10 17.10. Authenticating Agent 81 88 Section 16.11 17.11. Execution in Counterparts 82 89 Section 16.12 17.12. Severability 83 89 Section 16.13 17.13. Waiver of Jury Trial 89 Section 17.14. Force Majeure 83 89 Section 16.14 17.15. Calculations 83 90 Section 16.15 17.16. USA PATRIOT Act 83 90 Section 17.17. Tax Withholding 90 Exhibit A Form of Note A-1 Exhibit B Form of Free Transferability Certificate B-1 INDENTURE, INDENTURE dated as of March 11November 14, 2014, among ENCORE CAPITAL GROUP2017 between SAREPTA THERAPEUTICS, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), MIDLAND CREDIT MANAGEMENT, INC., as guarantor (the “Guarantor,” as more fully set forth in Section 1.01), ) and UNION BANK, N.A.U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).

REPURCHASE OF NOTES AT OPTION OF HOLDERS. Section 14.01 15.01. [Intentionally Omitted] 69 Section 15.02. Repurchase at Option of Holders Upon a Fundamental Change 73 69 Section 14.02 15.03. Withdrawal of Fundamental Change Repurchase Notice 76 72 Section 14.03 15.04. Deposit of Fundamental Change Repurchase Price 76 73 Section 14.04 15.05. Covenant to Comply with Applicable Laws Upon Repurchase of Notes 77 GUARANTEE 73 NO REDEMPTION Section 15.01 Guarantee 77 Section 15.02 Limitation on Liability 78 Section 15.03 Successors and Assigns 78 Section 15.04 16.01. No Waiver 79 Section 15.05 Release of Guarantor 79 Redemption 74 MISCELLANEOUS PROVISIONS Section 16.01 17.01. Provisions Binding on Company’s Successors 79 74 Section 16.02 17.02. Official Acts by Successor Corporation 79 74 Section 16.03 17.03. Addresses for Notices, Etc. 79 74 Section 16.04 17.04. Governing Law 80 Law; Jurisdiction 75 Section 16.05 17.05. Evidence of Compliance with Conditions Precedent; Certificates and Opinions of Counsel to Trustee 80 75 Section 16.06 17.06. Legal Holidays 81 76 Section 16.07 17.07. No Security Interest Created 81 76 Section 16.08 17.08. Benefits of Indenture 81 76 Section 16.09 17.09. Table of Contents, Headings, Etc. 81 76 Section 16.10 17.10. Authenticating Agent 81 76 Section 16.11 17.11. Execution in Counterparts 82 77 Section 16.12 17.12. Severability 83 78 Section 16.13 17.13. Waiver of Jury Trial 78 Section 17.14. Force Majeure 83 78 Section 16.14 17.15. Calculations 83 78 Section 16.15 17.16. USA PATRIOT Act 83 78 Exhibit A Form of Note A-1 Exhibit B Form of Free Transferability Certificate B-1 INDENTURE, INDENTURE dated as of March 11May 16, 2014, among ENCORE CAPITAL GROUP2017 between DERMIRA, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), MIDLAND CREDIT MANAGEMENT, INC., as guarantor (the “Guarantor,” as more fully set forth in Section 1.01), ) and UNION BANK, N.A.U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).

REPURCHASE OF NOTES AT OPTION OF HOLDERS. 46 Section 14.01 Repurchase 10.01 Purchase at Option of Holders Upon a Fundamental Change 73 46 Section 14.02 10.02 Withdrawal of Fundamental Change Repurchase Notice 76 49 Section 14.03 10.03 Effect of Fundamental Change Repurchase Notice 49 Section 10.04 Notes Repurchased in Part 50 Section 10.05 Covenant to Comply With Securities Laws Upon Repurchase of Notes 50 Section 10.06 Deposit of Fundamental Change Repurchase Price 76 51 ARTICLE 11 REDEMPTION AT THE OPTION OF THE COMPANY 51 Section 14.04 Covenant to Comply with Applicable Laws Upon Repurchase 11.01 No Sinking Fund 51 Section 11.02 Right To Redeem the Notes 51 ARTICLE 12 CONSOLIDATION, MERGER AND SALE OF ASSETS 52 Section 12.01 Applicability of Notes 77 GUARANTEE Article V of the Base Indenture 52 Section 15.01 Guarantee 77 12.02 When Company May Merge, Etc. 52 Section 15.02 Limitation on Liability 78 Section 15.03 Successors and Assigns 78 Section 15.04 No Waiver 79 Section 15.05 Release of Guarantor 79 12.03 Successor Person Substituted 52 ARTICLE 13 MISCELLANEOUS PROVISIONS 52 Section 16.01 13.01 Trust Accounts 52 Section 13.02 Provisions Binding on Company’s 's Successors 79 53 Section 16.02 13.03 Official Acts by Successor Corporation 79 53 Section 16.03 Addresses for Notices, Etc. 79 13.04 Governing Law; Jurisdiction 53 Section 16.04 Governing Law 80 13.05 Payment Dates 53 Section 16.05 Evidence of Compliance with Conditions Precedent; Certificates and Opinions of Counsel to Trustee 80 Section 16.06 Legal Holidays 81 Section 16.07 13.06 No Security Interest Created 81 53 Section 16.08 13.07 Benefits of Indenture 81 53 Section 16.09 13.08 Table of Contents, Headings, Etc. 81 53 Section 16.10 Authenticating Agent 81 13.09 Multiple Originals 53 Section 16.11 Execution in Counterparts 82 13.10 Severability 54 Section 16.12 Severability 83 13.11 Calculations 54 Section 16.13 Force Majeure 83 13.12 Ratification of Base Indenture 54 Section 16.14 Calculations 83 13.13 Trustee's Disclaimer 54 Section 16.15 USA PATRIOT Act 83 Exhibit A Form of Note A-1 Exhibit B Form of Free Transferability Certificate B-1 INDENTURE13.14 Special, dated as of March 11, 2014, among ENCORE CAPITAL GROUP, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), MIDLAND CREDIT MANAGEMENT, INC., as guarantor (the “Guarantor,” as more fully set forth in Section 1.01), Consequential and UNION BANK, N.A., a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).Indirect Damages 54

REPURCHASE OF NOTES AT OPTION OF HOLDERS. Section 14.01 SECTION 13.01 Repurchase at Option of Holders Upon Noteholders upon a Fundamental Change 73 Section 14.02 87 SECTION 13.02 Withdrawal of Fundamental Change Repurchase Purchase Notice 76 Section 14.03 90 SECTION 13.03 Deposit of Fundamental Change Repurchase Purchase Price 76 Section 14.04 Covenant to Comply with Applicable Laws Upon Repurchase of Notes 77 GUARANTEE Section 15.01 Guarantee 77 Section 15.02 Limitation on Liability 78 Section 15.03 Successors and Assigns 78 Section 15.04 No Waiver 79 Section 15.05 Release of Guarantor 79 MISCELLANEOUS PROVISIONS Section 16.01 90 SECTION 14.01 Provisions Binding on Company’s Successors 79 Section 16.02 91 SECTION 14.02 Official Acts by Successor Corporation 79 Section 16.03 91 SECTION 14.03 Addresses for Notices, Etc. 79 Section 16.04 91 SECTION 14.04 Governing Law 80 Section 16.05 92 SECTION 14.05 Evidence of Compliance with Conditions Precedent; Certificates and Opinions of Counsel to Trustee 80 Section 16.06 92 SECTION 14.06 Legal Holidays 81 Section 16.07 93 SECTION 14.07 No Security Interest Created 81 Section 16.08 93 SECTION 14.08 Trust Indenture Act 93 SECTION 14.09 Benefits of Indenture 81 Section 16.09 93 SECTION 14.10 Table of Contents, Headings, Etc. 81 Section 16.10 94 SECTION 14.11 Authenticating Agent 81 Section 16.11 94 SECTION 14.12 Execution in Counterparts 82 Section 16.12 95 SECTION 14.13 Severability 83 Section 16.13 95 SECTION 14.14 Waiver of Jury Trial 95 SECTION 14.15 Force Majeure 83 Section 16.14 95 SECTION 14.16 Calculations 83 Section 16.15 USA PATRIOT Act 83 in Respect of the Notes 95 Exhibit A Form of Note A-1 Exhibit B Form of Free Transferability Certificate Notice of Conversion B-1 INDENTURE, dated as Exhibit C Form of March 11, 2014, among ENCORE CAPITAL GROUP, INC., a Delaware corporation, as issuer Fundamental Change Purchase Notice C-1 Exhibit D Form of Assignment and Transfer D-1 310(a)(1) 6.09 (the “Company,” as more fully set forth in Section 1.01), MIDLAND CREDIT MANAGEMENT, INC., as guarantor (the “Guarantor,” as more fully set forth in Section 1.01), and UNION BANK, N.A., a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).a)(2) 6.09

REPURCHASE OF NOTES AT OPTION OF HOLDERS. Section 14.01 Repurchase at Option of Holders Upon a Fundamental Change 73 69 Section 14.02 Withdrawal of Fundamental Change Repurchase Notice 76 71 Section 14.03 Deposit of Fundamental Change Repurchase Price 76 71 Section 14.04 Covenant to Comply with Applicable Laws Upon Repurchase of Notes 77 GUARANTEE 72 OPTIONAL REDEMPTION Section 15.01 Guarantee 77 Optional Redemption 72 Section 15.02 Limitation on Liability 78 Notice of Redemption 73 Section 15.03 Successors and Assigns 78 Payment of Notes Called for Redemption 74 Section 15.04 No Waiver 79 Section 15.05 Release of Guarantor 79 Restrictions on Redemption 74 MISCELLANEOUS PROVISIONS Section 16.01 Provisions Binding on Company’s Successors 79 74 Section 16.02 Official Acts by Successor Corporation 79 74 Section 16.03 Addresses for Notices, Etc. 79 74 Section 16.04 Governing Law 80 75 Section 16.05 Evidence of Compliance with Conditions Precedent; Certificates and Opinions of Counsel to Trustee 80 75 Section 16.06 Legal Holidays 81 76 Section 16.07 No Security Interest Created 81 76 Section 16.08 Benefits of Indenture 81 76 Section 16.09 Table of Contents, Headings, Etc. 81 76 Section 16.10 Authenticating Agent 81 76 Section 16.11 Execution in Counterparts 82 77 Section 16.12 Severability 83 77 Section 16.13 Waiver of Jury Trial 77 Section 16.14 Force Majeure 83 Section 16.14 Calculations 83 78 Section 16.15 Calculations 78 Section 16.16 USA PATRIOT Act 83 78 Exhibit A Form of Note A-1 Exhibit B Form of Free Transferability Certificate B-1 INDENTURE, dated as of March 119, 20142020, among ENCORE CAPITAL GROUP, INC.between INFINERA CORPORATION, a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), MIDLAND CREDIT MANAGEMENT, INC., as guarantor (the “Guarantor,” as more fully set forth in Section 1.01), ) and UNION BANK, N.A.U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).

REPURCHASE OF NOTES AT OPTION OF HOLDERS. Section 14.01 Repurchase at Option of Holders Upon a Fundamental Change 73 Section 14.02 Withdrawal of Fundamental Change Repurchase Notice 76 Section 14.03 Deposit of Fundamental Change Repurchase Price 76 Section 14.04 Covenant to Comply with Applicable Laws Upon Repurchase of Notes 77 GUARANTEE Section 15.01 Guarantee 77 Section 15.02 Limitation on Liability 78 Section 15.03 Successors and Assigns 78 79 Section 15.04 No Waiver 79 Section 15.05 Release of Guarantor 79 MISCELLANEOUS PROVISIONS Section 16.01 Provisions Binding on Company’s Successors 79 Section 16.02 Official Acts by Successor Corporation 79 Section 16.03 Addresses for Notices, Etc. 79 80 Section 16.04 Governing Law 80 Section 16.05 Evidence of Compliance with Conditions Precedent; Certificates and Opinions of Counsel to Trustee 80 81 Section 16.06 Legal Holidays 81 Section 16.07 No Security Interest Created 81 Section 16.08 Benefits of Indenture 81 Section 16.09 Table of Contents, Headings, Etc. 81 82 Section 16.10 Authenticating Agent 81 82 Section 16.11 Execution in Counterparts 82 83 Section 16.12 Severability 83 Section 16.13 Force Majeure 83 Section 16.14 Calculations 83 Section 16.15 USA PATRIOT Act 83 Exhibit A Form of Note A-1 Exhibit B Form of Free Transferability Certificate B-1 INDENTURE, dated as of March 11June 24, 20142013, among between ENCORE CAPITAL GROUP, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), MIDLAND CREDIT MANAGEMENT, INC., as guarantor (the “Guarantor,” as more fully set forth in Section 1.01), and UNION BANK, N.A., a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).

REPURCHASE OF NOTES AT OPTION OF HOLDERS. Section 14.01 16.01. [Reserved] 70 Section 16.02. Repurchase at Option of Holders Upon Noteholders upon a Fundamental Change 73 70 Section 14.02 16.03. Withdrawal of Fundamental Change Repurchase Notice 76 72 Section 14.03 16.04. Deposit of Fundamental Change Repurchase Price 76 73 Section 14.04 Covenant to Comply with Applicable Laws Upon Repurchase of Notes 77 GUARANTEE Section 15.01 Guarantee 77 Section 15.02 Limitation on Liability 78 Section 15.03 Successors and Assigns 78 Section 15.04 No Waiver 79 Section 15.05 Release of Guarantor 79 MISCELLANEOUS PROVISIONS Section 16.01 17.01. Provisions Binding on Company’s Successors 79 73 Section 16.02 17.02. Official Acts by Successor Corporation 79 73 Section 16.03 17.03. Addresses for Notices, Etc. 79 74 Section 16.04 17.04. Governing Law 80 74 Section 16.05 17.05. Evidence of Compliance with Conditions Precedent; Certificates and Opinions of Counsel to Trustee 80 74 Section 16.06 17.06. Legal Holidays 81 75 Section 16.07 17.07. No Security Interest Created 81 75 Section 16.08 17.08. Benefits of Indenture 81 75 Section 16.09 17.09. Table of Contents, Headings, Etc. 81 75 Section 16.10 17.10. Authenticating Agent 81 75 Section 16.11 17.11. Execution in Counterparts 82 76 Section 16.12 17.12. Severability 83 76 Section 16.13 17.13. Waiver of Jury Trial 76 Section 17.14. Force Majeure 83 Section 16.14 Calculations 83 Section 16.15 USA PATRIOT Act 83 76 EXHIBITS Exhibit A Form of Note A-1 Exhibit B Form of Free Transferability Certificate Notice of Conversion B-1 INDENTURE, Exhibit C Form of Fundamental Change Repurchase Notice C-1 Exhibit D Form of Assignment and Transfer D-1 INDENTURE dated as of March 11June 17, 2014, among ENCORE CAPITAL GROUP, INC.2008 between Sotheby’s, a Delaware corporation, as issuer (hereinafter sometimes called the “Company,” as more fully set forth in Section 1.01), MIDLAND CREDIT MANAGEMENT, INC., as guarantor (the “Guarantor,” as more fully set forth in Section 1.01), ) and UNION BANK, N.A.U.S. Bank National Association, a national banking association, as trustee (hereinafter sometimes called the “Trustee,” as more fully set forth in Section 1.01).

REPURCHASE OF NOTES AT OPTION OF HOLDERS. Section 14.01 Repurchase at Option of Holders Upon a Fundamental Change 73 62 Section 14.02 Withdrawal of Fundamental Change Repurchase Notice 76 64 Section 14.03 Deposit of Fundamental Change Repurchase Price 76 65 Section 14.04 Covenant to Comply with Applicable Laws Upon Repurchase of Notes 77 GUARANTEE 65 NO OPTIONAL REDEMPTION Section 15.01 Guarantee 77 Section 15.02 Limitation on Liability 78 Section 15.03 Successors and Assigns 78 Section 15.04 No Waiver 79 Section 15.05 Release of Guarantor 79 Optional Redemption 66 MISCELLANEOUS PROVISIONS Section 16.01 Provisions Binding on Company’s Successors 79 66 Section 16.02 Official Acts by Successor Corporation 79 66 Section 16.03 Addresses for Notices, Etc. 79 66 Section 16.04 Governing Law 80 66 Section 16.05 Evidence of Compliance with Conditions Precedent; Certificates and Opinions of Counsel to Trustee 80 67 Section 16.06 Legal Holidays 81 67 Section 16.07 No Security Interest Created 81 67 Section 16.08 Benefits of Indenture 81 68 Section 16.09 Table of Contents, Headings, Etc. 81 68 Section 16.10 Authenticating Agent 81 68 Section 16.11 Execution in Counterparts 82 69 Section 16.12 Severability 83 69 Section 16.13 Waiver of Jury Trial 69 Section 16.14 Force Majeure 83 Section 16.14 Calculations 83 69 Section 16.15 Calculations 69 Section 16.16 USA PATRIOT Act 83 69 Exhibit A Form of Note A-1 Exhibit B Form of Free Transferability Certificate B-1 INDENTURE, dated as of March 11May 30, 20142013, among ENCORE CAPITAL GROUP, INC.between INFINERA CORPORATION, a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), MIDLAND CREDIT MANAGEMENT, INC., as guarantor (the “Guarantor,” as more fully set forth in Section 1.01), ) and UNION BANK, N.A.U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).

REPURCHASE OF NOTES AT OPTION OF HOLDERS. Section 14.01 11.01 Applicability of Article XIII of the Base Indenture 38 Section 11.02 Repurchase at Option of Holders Upon a Fundamental Change 73 38 Section 14.02 Withdrawal 11.03 No Payment Following Acceleration of Fundamental Change Repurchase Notice 76 the Notes 41 Section 14.03 Deposit of Fundamental Change Repurchase Price 76 11.04 Compliance with Tender Offer Rules 41 Section 14.04 Covenant 12.01 Trust Indenture Act Controls 41 Section 12.02 Certificate and Opinion as to Comply with Applicable Laws Upon Repurchase of Notes 77 GUARANTEE Conditions Precedent 41 Section 15.01 Guarantee 77 12.03 Statements Required in Certificate or Opinion 42 Section 15.02 Limitation on Liability 78 12.04 Successors 42 Section 15.03 Successors and Assigns 78 Section 15.04 No Waiver 79 Section 15.05 Release of Guarantor 79 MISCELLANEOUS PROVISIONS Section 16.01 Provisions Binding on Company’s Successors 79 Section 16.02 12.05 Official Acts by Successor Corporation 79 42 Section 16.03 12.06 Addresses for Notices, Etc. 79 Etc 42 Section 16.04 12.07 Ratification of the Base Indenture 43 Section 12.08 Governing Law 80 43 Section 16.05 Evidence of Compliance with Conditions Precedent; Certificates and Opinions of Counsel to Trustee 80 Section 16.06 Legal Holidays 81 Section 16.07 No Security Interest Created 81 Section 16.08 12.09 Benefits of Indenture 81 43 Section 16.09 12.10 Table of Contents, Headings, Etc. 81 Etc 43 Section 16.10 Authenticating Agent 81 12.11 Counterparts 43 Section 16.11 Execution in Counterparts 82 12.12 Trustee 43 Section 16.12 Severability 83 12.13 Further Instruments and Acts 44 Section 16.13 12.14 Waiver of Jury Trial 44 Section 12.15 Force Majeure 83 44 Section 16.14 12.16 Calculations 83 Section 16.15 USA PATRIOT Act 83 44 Schedule A Make-Whole Table Exhibit A Form of Note A-1 Notes Exhibit B Form of Free Transferability Certificate B-1 INDENTURE, dated as Conversion Notice Exhibit C Form of March 11, 2014, among ENCORE CAPITAL GROUP, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), MIDLAND CREDIT MANAGEMENT, INC., as guarantor (the “Guarantor,” as more fully set forth in Section 1.01), Fundamental Change Repurchase Notice Exhibit D Form of Assignment and UNION BANK, N.A., a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).Transfer

REPURCHASE OF NOTES AT OPTION OF HOLDERS. Section 14.01 11.01. Repurchase at Option of Holders Upon a Fundamental Change 73 54 Section 14.02 Withdrawal 11.02. No Payment Following Acceleration of Fundamental Change Repurchase Notice 76 the Notes 57 Section 14.03 Deposit of Fundamental Change Repurchase Price 76 11.03. Compliance with Tender Offer Rules 57 Section 14.04 Covenant 12.01. Trust Indenture Act Controls 58 Section 12.02. Certificate and Opinion as to Comply with Applicable Laws Upon Repurchase of Notes 77 GUARANTEE Conditions Precedent 58 Section 15.01 Guarantee 77 12.03. Statements Required in Certificate or Opinion 58 Section 15.02 Limitation on Liability 78 12.04. Successors 59 Section 15.03 Successors and Assigns 78 Section 15.04 No Waiver 79 Section 15.05 Release of Guarantor 79 MISCELLANEOUS PROVISIONS Section 16.01 Provisions Binding on Company’s Successors 79 Section 16.02 12.05. Official Acts by Successor Corporation 79 59 Section 16.03 12.06. Addresses for Notices, Etc. 79 59 Section 16.04 12.07. Governing Law 80 59 Section 16.05 Evidence of Compliance with Conditions Precedent; Certificates and Opinions of Counsel to Trustee 80 Section 16.06 Legal Holidays 81 Section 16.07 No Security Interest Created 81 Section 16.08 12.08. Benefits of Indenture 81 60 Section 16.09 12.09. Table of Contents, Headings, Etc. 81 60 Section 16.10 Authenticating Agent 81 12.10. Counterparts 60 Section 16.11 Execution in Counterparts 82 12.11. Trustee 60 Section 16.12 Severability 83 12.12. Further Instruments and Acts 60 Section 16.13 12.13. Waiver of Jury Trial 60 Section 12.14. Force Majeure 83 60 Section 16.14 12.15. Calculations 83 Section 16.15 USA PATRIOT Act 83 61 Schedule A Additional Share Table Exhibit A Form of Note A-1 Notes Exhibit B Form of Free Transferability Certificate B-1 INDENTURE, dated as Conversion Notice Exhibit C Form of March 11, 2014, among ENCORE CAPITAL GROUP, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), MIDLAND CREDIT MANAGEMENT, INC., as guarantor (the “Guarantor,” as more fully set forth in Section 1.01), Fundamental Change Repurchase Notice Exhibit D Form of Assignment and UNION BANK, N.A., a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).Transfer Exhibit E Form of Restrictive Legend for Common Stock Issued upon Conversion

REPURCHASE OF NOTES AT OPTION OF HOLDERS. Section 14.01 11.01. Repurchase at Option of Holders Upon a Fundamental Change 73 54 Section 14.02 Withdrawal 11.02. No Payment Following Acceleration of Fundamental Change Repurchase Notice 76 the Notes 58 Section 14.03 Deposit of Fundamental Change Repurchase Price 76 11.03. Compliance with Tender Offer Rules 58 Section 14.04 Covenant 12.01. Trust Indenture Act Controls 58 Section 12.02. Certificate and Opinion as to Comply with Applicable Laws Upon Repurchase of Notes 77 GUARANTEE Conditions Precedent 58 Section 15.01 Guarantee 77 12.03. Statements Required in Certificate or Opinion 59 Section 15.02 Limitation on Liability 78 12.04. Successors 59 Section 15.03 Successors and Assigns 78 Section 15.04 No Waiver 79 Section 15.05 Release of Guarantor 79 MISCELLANEOUS PROVISIONS Section 16.01 Provisions Binding on Company’s Successors 79 Section 16.02 12.05. Official Acts by Successor Corporation 79 59 Section 16.03 12.06. Addresses for Notices, Etc. 79 59 Section 16.04 12.07. Governing Law 80 60 Section 16.05 Evidence of Compliance with Conditions Precedent; Certificates and Opinions of Counsel to Trustee 80 Section 16.06 Legal Holidays 81 Section 16.07 No Security Interest Created 81 Section 16.08 12.08. Benefits of Indenture 81 60 Section 16.09 12.09. Table of Contents, Headings, Etc. 81 60 Section 16.10 Authenticating Agent 81 12.10. Counterparts 60 Section 16.11 Execution in Counterparts 82 12.11. Trustee 60 Section 16.12 Severability 83 12.12. Further Instruments and Acts 61 Section 16.13 12.13. Waiver of Jury Trial 61 Section 12.14. Force Majeure 83 61 Section 16.14 12.15. Calculations 83 Section 16.15 USA PATRIOT Act 83 61 Schedule A Additional Share Table Exhibit A Form of Note A-1 Notes Exhibit B Form of Free Transferability Certificate B-1 INDENTURE, dated as Conversion Notice Exhibit C Form of March 11, 2014, among ENCORE CAPITAL GROUP, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), MIDLAND CREDIT MANAGEMENT, INC., as guarantor (the “Guarantor,” as more fully set forth in Section 1.01), Fundamental Change Repurchase Notice Exhibit D Form of Assignment and UNION BANK, N.A., a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).Transfer Exhibit E Form of Restrictive Legend for Common Stock Issued upon Conversion

REPURCHASE OF NOTES AT OPTION OF HOLDERS. 46 Section 14.01 Repurchase 10.01 Purchase at Option of Holders Upon a Fundamental Change 73 46 Section 14.02 10.02 Withdrawal of Fundamental Change Repurchase Notice 76 49 Section 14.03 10.03 Effect of Fundamental Change Repurchase Notice 49 Section 10.04 Notes Repurchased in Part 50 Section 10.05 Covenant to Comply With Securities Laws Upon Repurchase of Notes 50 Section 10.06 Deposit of Fundamental Change Repurchase Price 76 51 ARTICLE 11 REDEMPTION AT THE OPTION OF THE COMPANY 51 Section 14.04 Covenant to Comply with Applicable Laws Upon Repurchase 11.01 No Sinking Fund 51 Section 11.02 Right To Redeem the Notes 51 ARTICLE 12 CONSOLIDATION, MERGER AND SALE OF ASSETS 52 Section 12.01 Applicability of Notes 77 GUARANTEE Article V of the Base Indenture 52 Section 15.01 Guarantee 77 12.02 When Company May Merge, Etc. 52 Section 15.02 Limitation on Liability 78 Section 15.03 Successors and Assigns 78 Section 15.04 No Waiver 79 Section 15.05 Release of Guarantor 79 12.03 Successor Person Substituted 52 ARTICLE 13 MISCELLANEOUS PROVISIONS 52 Section 16.01 13.01 Trust Accounts 52 Section 13.02 Provisions Binding on Company’s Successors 79 53 Section 16.02 13.03 Official Acts by Successor Corporation 79 53 Section 16.03 Addresses for Notices, Etc. 79 13.04 Governing Law; Jurisdiction 53 Section 16.04 Governing Law 80 13.05 Payment Dates 53 Section 16.05 Evidence of Compliance with Conditions Precedent; Certificates and Opinions of Counsel to Trustee 80 Section 16.06 Legal Holidays 81 Section 16.07 13.06 No Security Interest Created 81 53 Section 16.08 13.07 Benefits of Indenture 81 53 Section 16.09 13.08 Table of Contents, Headings, Etc. 81 53 Section 16.10 Authenticating Agent 81 13.09 Multiple Originals 53 Section 16.11 Execution in Counterparts 82 13.10 Severability 54 Section 16.12 Severability 83 13.11 Calculations 54 Section 16.13 13.12 Ratification of Base Indenture 54 Section 13.13 Trustee’s Disclaimer 54 Section 13.14 Special, Consequential and Indirect Damages 54 Section 13.15 Force Majeure 83 Section 16.14 Calculations 83 Section 16.15 USA PATRIOT Act 83 54 Exhibit A [Form of Note Face of Note]............................................................................................................. A-1 Exhibit B Form of Free Transferability Certificate B-1 INDENTURE, SECOND SUPPLEMENTAL INDENTURE dated as of March 11April 23, 2014, among ENCORE CAPITAL GROUP, INC.2018 (this “Supplemental Indenture”) between Ship Finance International Limited, a Delaware corporationBermuda exempted company, as issuer (the “Company,” ”, as more fully set forth in Section 1.01) and U.S. Bank National Association, as trustee (the “Trustee”, as more fully set forth in Section 1.01), MIDLAND CREDIT MANAGEMENTsupplementing the Indenture, INC.dated as of October 5, as guarantor 2016, between the Company and the Trustee (the “Guarantor,Base Indenture” and the Base Indenture, as more fully set forth in Section 1.01)amended and supplemented by this Supplemental Indenture, and UNION BANKas it may be further amended or supplemented from time to time with respect to the Notes, N.A., a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01Indenture”).

REPURCHASE OF NOTES AT OPTION OF HOLDERS. Section 14.01 Repurchase at Option of Holders Upon a Fundamental Change 73 68 Section 14.02 Withdrawal of Fundamental Change Repurchase Notice 76 70 Section 14.03 Deposit of Fundamental Change Repurchase Price 76 70 Section 14.04 Covenant to Comply with Applicable Laws Upon Repurchase of Notes 77 GUARANTEE 71 ARTICLE XV OPTIONAL REDEMPTION Section 15.01 Guarantee 77 Optional Redemption 71 Section 15.02 Limitation on Liability 78 Notice of Redemption 71 Section 15.03 Successors and Assigns 78 Payment of Notes Called for Redemption 73 Section 15.04 No Waiver 79 Section 15.05 Release of Guarantor 79 Restrictions on Redemption 73 ARTICLE XVI MISCELLANEOUS PROVISIONS Section 16.01 Provisions Binding on Company’s Successors 79 73 Section 16.02 Official Acts by Successor Corporation 79 73 Section 16.03 Addresses for Notices, Etc. 79 73 Section 16.04 Governing Law 80 74 Section 16.05 Evidence of Compliance with Conditions Precedent; Certificates and Opinions of Counsel to Trustee 80 74 Section 16.06 Legal Holidays 81 75 Section 16.07 No Security Interest Created 81 75 Section 16.08 Benefits of Indenture 81 75 Section 16.09 Table of Contents, Headings, Etc. 81 75 Section 16.10 Authenticating Agent 81 75 Section 16.11 Execution in Counterparts 82 76 Section 16.12 Severability 83 76 Section 16.13 Waiver of Jury Trial 77 Section 16.14 Force Majeure 83 Section 16.14 Calculations 83 77 Section 16.15 Calculations 77 Section 16.16 USA PATRIOT Act 83 Exhibit A Form of Note A-1 Exhibit B Form of Free Transferability Certificate B-1 77 INDENTURE, dated as of March 11August 8, 20142022, among ENCORE CAPITAL GROUP, INC.between INFINERA CORPORATION, a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01)) and U.S. BANK TRUST COMPANY, MIDLAND CREDIT MANAGEMENT, INC., as guarantor (the “Guarantor,” as more fully set forth in Section 1.01), and UNION BANK, N.A.NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).