Common use of Settlement Upon Conversion Clause in Contracts

Settlement Upon Conversion. (a) Subject to Section 10.09, upon conversion of any Note, the Company may choose to pay or deliver, as the case may be, either Cash (‘‘Cash Settlement’’), shares of Common Stock (other than Cash for any fractional shares) (‘‘Physical Settlement’’) or a combination of Cash and shares of Common Stock (‘‘Combination Settlement’’). Each of Cash Settlement, Physical Settlement and Combination Settlement is a ‘‘Settlement Method.’’ (b) The same Settlement Method shall be used for all conversions occurring on the same Conversion Date. The Company shall not have any obligation to use the same Settlement Method with respect to conversions with Conversion Dates that occur on different Trading Days, except that the same Settlement Method shall be used for all conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Date. (c) If the Company elects a Settlement Method in respect of a Conversion Date, the Company shall provide notice (the “Settlement Notice”) of such Settlement Method and the Specified Dollar Amount or Cash Percentage, as applicable, in respect of such Conversion Date by informing the Trustee, the converting Holders, through the Trustee, and the Depositary no later than the Close of Business on the Trading Day immediately following the relevant Conversion Date (or, in the case of any conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Date, no later than the 24th Scheduled Trading Day immediately preceding the Maturity Date). If the Company elects Combination Settlement, but does not timely notify converting Holders of the Specified Dollar Amount per $1,000 principal amount of Notes, such Specified Dollar Amount will be deemed to be $1,000. If the Company does not timely provide Settlement Notice, it will be deemed to have elected Combination Settlement in respect of the Conversion Obligation with a Specified Dollar Amount per $1,000 principal amount of Notes equal to $1,000. (d) Subject to Section 10.03(e), with respect to any conversion of Notes by means of a Combination Settlement (other than a Net Share Settlement), the Company may specify, rather than a Specified Dollar Amount, a percentage of the Daily Settlement Amount that will be settled in Cash (the ‘‘Cash Percentage’’) by specifying such Cash Percentage in the Settlement Notice. (e) At any time on or prior to the 24th scheduled Trading Day prior to the Maturity Date, the Company may irrevocably elect (a “Net Share Settlement Election”) to satisfy the Conversion Obligation with respect to any Notes to be converted after the date of such election by delivering Cash up to the aggregate principal amount of Notes to be converted, and shares of Common Stock, Cash or a combination thereof in respect of the remainder, if any, of the Conversion Obligation ( “Net Share Settlement”). A Net Share Settlement is one type of Combination Settlement. The Company may make a Net Share Settlement Election at its sole discretion without the consent of the Holders. Upon making a Net Share Settlement Election, the Company will promptly (i) use reasonable efforts to post such information on its website or otherwise publicly disclose such information and (ii) provide written notice to the Holders by mailing such notice to Holders at their address in the Register (in the case of a Certificated Note), or through the facilities of the Depositary (in the case of a Global Note). (f) The Conversion Consideration in respect of the Conversion of any Notes will be computed as follows: (i) if the Company elects Physical Settlement, it will deliver to the converting Holder in respect of each $1,000 principal amount of Notes being converted a number of shares of Common Stock equal to the Conversion Rate; (ii) if the Company elects Cash Settlement, it will pay to the converting Holder in respect of each $1,000 principal amount of Notes being converted Cash in an amount equal to the sum of the Daily Conversion Values for each of the 20 consecutive Trading Days during the applicable Observation Period; and (iii) if the Company elects (or is deemed to have elected) Combination Settlement (including Net Share Settlement), it will pay or deliver, as the case may be, to the converting Holder in respect of each $1,000 principal amount of Notes being converted a combination of Cash and shares of Common Stock in an amount equal to the sum of the Daily Settlement Amounts for each of the 20 consecutive Trading Days during the applicable Observation Period. (g) The Daily Settlement Amounts and the Daily Conversion Values (if applicable) shall be determined by the Company promptly following the last day of the Observation Period. Promptly after such determination of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable, the Company shall notify the Trustee and the Conversion Agent (if other than the Trustee) of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable. In calculating the Daily Settlement Amounts, the Conversion Rate on any day shall be appropriately adjusted to take into account the occurrence on or before such Trading Day of any event that would require an adjustment to the Conversion Rate as set forth in Section

Settlement Upon Conversion. (a) Subject to Section 10.09Upon conversion, upon conversion of any Note, the Company we may choose to pay or deliver, as the case may be, either Cash cash (‘‘Cash Settlement’’“cash settlement”), shares of Common Stock our common stock (other than Cash for any fractional shares) (‘‘Physical Settlement’’“physical settlement”) or a combination of Cash cash and shares of Common Stock our common stock (‘‘Combination Settlement’’“combination settlement”), as described below. Each We refer to each of Cash Settlementthese settlement methods as a “settlement method.” All conversions for which the relevant conversion date occurs after our issuance of a notice of redemption with respect to the notes and prior to the related redemption date, Physical Settlement and Combination Settlement is all conversions for which the relevant conversion date occurs on or after the 45th scheduled trading day immediately preceding the maturity date (the “cut-off date”) will be settled using the same settlement method. Except for any conversions for which the relevant conversion date occurs after our issuance of a ‘‘Settlement Method.’’ (b) The notice of redemption but prior to the related redemption date, and any conversions for which the relevant conversion date occurs on or after the cut-off date, we will use the same Settlement Method shall be used settlement method for all conversions occurring on with the same Conversion Date. The Company shall conversion date, but we will not have any obligation to use the same Settlement Method settlement method with respect to conversions with Conversion Dates that occur different conversion dates. That is, we may choose for notes converted on different Trading Daysone conversion date to settle conversions in physical settlement, except that the same Settlement Method shall be used and choose for all conversions occurring notes converted on another conversion date cash settlement or after the 24th Scheduled Trading Day immediately preceding the Maturity Date. (c) combination settlement. If the Company elects we elect a Settlement Method in respect of a Conversion Datesettlement method, we will inform holders so converting, the Company shall provide notice (the “Settlement Notice”) of such Settlement Method trustee and the Specified Dollar Amount or Cash Percentage, as applicable, in respect conversion agent of such Conversion Date by informing the Trustee, the converting Holders, through the Trustee, and the Depositary settlement method we have selected no later than the Close close of Business business on the Trading Day second trading day immediately following the relevant Conversion Date related conversion date (or, or in the case of any conversions occurring for which the relevant conversion date occurs (i) after the date of issuance of a notice of redemption as described under “—Optional Redemption” and prior to the related redemption date, in such notice of redemption or (ii) on or after the 24th Scheduled Trading Day immediately preceding the Maturity Datecut-off date, no later than the 24th Scheduled Trading Day immediately preceding the Maturity Datecut-off date). If we do not timely elect a settlement method, we will no longer have the Company elects Combination Settlementright to elect a settlement method with respect to any conversion on the relevant conversion date or during the relevant period, and we will be deemed to have elected the default settlement method (as defined below) with respect to such conversion. If we elect combination settlement, but does we do not timely notify converting Holders holders of the Specified Dollar Amount specified dollar amount per $1,000 capitalized principal amount of Notesnotes, such Specified Dollar Amount specified dollar amount will be deemed to be $1,000. If For the Company does avoidance of doubt, our failure to timely elect a settlement method or specify as applicable a specified dollar amount will not timely provide Settlement Notice, it constitute a default under the indenture. The “default settlement method” will initially be deemed physical settlement. By notice to have elected Combination Settlement in respect holders of the Conversion Obligation notes, the trustee and the conversion agent (if other than the trustee), we may, from time to time, change the default settlement method. In addition, by notice to holders of the notes, we may, at our option, elect to irrevocably fix the settlement method to any settlement method that we are then permitted to elect, including combination settlement with a Specified Dollar Amount specified dollar amount per $1,000 capitalized principal amount of Notes equal notes of $1,000 or with an ability to continue to set the specified dollar amount per $1,000. (d) Subject to Section 10.03(e), with respect to any conversion 1,000 capitalized principal amount of Notes by means of notes at or above a Combination Settlement (other than a Net Share Settlement), specific amount set forth in such election notice. If we change the Company may specify, rather than a Specified Dollar Amount, a percentage of the Daily Settlement Amount that will be settled in Cash (the ‘‘Cash Percentage’’) by specifying such Cash Percentage in the Settlement Notice. (e) At any time on default settlement method or prior to the 24th scheduled Trading Day prior to the Maturity Date, the Company may we irrevocably elect (to fix the settlement method, in either case, to combination settlement with an ability to continue to set the specified dollar amount per $1,000 capitalized principal amount of notes at or above a “Net Share Settlement Election”) to satisfy the Conversion Obligation with respect to any Notes to be converted specific amount, we will, after the date of such change or election, as the case may be, inform holders converting their notes, the trustee and the conversion agent of such specified dollar amount no later than the relevant deadline for election by delivering Cash up to of a settlement method as described in the aggregate immediately preceding paragraph, or, if we do not timely notify holders, such specified dollar amount will be the specific amount set forth in the election notice or, if no specific amount was set forth in the election notice, such specified dollar amount will be $1,000 per $1,000 capitalized principal amount of Notes notes. A change in the default settlement method or an irrevocable election will apply to all note conversions on conversion dates occurring subsequent to delivery of such notice; provided that no such change or election will affect any settlement method theretofore elected (or deemed to be convertedelected) with respect to any note. For the avoidance of doubt, and shares of Common Stocksuch an irrevocable election, Cash if made, will be effective without the need to amend the indenture or a combination thereof the notes, including pursuant to the provisions described in respect clause (11) of the remaindersecond paragraph under the caption “—Modification and Amendment” below. However, if any, of the Conversion Obligation ( “Net Share Settlement”). A Net Share Settlement is one type of Combination Settlement. The Company we may make a Net Share Settlement Election at its sole discretion nonetheless choose to execute such an amendment without the consent of the Holdersholders at our option. Upon making a Net Share Settlement Election, the Company will promptly (i) use reasonable efforts to post such information on its website or otherwise publicly disclose such information and (ii) provide written notice to the Holders by mailing such notice to Holders at their address in the Register (in the case of a Certificated Note), or through the facilities of the Depositary (in the case of a Global Note). (f) The Conversion Consideration in respect of the Conversion of any Notes amounts will be computed as follows: : ● if we elect (ior are deemed to have elected) if the Company elects Physical Settlementphysical settlement, it we will deliver to the converting Holder holder in respect of each $1,000 capitalized principal amount of Notes notes being converted a number of shares of Common Stock common stock equal to the Conversion Rate; conversion rate; ● if we elect (iior are deemed to have elected) if the Company elects Cash Settlementcash settlement, it we will pay to the converting Holder holder in respect of each $1,000 capitalized principal amount of Notes notes being converted Cash cash in an amount equal to the sum of the Daily Conversion Values daily conversion values for each of the 20 40 consecutive Trading Days trading days during the applicable Observation Periodrelated observation period; and (iii) and ● if the Company elects we elect (or is are deemed to have elected) Combination Settlement (including Net Share Settlement)combination settlement, it we will pay or deliver, as the case may be, to the converting Holder holder in respect of each $1,000 capitalized principal amount of Notes notes being converted a combination of Cash and shares of Common Stock in an amount “settlement amount” equal to the sum of the Daily Settlement Amounts daily settlement amounts for each of the 20 40 consecutive Trading Days trading days during the applicable Observation Period. related observation period. The “daily settlement amount,” for each of the 40 consecutive trading days during the observation period, shall consist of: ● cash equal to the lesser of (gi) The Daily Settlement Amounts the maximum cash amount per $1,000 principal amount of notes to be received upon conversion as specified in the notice specifying our chosen settlement method (the “specified dollar amount”), if any, divided by 40 (such quotient, the “daily measurement value”) and (ii) the daily conversion value; and ● if the daily conversion value exceeds the daily measurement value, a number of shares equal to (i) the difference between the daily conversion value and the Daily Conversion Values daily measurement value, divided by (if applicableii) shall be determined by the Company promptly following the last day of the Observation Period. Promptly after daily VWAP for such determination of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable, the Company shall notify the Trustee and the Conversion Agent (if other than the Trustee) of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable. In calculating the Daily Settlement Amounts, the Conversion Rate on any day shall be appropriately adjusted to take into account the occurrence on or before such Trading Day of any event that would require an adjustment to the Conversion Rate as set forth in Sectiontrading day.

Settlement Upon Conversion. (a) Subject Except as provided in Section 10.07(d), subject to this Section 10.0910.03, upon conversion of any if a Holder converts a Note, the Company may choose to shall pay or deliverdeliver to such Holder, as the case may be, either Cash (‘‘Cash Settlement’’), shares of Common Stock (other than Cash for any fractional shares) (‘‘Physical Settlement’’) or a combination of Cash and shares of Common Stock (‘‘Combination Settlement’’). Each of Cash Settlement, Physical Settlement and Combination Settlement is a ‘‘Settlement Method.’’ (b) The same Settlement Method shall be used for all conversions occurring on the same Conversion Date. The Company shall not have any obligation to use the same Settlement Method with respect to conversions with Conversion Dates that occur on different Trading Days, except that the same Settlement Method shall be used for all conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Date. (c) If the Company elects a Settlement Method in respect of a Conversion Date, the Company shall provide notice (the “Settlement Notice”) of such Settlement Method and the Specified Dollar Amount or Cash Percentage, as applicable, in respect of such Conversion Date by informing the Trustee, the converting Holders, through the Trustee, and the Depositary no later than the Close of Business on the Trading Day immediately following the relevant Conversion Date (or, in the case of any conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Date, no later than the 24th Scheduled Trading Day immediately preceding the Maturity Date). If the Company elects Combination Settlement, but does not timely notify converting Holders of the Specified Dollar Amount per $1,000 principal amount of Notes, such Specified Dollar Amount will be deemed to be $1,000. If the Company does not timely provide Settlement Notice, it will be deemed to have elected Combination Settlement in respect of the Conversion Obligation with a Specified Dollar Amount per $1,000 principal amount of Notes equal to $1,000. (d) Subject to Section 10.03(e), with respect to any conversion of Notes by means of a Combination Settlement (other than a Net Share Settlement), the Company may specify, rather than a Specified Dollar Amount, a percentage of the Daily Settlement Amount that will be settled in Cash (the ‘‘Cash Percentage’’) by specifying such Cash Percentage in the Settlement Notice. (e) At any time on or prior to the 24th scheduled Trading Day prior to the Maturity Date, the Company may irrevocably elect (a “Net Share Settlement Election”) to satisfy the Conversion Obligation with respect to any Notes to be converted after the date of such election by delivering Cash up to the aggregate principal amount of Notes to be converted, and shares of Common Stock, Cash or a combination thereof in respect of the remainder, if any, of the Conversion Obligation ( “Net Share Settlement”). A Net Share Settlement is one type of Combination Settlement. The Company may make a Net Share Settlement Election at its sole discretion without the consent of the Holders. Upon making a Net Share Settlement Election, the Company will promptly (i) use reasonable efforts to post such information on its website or otherwise publicly disclose such information and (ii) provide written notice to the Holders by mailing such notice to Holders at their address in the Register (in the case of a Certificated Note), or through the facilities of the Depositary (in the case of a Global Note). (f) The Conversion Consideration in respect of the Conversion of any Notes will be computed as follows: (i) if the Company elects Physical Settlement, it will deliver to the converting Holder in respect of each $1,000 principal amount of Notes being converted a number of converted, solely cash, solely shares of Common Stock equal or a combination of cash and Common Stock (the “Settlement Amount”), at the Company’s election, as set forth in this Section 10.03. (1) Subject to the Conversion Rate; (ii) if provisions of Section 10.07(d), the Company elects Cash Settlement, it will pay to the converting Holder in respect of each $1,000 principal amount of Notes being converted Cash in an amount equal to the sum of the Daily Conversion Values for each of the 20 consecutive Trading Days during the applicable Observation Period; and (iii) if the Company elects (or is deemed to have elected) Combination Settlement (including Net Share Settlement), it will shall pay or deliver, as the case may be, the Settlement Amount on the second Trading Day immediately following the last Trading Day of the Cash Settlement Averaging Period; provided, that; if the Company elects to fulfill its conversion obligation solely in shares of Common Stock, the converting Holder in respect Company shall deliver such Common Stock on the second Trading Day immediately following the relevant Conversion Date. Notwithstanding the foregoing, if any information required to calculate the conversion obligation is not available as of each $1,000 principal amount of Notes being converted a combination of Cash and the applicable settlement date, the Company will deliver the additional shares of Common Stock in an amount equal to resulting from such adjustment on the sum of second Trading Day after the Daily Settlement Amounts for each of the 20 consecutive earliest Trading Days during the applicable Observation PeriodDay on which such calculation can be made. (g2) The Daily All conversions during the Final Conversion Period will be settled in the same relative proportions of cash and/or shares of Common Stock (the “Settlement Amounts and Method”). (3) Prior to the Daily Conversion Values (if applicable) shall be determined by the Company promptly following the last first day of the Observation Final Conversion Period, the Company will elect (or be deemed to have elected) the same Settlement Method for all conversions occurring on any given Conversion Day. Except for any conversions that occur during the Final Conversion Period, the Company need not elect the same Settlement Method with respect to conversions that occur on different Conversion Dates. (4) With respect to each Conversion Date occurring prior to the Final Conversion Period, the Company shall deliver a notice (each, a “Settlement Notice”) of the relevant Settlement Method not later than the Close of Business on the Trading Day following the related Conversion Date. With respect to each Conversion Date occurring during the Final Conversion Period, the Company shall, prior to the Final Conversion Period, deliver a single Settlement Notice that shall apply to all conversions occurring during the Final Conversion Period. Promptly after Each such determination Settlement Notice shall specify whether the Company shall satisfy its conversion obligation by (i) delivering solely shares of the Daily Settlement Amounts Common Stock (“Physical Settlement”), (ii) paying solely cash (“Cash Settlement”) or the Daily Conversion Values(iii) paying and delivering, as the case may be, a combination of cash and shares of Common Stock (“Combination Settlement”). In the amount case of Cash deliverablean election that provides for Combination Settlement, the relevant Settlement Notice shall indicate the Specified Dollar Amount. If the Company does not deliver a Settlement Notice within the time periods specified above, or if the Company provides a Settlement Notice within the time periods specified above and elects Combination Settlement but the Settlement Notice does not specify a Specified Dollar Amount, the Company will be deemed to have elected Combination Settlement with a Specified Dollar Amount of $1,000. (5) The Settlement Amount in respect of any conversion shall notify be computed as follows: (6) (A) if the Trustee and Company elects to satisfy its conversion obligation in respect of such conversion through Physical Settlement, the Conversion Agent Company will deliver to the converting Holder a number of shares of Common Stock equal to (if other than 1) (i) the Trustee) of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the aggregate principal amount of Cash deliverable. In calculating Notes to be converted, divided by (ii) $1,000, multiplied by (2) the Daily Settlement Amounts, the then-applicable Conversion Rate on any day shall be appropriately adjusted to take into account the occurrence on or before such Trading Day date the converting Holder becomes a record owner of any event that would require an adjustment Common Stock pursuant to the Conversion Rate as set forth in Sectionlast paragraph of Section 10.02(d);

Settlement Upon Conversion. (a) Subject to Section 10.09, upon Upon any conversion of any Note, the Company may choose to pay or deliver, as the case may be, either Cash (‘‘Cash Settlement’’), shares of Common Stock (other than Cash for any fractional shares) (‘‘Physical Settlement’’) or a combination of Cash and shares of Common Stock (‘‘Combination Settlement’’). Each of Cash Settlement, Physical Settlement and Combination Settlement is a ‘‘Settlement Method.’’ (b) The same Settlement Method shall be used for all conversions occurring on the same Conversion Date. The Company shall not have any obligation to use the same Settlement Method with respect to conversions with Conversion Dates that occur on different Trading Days, except that the same Settlement Method shall be used for all conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Date. (c) If the Company elects a Settlement Method in respect of a Conversion DateSecurity, the Company shall provide notice (issue or cause to be issued, and deliver to the “Settlement Notice”) of Conversion Agent or to such Settlement Method and the Specified Dollar Amount converting Holder, or Cash Percentagesuch converting Holder’s nominee or nominees, as applicable, in respect of such Conversion Date by informing the Trustee, the converting Holders, certificates or a book-entry transfer through the Trustee, and the Depositary no later than the Close of Business on the Trading Day immediately following the relevant Conversion Date (or, in the case of any conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity DateDepositary, no later than the 24th Scheduled Trading Day immediately preceding the Maturity Date). If the Company elects Combination Settlement, but does not timely notify converting Holders of the Specified Dollar Amount per $1,000 principal amount of Notes, such Specified Dollar Amount will be deemed to be $1,000. If the Company does not timely provide Settlement Notice, it will be deemed to have elected Combination Settlement in respect of third trading day following the Conversion Obligation with a Specified Dollar Amount per $1,000 principal amount of Notes equal to $1,000. (d) Subject to Section 10.03(e), with respect to any conversion of Notes by means of a Combination Settlement (other than a Net Share Settlement), the Company may specify, rather than a Specified Dollar Amount, a percentage of the Daily Settlement Amount that will be settled in Cash (the ‘‘Cash Percentage’’) by specifying such Cash Percentage in the Settlement Notice. (e) At any time on or prior to the 24th scheduled Trading Day prior to the Maturity Date, the Company may irrevocably elect (a “Net Share Settlement Election”) to satisfy the Conversion Obligation with respect to any Notes to be converted after the date of such election by delivering Cash up to the aggregate principal amount of Notes to be converted, and shares of Common Stock, Cash or a combination thereof in respect of the remainder, if any, of the Conversion Obligation ( “Net Share Settlement”). A Net Share Settlement is one type of Combination Settlement. The Company may make a Net Share Settlement Election at its sole discretion without the consent of the Holders. Upon making a Net Share Settlement Election, the Company will promptly (i) use reasonable efforts to post such information on its website or otherwise publicly disclose such information and (ii) provide written notice to the Holders by mailing such notice to Holders at their address in the Register (in the case of a Certificated Note), or through the facilities of the Depositary (in the case of a Global Note). (f) The Conversion Consideration in respect of the Conversion of any Notes will be computed as follows: (i) if the Company elects Physical Settlement, it will deliver to the converting Holder in respect of each $1,000 principal amount of Notes being converted a number of shares of Common Stock equal to (1) (i) the Conversion Rate; aggregate principal amount of Securities to be converted, divided by (ii) if $1,000, multiplied by (2) the Company elects Cash Settlementthen-applicable Conversion Rate. (b) Upon conversion, it will a Holder shall not receive any additional cash payment for accrued and unpaid interest, except as set forth below. The Company’s settlement of the Conversion Obligations pursuant to Section 4.02 shall be deemed to satisfy its obligation to pay to the converting Holder in respect of each $1,000 principal amount of Notes being the Security and accrued and unpaid interest to, but not including, the Conversion Date. As a result, accrued and unpaid interest to, but not including, the Conversion Date shall be deemed to be paid in full rather than cancelled, extinguished or forfeited. Notwithstanding the preceding sentence, if Securities are converted Cash in after the close of business on a Regular Record Date, Holders of such Securities as of the close of business on the Regular Record Date will receive the interest payable on such Securities on the corresponding Interest Payment Date notwithstanding the conversion. Securities surrendered for conversion during the period from the close of business on any Regular Record Date to the opening of business on the corresponding Interest Payment Date must be accompanied by payment of an amount equal to the sum of interest payable on the Daily Conversion Values for each of the 20 consecutive Trading Days during the applicable Observation PeriodSecurities so converted; and provided, however, that no such payment shall be required (iii1) if the Company elects has specified a Fundamental Change Repurchase Date that is after a Regular Record Date but on or prior to the corresponding Interest Payment Date, (2) to the extent of any Defaulted Interest, if any, existing at the time of conversion with respect to such Securities or is deemed to have elected(3) Combination Settlement (including Net Share Settlementif the Securities are surrendered for conversion after the close of business on the Regular Record Date immediately preceding the Maturity Date. Except as set forth in this Section 4.03(b), it no payment or adjustment will pay or deliver, as the case may be, to the converting Holder in respect of each $1,000 principal amount of Notes being be made for accrued and unpaid interest on converted a combination of Cash and Securities. (c) The Company shall not issue fractional shares of Common Stock in an amount equal to the sum upon conversion of the Daily Settlement Amounts for each of the 20 consecutive Trading Days during the applicable Observation Period. (g) The Daily Settlement Amounts and the Daily Conversion Values (if applicable) shall be determined by the Company promptly following the last day of the Observation PeriodSecurities. Promptly after such determination of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverableInstead, the Company shall notify pay cash in lieu of fractional shares based on the Trustee and Last Reported Sales Price of the Common Stock on the relevant Conversion Date (or, if the Conversion Agent (if other than the Trustee) of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable. In calculating the Daily Settlement AmountsDate is not a Trading Day, the Conversion Rate on any day shall be appropriately adjusted to take into account the occurrence on or before such next following Trading Day of any event that would require an adjustment to the Conversion Rate as set forth in SectionDay).

Settlement Upon Conversion. (a) Subject to Section 10.09, upon conversion of any Note, the Company may choose to pay or deliver, as the case may be, either Cash (‘‘“Cash Settlement’’”), shares of Common Stock (other than Cash for any fractional shares) (‘‘“Physical Settlement’’”) or a combination of Cash and shares of Common Stock (‘‘“Combination Settlement’’”). Each of Cash Settlement, Physical Settlement and Combination Settlement is a ‘‘“Settlement Method.’’” (b) The same Settlement Method shall be used for all conversions occurring on the same Conversion Date. The Company shall not have any obligation to use the same Settlement Method with respect to conversions with Conversion Dates that occur on different Trading Days, except that the same Settlement Method shall be used for all conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Date. (c) If the Company elects a Settlement Method in respect of a Conversion Date, the Company shall provide notice (the “Settlement Notice”) of such Settlement Method and the Specified Dollar Amount or Cash Percentage, as applicable, in respect of such Conversion Date by informing the Trustee, the converting Holders, through the Trustee, and the Depositary no later than the Close of Business on the Trading Day immediately following the relevant Conversion Date (or, in the case of any conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Date, no later than the 24th Scheduled Trading Day immediately preceding the Maturity Date). If the Company elects Combination Settlement, but does not timely notify converting Holders of the Specified Dollar Amount per $1,000 principal amount Principal Amount at Maturity of Notes, such Specified Dollar Amount will be deemed to be $1,000. If the Company does not timely provide Settlement Notice, it will be deemed to have elected Combination Settlement in respect of the Conversion Obligation with a Specified Dollar Amount per $1,000 principal amount Principal Amount at Maturity of Notes equal to $1,000. (d) Subject to Section 10.03(e), with respect to any conversion of Notes by means of a Combination Settlement (other than a Net Share Settlement), the Company may specify, rather than a Specified Dollar Amount, a percentage of the Daily Settlement Amount that will be settled in Cash (the ‘‘“Cash Percentage’’”) by specifying such Cash Percentage in the Settlement Notice. (e) At any time on or prior to the 24th scheduled Trading Day prior to the Maturity Date, the Company may irrevocably elect (a “Net Share Settlement Election”) to satisfy the Conversion Obligation with respect to any Notes to be converted after the date of such election by delivering Cash up to the aggregate principal amount Principal Amount at Maturity of Notes to be converted, and shares of Common Stock, Cash or a combination thereof in respect of the remainder, if any, of the Conversion Obligation ( “Net Share Settlement”). A Net Share Settlement is one type of Combination Settlement. The Company may make a Net Share Settlement Election at its sole discretion without the consent of the Holders. Upon making a Net Share Settlement Election, the Company will promptly (i) use reasonable efforts to post such information on its website or otherwise publicly disclose such information and (ii) provide written notice to the Holders by mailing such notice to Holders at their address in the Register (in the case of a Certificated Note), or through the facilities of the Depositary (in the case of a Global Note). (f) The Conversion Consideration in respect of the Conversion conversion of any Notes will be computed as follows: (i) if the Company elects Physical Settlement, it will deliver to the converting Holder in respect of each $1,000 principal amount Principal Amount at Maturity of Notes being converted a number of shares of Common Stock equal to the Conversion Rate; (ii) if the Company elects Cash Settlement, it will pay to the converting Holder in respect of each $1,000 principal amount Principal Amount at Maturity of Notes being converted Cash in an amount equal to the sum of the Daily Conversion Values for each of the 20 consecutive Trading Days during the applicable Observation Period; and (iii) if the Company elects (or is deemed to have elected) Combination Settlement (including Net Share Settlement), it will pay or deliver, as the case may be, to the converting Holder in respect of each $1,000 principal amount Principal Amount at Maturity of Notes being converted a combination of Cash and shares of Common Stock in an amount equal to the sum of the Daily Settlement Amounts for each of the 20 consecutive Trading Days during the applicable Observation Period. (g) The Daily Settlement Amounts and the Daily Conversion Values (if applicable) shall be determined by the Company promptly following the last day of the Observation Period. Promptly after such determination of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable, the Company shall notify the Trustee and the Conversion Agent (if other than the Trustee) of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable. In calculating the Daily Settlement Amounts, the Conversion Rate on any day shall be appropriately adjusted to take into account the occurrence on or before such Trading Day of any event that would require an adjustment to the Conversion Rate as set forth in SectionSection 10.07. The Trustee and the Conversion Agent (if other than the Trustee) shall have no responsibility for any such determination.

Settlement Upon Conversion. (a) Subject With respect to Section 10.09, upon any conversion of any NoteNotes, other than a conversion of Notes subject to the provisions of Section 7.07(f) hereof, the Company may choose shall, subject to the provisions of this Article 7, pay or deliver, as the case may be, either no later than (in the case of Physical Settlement) the second Business Day immediately following the relevant Conversion Date or (in the case of Cash Settlement or Combination Settlement) the second Business Day immediately following the last day of the related Observation Period, to converting Holders, in respect of each $1,000 Principal Amount of Notes being converted, cash (‘‘“Cash Settlement’’”), shares of Common Stock (other than Cash for Stock, together with cash, if applicable, in lieu of delivering any fractional sharesshare of Common Stock pursuant to Section 7.03(g) (‘‘“Physical Settlement’’”) or a combination of Cash cash and shares of Common Stock, together with cash, if applicable, in lieu of delivering any fractional share of Common Stock pursuant to Section 7.03(g) (‘‘“Combination Settlement’’”). Each of Cash Settlement, Physical Settlement and Combination Settlement is a ‘‘Settlement Methodat its election, as set forth in this Section 7.03.’’ (b) The same Settlement Method shall be used If, in respect of any Conversion Date that occurs prior to May 1, 2026 (or, for all any conversions occurring on for which the same relevant Conversion Date. The Company shall not have any obligation to use the same Settlement Method with respect to conversions with Conversion Dates that occur on different Trading Days, except that the same Settlement Method shall be used for all conversions occurring Date occurs on or after May 1, 2026, in respect of the 24th period from May 1, 2026 to the close of business on the second Scheduled Trading Day immediately preceding the Maturity Date. (c) If ), the Company elects to deliver a Settlement Method in respect of a Conversion Date, the Company shall provide notice (the “Settlement Notice”) of such the relevant Settlement Method and the Specified Dollar Amount or Cash Percentage, as applicable, in respect of such Conversion Date by informing (or such period, as the Trustee, the converting Holders, through the Trusteecase may be), and the Depositary Company has not already irrevocably elected a Settlement Method pursuant to this Section 7.03(b), the Company shall deliver such Settlement Notice to converting Holders (with a copy to the Trustee and the Conversion Agent) no later than the Close close of Business business on the Trading Day immediately following the relevant Conversion Date (or, in the case of any conversions occurring for which the relevant Conversion Date occurs on or after May 1, 2026, no later than the 24th close of business on the Scheduled Trading Day immediately preceding the Maturity DateMay 1, no later than the 24th Scheduled Trading Day immediately preceding the Maturity Date2026). If the Company elects does not elect a Settlement Method prior to the deadline set forth in the immediately preceding sentence and has not already irrevocably elected a Settlement Method pursuant to this Section 7.03(b), the Company shall no longer have the right to elect Cash Settlement or Physical Settlement and the Company shall be deemed to have elected Combination Settlement in respect of its Conversion Obligation with respect to any conversion on such Conversion Date or during such period, and the Specified Dollar Amount per $1,000 principal amount of Notes shall be equal to $1,000. Such Settlement Notice shall specify the relevant Settlement Method and in the case of an election of Combination Settlement, but does not timely notify converting Holders of the relevant Settlement Notice shall indicate the Specified Dollar Amount per $1,000 principal amount of Notes, such . If the Company delivers a Settlement Notice electing Combination Settlement in respect of its Conversion Obligation but does not indicate a Specified Dollar Amount will per $1,000 principal amount of Notes in such Settlement Notice, the Specified Dollar Amount per $1,000 principal amount of Notes to be converted shall be deemed to be $1,000. If By written notice to the Holders, the Trustee and the Conversion Agent, the Company does not timely provide may, prior to May 1, 2026, at its option, elect to irrevocably fix the Settlement NoticeMethod to any Settlement Method that the Company is then permitted to elect, it will be deemed to have elected including Combination Settlement in respect of the Conversion Obligation with a Specified Dollar Amount per $1,000 principal amount of Notes equal of $1,000 or with an ability to continue to set the Specified Dollar Amount per $1,000. (d) Subject to Section 10.03(e), with respect to any conversion 1,000 principal amount of Notes by means of at or above a specific amount (the “Minimum Specified Amount”) set forth in such election notice. If the Company irrevocably elects Combination Settlement (other than with an ability to continue to set the Specified Dollar Amount per $1,000 principal amount of Notes at or above a Net Share Settlement)specific amount, the Company may specifyshall, rather than a Specified Dollar Amount, a percentage of the Daily Settlement Amount that will be settled in Cash (the ‘‘Cash Percentage’’) by specifying such Cash Percentage in the Settlement Notice. (e) At any time on or prior to the 24th scheduled Trading Day prior to the Maturity Date, the Company may irrevocably elect (a “Net Share Settlement Election”) to satisfy the Conversion Obligation with respect to any Notes to be converted after the date of such election, send written notice to Holders converting their Notes, the Trustee and the Conversion Agent of such Specified Dollar Amount no later than the close of business on the Trading Day immediately following the related Conversion Date, or, if the Company does not timely notify Holders, the Trustee and the Conversion Agent in writing, such Specified Dollar Amount shall be the Minimum Specified Amount set forth in the election by delivering Cash up to notice, unless no Minimum Specified Amount was set forth in the aggregate election notice, in which case such Specified Dollar Amount shall be $1,000 per $1,000 principal amount of Notes. The irrevocable election shall apply to all Note conversions on Conversion Dates occurring subsequent to delivery of such notice; provided that any such election that is made between the date the Company issues a Notice of Redemption but before the related Redemption Date shall not apply to any conversions of Notes called for redemption with Conversion Dates that occur after the Company issues such Notice of Redemption but prior to such Redemption Date. For the avoidance of doubt, such an irrevocable election, if made, shall be convertedeffective without the need to amend this Indenture or the Notes, including pursuant to Section 14.01(12). However, the Company may nonetheless choose to execute such an amendment at its option. c) The cash, shares of Common Stock or combination of cash and shares of Common Stock, Cash or a combination thereof Stock in respect of any conversion of Notes (the remainder, if any, of the Conversion Obligation ( “Net Share SettlementSettlement Amount”). A Net Share Settlement is one type of Combination Settlement. The Company may make a Net Share Settlement Election at its sole discretion without the consent of the Holders. Upon making a Net Share Settlement Election, the Company will promptly (i) use reasonable efforts to post such information on its website or otherwise publicly disclose such information and (ii) provide written notice to the Holders by mailing such notice to Holders at their address in the Register (in the case of a Certificated Note), or through the facilities of the Depositary (in the case of a Global Note). (f) The Conversion Consideration in respect of the Conversion of any Notes will shall be computed as follows: (i1) if the Company elects to satisfy its Conversion Obligation in respect of such conversion by Physical Settlement, it will the Company shall deliver to the converting Holder in respect of each $1,000 principal amount of Notes being converted a number of shares of Common Stock equal to the Conversion RateRate in effect on the Conversion Date; (ii2) if the Company elects to satisfy its Conversion Obligation in respect of such conversion by Cash Settlement, it will the Company shall pay to the converting Holder in respect of each $1,000 principal amount of Notes being converted Cash cash in an amount equal to the sum of the Daily Conversion Values for each of the 20 40 consecutive Trading Days during the applicable related Observation Period; and (iii3) if the Company elects (or is deemed to have elected) to satisfy its Conversion Obligation in respect of such conversion by Combination Settlement (including Net Share Settlement), it will the Company shall pay or deliver, as the case may be, to the converting Holder in respect of each $1,000 principal amount of Notes being converted converted, a combination of Cash and shares of Common Stock in an amount Settlement Amount equal to the sum of the Daily Settlement Amounts for each of the 20 40 consecutive Trading Days during the applicable related Observation Period. (gd) The Daily Settlement Amounts (if applicable) and the Daily Conversion Values (if applicable) shall be determined by the Company promptly following the last day of the Observation Period. Promptly after such determination of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverablecash payable in lieu of delivering any fractional share of Common Stock, the Company shall notify the Trustee and the Conversion Agent (if other than the Trustee) of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverablecash payable in lieu of delivering fractional shares of Common Stock. In calculating The Trustee and the Conversion Agent (if other than the Trustee) shall have no responsibility for any such determination. e) Upon conversion, Holders shall not receive any separate cash payment for accrued and unpaid interest unless such conversion occurs between a Regular Record Date and the Interest Payment Date to which it relates and the converting Holder was the Holder on the relevant Regular Record Date. f) If Notes are converted after the Close of Business on a Regular Record Date for the payment of interest, Holders of such Notes at the Close of Business on such Regular Record Date will receive the interest payable on such Notes on the corresponding Interest Payment Date notwithstanding the conversion. Notes surrendered for conversion during the period from the Close of Business on any Regular Record Date to the Open of Business on the immediately following Interest Payment Date, must be accompanied by funds equal to the amount of interest payable on the Notes so converted; provided that no such payment need be made (i) for conversions following the Regular Record Date immediately preceding the Maturity Date; (ii) if the Company has delivered notice specifying a Redemption Date that is after a Regular Record Date and on or prior to the first Business Day immediately following the corresponding Interest Payment Date; (iii) if the Company has specified a Fundamental Change Purchase Date that is after a Regular Record Date and on or prior to the first Business Day immediately following the corresponding Interest Payment Date; or (iv) to the extent of any overdue interest, if any overdue interest exists at the time of conversion with respect to such Note. g) The Company shall not issue fractional shares upon conversion of Notes. If multiple Notes shall be surrendered for conversion at one time by the same Holder, the number of full shares which shall be issuable upon conversion (and the number of fractional shares, if any, for which cash shall be delivered) shall be computed on the basis of the aggregate Principal Amount of the Notes (or specified portions thereof to the extent permitted hereby) so surrendered. If any fractional share would be issuable upon the conversion of any Notes, the Company shall make payment in an amount of cash based on the Daily VWAP on the relevant Conversion Date (in the case of Physical Settlement) or based on the Daily VWAP on the last Trading Day of the relevant Observation Period (in the case of Combination Settlement). For each Note surrendered for conversion, if the Company has elected (or is deemed to have elected) Combination Settlement, the full number of shares that shall be issued upon conversion thereof shall be computed on the basis of the aggregate Daily Settlement AmountsAmounts for the relevant Observation Period and any fractional shares remaining after such computation shall be paid in cash. h) By delivery to the Holder of the full number of shares of Common Stock, together with any cash payment for fractional shares, cash, or of a combination of cash and shares of Common Stock, as applicable, the Company will be deemed to satisfy in full its obligation to pay the Principal Amount of the Notes and all accrued and unpaid interest to, but excluding, the Conversion Rate on any day shall Date. Upon conversion of the Notes, all accrued and unpaid interest to, but excluding, the Conversion Date will be appropriately adjusted deemed to take into account be paid in full rather than canceled, extinguished or forfeited, subject to Section 7.03(f) above. If the occurrence on Company has elected (or before such Trading Day has been deemed to elect) Combination Settlement in respect of any event that would require an adjustment conversion of the Notes, accrued and unpaid interest will be deemed to be paid first out of the Conversion Rate as set forth in Sectioncash paid upon such conversion.

Settlement Upon Conversion. (a) Subject Except as provided in Section 10.07(d), subject to this Section 10.0910.03, upon conversion of any if a Holder converts a Note, the Company may choose to shall pay or deliverdeliver to such Holder, as the case may be, either Cash (‘‘Cash Settlement’’), shares of Common Stock (other than Cash for any fractional shares) (‘‘Physical Settlement’’) or a combination of Cash and shares of Common Stock (‘‘Combination Settlement’’). Each of Cash Settlement, Physical Settlement and Combination Settlement is a ‘‘Settlement Method.’’ (b) The same Settlement Method shall be used for all conversions occurring on the same Conversion Date. The Company shall not have any obligation to use the same Settlement Method with respect to conversions with Conversion Dates that occur on different Trading Days, except that the same Settlement Method shall be used for all conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Date. (c) If the Company elects a Settlement Method in respect of a Conversion Date, the Company shall provide notice (the “Settlement Notice”) of such Settlement Method and the Specified Dollar Amount or Cash Percentage, as applicable, in respect of such Conversion Date by informing the Trustee, the converting Holders, through the Trustee, and the Depositary no later than the Close of Business on the Trading Day immediately following the relevant Conversion Date (or, in the case of any conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Date, no later than the 24th Scheduled Trading Day immediately preceding the Maturity Date). If the Company elects Combination Settlement, but does not timely notify converting Holders of the Specified Dollar Amount per $1,000 principal amount of Notes, such Specified Dollar Amount will be deemed to be $1,000. If the Company does not timely provide Settlement Notice, it will be deemed to have elected Combination Settlement in respect of the Conversion Obligation with a Specified Dollar Amount per $1,000 principal amount of Notes equal to $1,000. (d) Subject to Section 10.03(e), with respect to any conversion of Notes by means of a Combination Settlement (other than a Net Share Settlement), the Company may specify, rather than a Specified Dollar Amount, a percentage of the Daily Settlement Amount that will be settled in Cash (the ‘‘Cash Percentage’’) by specifying such Cash Percentage in the Settlement Notice. (e) At any time on or prior to the 24th scheduled Trading Day prior to the Maturity Date, the Company may irrevocably elect (a “Net Share Settlement Election”) to satisfy the Conversion Obligation with respect to any Notes to be converted after the date of such election by delivering Cash up to the aggregate principal amount of Notes to be converted, and shares of Common Stock, Cash or a combination thereof in respect of the remainder, if any, of the Conversion Obligation ( “Net Share Settlement”). A Net Share Settlement is one type of Combination Settlement. The Company may make a Net Share Settlement Election at its sole discretion without the consent of the Holders. Upon making a Net Share Settlement Election, the Company will promptly (i) use reasonable efforts to post such information on its website or otherwise publicly disclose such information and (ii) provide written notice to the Holders by mailing such notice to Holders at their address in the Register (in the case of a Certificated Note), or through the facilities of the Depositary (in the case of a Global Note). (f) The Conversion Consideration in respect of the Conversion of any Notes will be computed as follows: (i) if the Company elects Physical Settlement, it will deliver to the converting Holder in respect of each $1,000 principal amount of Notes being converted converted, solely cash, solely shares of Common Stock or a combination of cash and Common Stock (the “Settlement Amount”), at the Company’s election, as set forth in this Section 10.03. (1) Subject to the provisions of Section 10.07(d), the Company shall pay or deliver, as the case may be, the Settlement Amount on the third Trading Day immediately following the last Trading Day of the Cash Settlement Averaging Period; provided, that; if the Company elects to fulfill its conversion obligation solely in shares of Common Stock, the Company shall deliver such Common Stock on the third Trading Day immediately following the relevant Conversion Date. Notwithstanding the foregoing, if any information required to calculate the conversion obligation is not available as of the applicable settlement date, the Company will deliver the additional shares of Common Stock resulting from such adjustment on the third Trading Day after the earliest Trading Day on which such calculation can be made. (2) All conversions during the Final Conversion Period will be settled in the same relative proportions of cash and/or shares of Common Stock (the “Settlement Method”). (3) Prior to the first day of the Final Conversion Period, the Company will elect (or be deemed to have elected) the same Settlement Method for all conversions occurring on any given Conversion Day. Except for any conversions that occur during the Final Conversion Period, the Company need not elect the same Settlement Method with respect to conversions that occur on different Conversion Dates. (4) With respect to each Conversion Date occurring prior to the Final Conversion Period, the Company shall deliver a notice (each, a “Settlement Notice”) of the relevant Settlement Method not later than the Close of Business on the second Trading Day following the related Conversion Date. With respect to each Conversion Date occurring during the Final Conversion Period, the Company shall, prior to the Final Conversion Period, deliver a single Settlement Notice that shall apply to all conversions occurring during the Final Conversion Period. Each such Settlement Notice shall specify whether the Company shall satisfy its conversion obligation by (i) delivering solely shares of Common Stock (“Physical Settlement”), (ii) paying solely cash (“Cash Settlement”) or (iii) paying and delivering, as the case may be, a combination of cash and shares of Common Stock (“Combination Settlement”). In the case of an election that provides for Combination Settlement, the relevant Settlement Notice shall indicate the Specified Dollar Amount. If the Company does not deliver a Settlement Notice within the time periods specified above, or if the Company provides a Settlement Notice within the time periods specified above and elects Combination Settlement but the Settlement Notice does not specify a Specified Dollar Amount, the Company will be deemed to have elected Combination Settlement with a Specified Dollar Amount of $1,000. (5) The Settlement Amount in respect of any conversion shall be computed as follows: (A) if the Company elects to satisfy its conversion obligation in respect of such conversion through Physical Settlement, the Company will deliver to the converting Holder a number of shares of Common Stock equal to (1) (i) the aggregate principal amount of Notes to be converted, divided by (ii) $1,000, multiplied by (2) the then-applicable Conversion RateRate on the date the converting Holder becomes a record owner of Common Stock pursuant to the last paragraph of Section 10.02(d); (iiB) if the Company elects to satisfy its conversion obligation in respect of such conversion through Cash Settlement, it will the Company shall pay to the converting Holder cash in respect of each an amount per $1,000 principal amount of Notes being converted Cash in an amount equal to the sum of the Daily Conversion Values for each of the 20 45 consecutive Trading Days during the applicable Observation related Cash Settlement Averaging Period; and (iiiC) if the Company elects (or is deemed to have elected) satisfy its conversion obligation in respect of such conversion through Combination Settlement (including Net Share Settlement), it will the Company shall pay or deliverand deliver to the converting Holder, as the case may be, to the converting Holder in respect of each $1,000 principal amount of Notes being converted converted, a combination of Cash and shares of Common Stock in an amount Settlement Amount equal to the sum of the Daily Settlement Amounts for each of the 20 45 consecutive Trading Days during the applicable Observation related Cash Settlement Averaging Period. (g) The Daily Settlement Amounts and the Daily Conversion Values (if applicable) shall be determined by the Company promptly following the last day of the Observation Period. Promptly after such determination of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable, the Company shall notify the Trustee and the Conversion Agent (if other than the Trustee) of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable. In calculating the Daily Settlement Amounts, the Conversion Rate on any day shall be appropriately adjusted to take into account the occurrence on or before such Trading Day of any event that would require an adjustment to the Conversion Rate as set forth in Section

Settlement Upon Conversion. (a) Subject to Except as provided in Section 10.094.06(b), upon any conversion of any Note, the Company may choose shall deliver to pay or deliverconverting Holders, as in respect of each $1,000 principal amount of Notes being converted, at the case may beCompany’s election, either Cash in full satisfaction of the Company’s Conversion Obligation, (‘‘Cash 1) shares of Common Stock, together with cash in lieu of fractional shares, if any (a “Physical Settlement’’”), (2) a cash payment without any delivery of shares of Common Stock (other than a “Cash for any fractional shares) (‘‘Physical Settlement’’”) or (3) a combination of Cash cash and shares of Common Stock Stock, together with cash in lieu of fractional shares, if any (‘‘a “Combination Settlement’’”). Each , in each case, as set forth below (the amounts so deliverable upon conversion of Cash the Notes, the “Conversion Obligation”): For conversions: (i) that occur prior to December 15, 2019, by the close of business on the Business Day following the Conversion Date, the Company shall notify converting Holders of the relevant Settlement Method and, if the Company elects a Combination Settlement, Physical the dollar amount of the conversion obligation (the “Cash Amount”) that will be settled in cash; (ii) that occur on or after December 15, 2019, the Company shall notify all Holders of the relevant Settlement Method and, if applicable, the related Cash Amount, by notice on or prior to December 15, 2019. All conversions for which the relevant Conversion Date occurs during the period from, and Combination Settlement is a ‘‘including, December 15, 2019 to the close of business on the second Scheduled Trading Day immediately preceding the Stated Maturity will be settled using the same Settlement Method.’’ (b) The . Except for any conversions described in the preceding sentence, the Company shall use the same Settlement Method shall be used for all conversions occurring on the same Conversion Date. The Company shall , but will not have any obligation to use the same Settlement Method with respect to conversions with Conversion Dates that occur on different Trading Days, except that Conversion Dates. If the same Company does not specify a Settlement Method as set forth above, then Combination Settlement shall apply, and the related Cash Amount used in the settlement calculation set forth in paragraph (d) below will be used for all conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Date$1,000. Any such notice of a Settlement Method may not be revoked. (cb) If the Company elects has elected a Physical Settlement Method in with respect of a Conversion Dateto any Notes tendered for conversion, the Company shall provide notice (the “Settlement Notice”) of such Settlement Method and the Specified Dollar Amount or Cash Percentagedeliver, as applicable, in respect of such Conversion Date by informing the Trustee, the converting Holders, through the Trustee, and the Depositary no later than the Close of Business on the Trading Day immediately following the relevant Conversion Date (or, in the case of any conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Date, no later than the 24th Scheduled Trading Day immediately preceding the Maturity Date). If the Company elects Combination Settlement, but does not timely notify converting Holders of the Specified Dollar Amount per for each $1,000 principal amount of Notes, such Specified Dollar Amount will be deemed to be $1,000. If the Company does not timely provide Settlement Notice, it will be deemed to have elected Combination Settlement in respect of the Conversion Obligation with a Specified Dollar Amount per $1,000 principal amount of Notes equal to $1,000. (d) Subject to Section 10.03(e), with respect to any conversion of Notes by means of a Combination Settlement (other than a Net Share Settlement), the Company may specify, rather than a Specified Dollar Amount, a percentage of the Daily Settlement Amount that will be settled in Cash (the ‘‘Cash Percentage’’) by specifying such Cash Percentage in the Settlement Notice. (e) At any time on or prior to the 24th scheduled Trading Day prior to the Maturity Date, the Company may irrevocably elect (a “Net Share Settlement Election”) to satisfy the Conversion Obligation with respect to any Notes to be converted after the date of such election by delivering Cash up to the aggregate principal amount of Notes to be converted, and shares of Common Stock, Cash or a combination thereof in respect of the remainder, if any, of the Conversion Obligation ( “Net Share Settlement”). A Net Share Settlement is one type of Combination Settlement. The Company may make a Net Share Settlement Election at its sole discretion without the consent of the Holders. Upon making a Net Share Settlement Election, the Company will promptly (i) use reasonable efforts to post such information on its website or otherwise publicly disclose such information and (ii) provide written notice to the Holders by mailing such notice to Holders at their address in the Register (in the case of a Certificated Note), or through the facilities of the Depositary (in the case of a Global Note). (f) The Conversion Consideration in respect of the Conversion of any Notes will be computed as follows: (i) if the Company elects Physical Settlement, it will deliver to the converting Holder in respect of each $1,000 principal amount of Notes being converted a number of shares of Common Stock equal to the Conversion Rate;, together with cash in lieu of fractional shares. Except for conversions upon a Make-Whole Fundamental Change as provided in Section 4.06, the Company shall deliver such shares of Common Stock on the third Business Day following the Conversion Date. (iic) if If the Company elects has elected a Cash SettlementSettlement with respect to any Notes tendered for conversion, it will pay to the converting Holder in respect of Company shall deliver, for each $1,000 principal amount of Notes being converted Cash in an amount Notes, a cash payment equal to the sum of the Daily Conversion Values for each of the 20 twenty (20) consecutive Trading Days during the relevant Observation Period. Except for conversions upon a Make-Whole Fundamental Change as provided in Section 4.06, the Company shall make such payment on the third Business Day following the last day of the applicable Observation Period; and. (iiid) if If the Company elects (has elected or is deemed to have elected) elected a Combination Settlement (including Net Share Settlement)with respect to any Notes tendered for conversion, it will pay or the Company shall deliver, as the case may be, to the converting Holder in respect of for each $1,000 principal amount of Notes being converted a combination of Cash and shares of Common Stock in an amount equal to Notes, the sum of the Daily Settlement Amounts for each of the 20 twenty (20) consecutive Trading Days during the applicable relevant Observation Period. (g) The Daily Settlement Amounts and the Daily Conversion Values (if applicable) shall be determined by the Company promptly following the last day of the Observation Period. Promptly after such determination of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable, the Company shall notify the Trustee and the Conversion Agent (if other than the Trustee) of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable. In calculating the Daily Settlement Amounts, the Conversion Rate on any day shall be appropriately adjusted to take into account the occurrence on or before such Trading Day of any event that would require an adjustment to the Conversion Rate as set forth in Section

Settlement Upon Conversion. (a) Subject With respect to Section 10.09, upon any conversion of any NoteNotes, other than a conversion of Notes subject to the provisions of Section 7.07(f) hereof, the Company may choose shall, subject to the provisions of this Article 7, pay or deliver, as the case may be, either no later than (in the case of Physical Settlement) the second Business Day immediately following the relevant Conversion Date or (in the case of Cash Settlement or Combination Settlement) the second Business Day immediately following the last day of the related Observation Period, to converting Holders, in respect of each $1,000 Principal Amount of Notes being converted, cash (‘‘“Cash Settlement’’”), shares of Common Stock (other than Cash for Stock, together with cash, if applicable, in lieu of delivering any fractional sharesshare of Common Stock pursuant to Section 7.03(g) (‘‘“Physical Settlement’’”) or a combination of Cash cash and shares of Common Stock, together with cash, if applicable, in lieu of delivering any fractional share of Common Stock pursuant to Section 7.03(g) (‘‘“Combination Settlement’’”). Each of Cash Settlement, Physical Settlement and Combination Settlement is a ‘‘Settlement Methodat its election, as set forth in this Section 7.03.’’ (b) The same Settlement Method shall be used If, in respect of any Conversion Date that occurs prior to December 1, 2026 (or, for all any conversions occurring on for which the same relevant Conversion Date. The Company shall not have any obligation to use the same Settlement Method with respect to conversions with Conversion Dates that occur on different Trading Days, except that the same Settlement Method shall be used for all conversions occurring Date occurs on or after December 1, 2026, in respect of the 24th period from December 1, 2026 to the close of business on the second Scheduled Trading Day immediately preceding the Maturity Date. (c) If ), the Company elects to deliver a Settlement Method in respect of a Conversion Date, the Company shall provide notice (the “Settlement Notice”) of such the relevant Settlement Method and the Specified Dollar Amount or Cash Percentage, as applicable, in respect of such Conversion Date by informing (or such period, as the Trustee, the converting Holders, through the Trusteecase may be), and the Depositary Company has not already irrevocably elected a Settlement Method pursuant to this Section 7.03(b), the Company shall deliver such Settlement Notice to converting Holders (with a copy to the Trustee and the Conversion Agent) no later than the Close close of Business business on the Trading Day immediately following the relevant Conversion Date (or, in the case of any conversions occurring for which the relevant Conversion Date occurs on or after December 1, 2026, no later than the 24th close of business on the Scheduled Trading Day immediately preceding the Maturity DateDecember 1, no later than the 24th Scheduled Trading Day immediately preceding the Maturity Date2026). If the Company elects Combination Settlement, but does not timely notify converting Holders elect a Settlement Method prior to the deadline set forth in the immediately preceding sentence and has not already irrevocably elected a Settlement Method pursuant to this Section 7.03(b), the Company shall no longer have the right to elect Cash Settlement or Physical Settlement and the Company shall be deemed to have elected Combination Settlement in respect of its Conversion Obligation with respect to any conversion on such Conversion Date or during such period, and the Specified Dollar Amount per $1,000 principal amount of Notes, such Specified Dollar Amount will Notes shall be deemed to be $1,000. If the Company does not timely provide Settlement Notice, it will be deemed to have elected Combination Settlement in respect of the Conversion Obligation with a Specified Dollar Amount per $1,000 principal amount of Notes equal to $1,000.. Such Settlement Notice shall specify the relevant Settlement Method and in the case of an election of Combination Settlement, the relevant (dc) Subject to Section 10.03(e)The cash, with shares of Common Stock or combination of cash and shares of Common Stock in respect to of any conversion of Notes by means of a Combination Settlement (other than a Net Share Settlement), the Company may specify, rather than a Specified Dollar Amount, a percentage of the Daily Settlement Amount that will be settled in Cash (the ‘‘Cash Percentage’’) by specifying such Cash Percentage in the “Settlement Notice. (e) At any time on or prior to the 24th scheduled Trading Day prior to the Maturity Date, the Company may irrevocably elect (a “Net Share Settlement ElectionAmount”) to satisfy the Conversion Obligation with respect to any Notes to be converted after the date of such election by delivering Cash up to the aggregate principal amount of Notes to be converted, and shares of Common Stock, Cash or a combination thereof in respect of the remainder, if any, of the Conversion Obligation ( “Net Share Settlement”). A Net Share Settlement is one type of Combination Settlement. The Company may make a Net Share Settlement Election at its sole discretion without the consent of the Holders. Upon making a Net Share Settlement Election, the Company will promptly (i) use reasonable efforts to post such information on its website or otherwise publicly disclose such information and (ii) provide written notice to the Holders by mailing such notice to Holders at their address in the Register (in the case of a Certificated Note), or through the facilities of the Depositary (in the case of a Global Note). (f) The Conversion Consideration in respect of the Conversion of any Notes will shall be computed as follows: (i1) if the Company elects to satisfy its Conversion Obligation in respect of such conversion by Physical Settlement, it will the Company shall deliver to the converting Holder in respect of each $1,000 principal amount of Notes being converted a number of shares of Common Stock equal to the Conversion Rate; Rate in effect on the Conversion Date; (ii2) if the Company elects to satisfy its Conversion Obligation in respect of such conversion by Cash Settlement, it will the Company shall pay to the converting Holder in respect of each $1,000 principal amount of Notes being converted Cash cash in an amount equal to the sum of the Daily Conversion Values for each of the 20 40 consecutive Trading Days during the applicable related Observation Period; and and (iii3) if the Company elects (or is deemed to have elected) to satisfy its Conversion Obligation in respect of such conversion by Combination Settlement (including Net Share Settlement), it will the Company shall pay or deliver, as the case may be, to the converting Holder in respect of each $1,000 principal amount of Notes being converted converted, a combination of Cash and shares of Common Stock in an amount Settlement Amount equal to the sum of the Daily Settlement Amounts for each of the 20 40 consecutive Trading Days during the applicable related Observation Period. The amounts paid and delivered pursuant to clauses (1) through (3) shall be given pro rata effect for any principal amount of Notes that is not an integral multiple of $1,000. (gd) The Daily Settlement Amounts (if applicable) and the Daily Conversion Values (if applicable) shall be determined by the Company promptly following the last day of the Observation Period. Promptly after such determination of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverablecash payable in lieu of delivering any fractional share of Common Stock, the Company shall notify the Trustee and the Conversion Agent (if other than the Trustee) of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverablecash payable in lieu of delivering fractional shares of Common Stock. In calculating the Daily Settlement Amounts, The Trustee and the Conversion Rate on Agent (if other than the Trustee) shall have no responsibility for any day shall be appropriately adjusted to take into account the occurrence on or before such Trading Day of any event that would require an adjustment to the Conversion Rate as set forth in Sectiondetermination.

Settlement Upon Conversion. (a) Subject to this Section 10.0912.01 and Section 12.04, upon conversion of any NoteSecurity, the Company may choose to may, at its election, pay or deliver, as the case may be, to the converting Holder, in respect of each $1,000 principal amount of Securities being converted either Cash solely cash (‘‘“Cash Settlement’’”), solely shares of Common Stock (other than Cash for cash in lieu of any fractional shares) (‘‘“Physical Settlement’’”) or a combination of Cash cash and shares of Common Stock (‘‘“Combination Settlement’’”), as set forth in this Section 12.01(d). Each of Cash SettlementAll conversions occurring on or after June 1, Physical Settlement and Combination Settlement is a ‘‘2019 shall be settled using the same Settlement Method.’’ (b) The . Prior to June 1, 2019, the Company shall use the same Settlement Method shall be used for all conversions occurring on the same Conversion Date. The , but the Company shall not have any obligation to use the same Settlement Method with respect to conversions with Conversion Dates that occur on different Trading Days, except that the same Settlement Method shall be used for all conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Date. (c) Conversion Dates. If the Company elects a Settlement Method in respect of a Conversion DateMethod, the Company shall provide notice (the “Settlement Notice”) inform Holders so converting of such Settlement Method and the Specified Dollar Amount or Cash Percentage, as applicable, in respect of such Conversion Date by informing the Trustee, the converting Holders, through the Trustee, and the Depositary no later than the Close close of Business business on the Scheduled Trading Day immediately following the relevant related Conversion Date (or, in the case of any conversions occurring on or after June 1, 2019, no later than the 24th close of business on the Scheduled Trading Day immediately preceding June 1, 2019). If the Maturity DateCompany does not concurrently elect a Settlement Method, the Company shall no later than longer have the 24th Scheduled Trading Day immediately preceding right to elect Cash Settlement or Physical Settlement, and the Maturity Date)Company shall be deemed to have elected Combination Settlement in respect of its Conversion Obligation, and the Specified Dollar Amount per $1,000 principal amount of Securities shall be deemed to be $1,000. If the Company elects Combination Settlement, Settlement but does not timely notify converting Holders of the Specified Dollar Amount per $1,000 principal amount of NotesSecurities, such Specified Dollar Amount will be deemed to be $1,000. If the Company does not timely provide Settlement NoticeThe cash, it will be deemed to have elected Combination Settlement in respect shares of the Conversion Obligation with a Specified Dollar Amount per $1,000 principal amount Common Stock or combination of Notes equal to $1,000. (d) Subject to Section 10.03(e), with respect to any conversion of Notes by means of a Combination Settlement (other than a Net Share Settlement), the Company may specify, rather than a Specified Dollar Amount, a percentage of the Daily Settlement Amount that will be settled in Cash (the ‘‘Cash Percentage’’) by specifying such Cash Percentage in the Settlement Notice. (e) At any time on or prior to the 24th scheduled Trading Day prior to the Maturity Date, the Company may irrevocably elect (a “Net Share Settlement Election”) to satisfy the Conversion Obligation with respect to any Notes to be converted after the date of such election by delivering Cash up to the aggregate principal amount of Notes to be converted, cash and shares of Common Stock, Cash or a combination thereof Stock in respect of any conversion of Securities (the remainder, if any, of the Conversion Obligation ( “Net Share SettlementSettlement Amount”). A Net Share Settlement is one type of Combination Settlement. The Company may make a Net Share Settlement Election at its sole discretion without the consent of the Holders. Upon making a Net Share Settlement Election, the Company will promptly (i) use reasonable efforts to post such information on its website or otherwise publicly disclose such information and (ii) provide written notice to the Holders by mailing such notice to Holders at their address in the Register (in the case of a Certificated Note), or through the facilities of the Depositary (in the case of a Global Note). (f) The Conversion Consideration in respect of the Conversion of any Notes will shall be computed as follows: (i) if the Company elects to satisfy its Conversion Obligation in respect of such conversion by Physical Settlement, it will the Company shall deliver to the converting Holder Holders in respect of each $1,000 principal amount of Notes Securities being converted a number of shares of Common Stock equal to the Conversion RateRate in effect on the Conversion Date (and cash in lieu of any fractional share as described in Section 12.01(g)); (ii) if the Company elects to satisfy its Conversion Obligation in respect of such conversion by Cash Settlement, it will the Company shall pay to the converting Holder Holders in respect of each $1,000 principal amount of Notes Securities being converted Cash cash in an amount equal to the sum of the Daily Conversion Values for each of the 20 25 consecutive Trading Days during in the applicable Observation relevant Conversion Period; and (iii) if the Company elects (or is deemed to have elected) to satisfy its Conversion Obligation in respect of such conversion by Combination Settlement (including Net Share Settlement), it will the Company shall pay or deliver, as the case may be, to the converting Holder Holders in respect of each $1,000 principal amount of Notes Securities being converted converted, a combination of Cash and shares of Common Stock in an amount Settlement Amount equal to the sum of the Daily Settlement Amounts for each of the 20 25 consecutive Trading Days during in the applicable Observation relevant Conversion Period (and cash in lieu of any fractional share as described in Section 12.01(g)). Except as described under Sections 12.01(e), 12.02 and 12.04, if Cash Settlement or Combination Settlement is applicable, the Company shall pay and/or deliver the consideration due upon conversion on the third Business Day immediately following the final Trading Day of the related Conversion Period. . If Physical Settlement is applicable, the Company shall deliver the consideration due upon conversion on the third Business Day immediately following the related Conversion Date; provided, that, with respect to any Conversion Date with respect to which Physical Settlement applies occurring after August 15, 2019, settlement will occur on the Maturity Date (g) The Daily Settlement Amounts and except as otherwise provided in Sections 12.01(e), 12.02 or 12.04). With respect to a conversion of a Security pursuant hereto, the Daily Conversion Values (if applicable) Security shall be determined by deemed to have been converted immediately prior to the Company promptly following close of business on the Conversion Date; provided, however, that the Person in whose name any shares of the Common Stock shall be issuable upon such conversion shall be treated as the holder of record of such shares as of the close of business on the Conversion Date, in the case of Physical Settlement, or the last day Trading Day of the Observation relevant Conversion Period, in the case of Combination Settlement (such date, the “Relevant Date”). Promptly On and after such determination the Conversion Date with respect to a conversion of a Security pursuant hereto, all rights of the Daily Settlement Amounts Holder of such Security shall terminate, other than the right to receive the consideration deliverable upon conversion of such Security as provided herein. A Holder of a Security is not entitled, as such, to any rights of a holder of Common Stock until, if such Holder converts such Security and is entitled pursuant hereto to receive shares of Common Stock in respect of such conversion, the close of business on the Relevant Date or the Daily Conversion Valuesrespective Relevant Dates, as the case may be, and the amount of Cash deliverable, the Company shall notify the Trustee and the Conversion Agent (if other than the Trustee) of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable. In calculating the Daily Settlement Amounts, the Conversion Rate on any day shall be appropriately adjusted with respect to take into account the occurrence on or before such Trading Day of any event that would require an adjustment to the Conversion Rate as set forth in Sectionconversion.

Settlement Upon Conversion. (a) Subject to Section 10.09, upon conversion of any NoteIf a Holder surrenders its Securities for conversion, the Company may choose to pay or shall deliver, as in respect of each $1,000 principal amount of Securities surrendered for conversion, a “Settlement Amount” equal to the case may besum of the Daily Settlement Amounts for each of the 20 Trading Days during the Conversion Reference Period for such Security. (i) All conversions occurring on or after May 15, either Cash (‘‘Cash Settlement’’), shares 2018 shall be settled using the same forms and amounts of Common Stock (other than Cash consideration. Except for any fractional shares) (‘‘Physical Settlement’’) conversions that occur on or a combination after May 15, 2018, the Company shall use the same forms and amounts of Cash and shares of Common Stock (‘‘Combination Settlement’’). Each of Cash Settlement, Physical Settlement and Combination Settlement is a ‘‘Settlement Method.’’ (b) The same Settlement Method shall be used consideration for all conversions occurring on the same Conversion Date. The , but the Company shall not have any obligation to use the same Settlement Method forms and amounts with respect to conversions with Conversion Dates that occur on different Trading DaysConversion Dates. If, except that the same Settlement Method shall be used for all conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity in respect of any Conversion Date. (c) If , the Company elects to settle all or a Settlement Method portion of its Conversion Obligation in excess of the principal portion of the Securities being converted in cash in respect of a such Conversion Date, the Company shall provide notice inform converting Holders through the Trustee of such election (the “Settlement Notice”) of such Settlement Method and the Specified Dollar Amount or Cash Percentage, as applicable, in respect of such Conversion Date by informing the Trustee, the converting Holders, through the Trustee, and the Depositary no later than the Close close of Business business on the second Trading Day immediately following the relevant related Conversion Date (or, in the case of any conversions occurring on or after May 15, 2018, no later than the 24th Close of Business on the Scheduled Trading Day immediately preceding the Maturity DateMay 15, no later than the 24th Scheduled Trading Day immediately preceding the Maturity Date). If 2018) and the Company elects Combination Settlement, but does not timely notify converting Holders shall indicate in such Settlement Notice the percentage of each share issuable upon conversion in excess of the Specified Dollar Amount per $1,000 principal amount portion of Notes, such Specified Dollar Amount the Securities being converted that will be deemed to be $1,000paid in cash (the “Cash Percentage”). If the Company does not timely provide elect a Settlement NoticeMethod prior to the deadline set forth in the immediately preceding sentence, it will be deemed the Company shall no longer have the right to have elected Combination Settlement elect a Cash Percentage and the Company shall settle its Conversion Obligation by paying cash in respect of the Conversion Obligation with a Specified Dollar Amount per $1,000 principal amount of Notes equal to $1,000. (d) Subject to Section 10.03(e), with respect to any conversion of Notes by means of a Combination Settlement (other than a Net Share Settlement), the Company may specify, rather than a Specified Dollar Amount, a percentage portion of the Daily Settlement Amount that will be settled in Cash (the ‘‘Cash Percentage’’) by specifying such Cash Percentage in the Settlement Notice. (e) At any time on or prior to the 24th scheduled Trading Day prior to the Maturity Date, the Company may irrevocably elect (a “Net Share Settlement Election”) to satisfy the Conversion Obligation with respect to any Notes to be converted after the date of such election by Securities and delivering Cash up to the aggregate principal amount of Notes to be converted, and shares of Common Stock, Cash or a combination thereof Stock in respect of the remainder, if any, of the its Conversion Obligation ( “Net Share Settlement”). A Net Share Settlement is one type of Combination Settlement. The Company may make a Net Share Settlement Election at its sole discretion without the consent in excess of the Holders. Upon making a Net Share Settlement Election, the Company will promptly (i) use reasonable efforts to post such information on its website or otherwise publicly disclose such information and (ii) provide written notice to the Holders by mailing such notice to Holders at their address in the Register (in the case of a Certificated Note), or through the facilities aggregate principal portion of the Depositary (in the case of a Global Note). (f) The Conversion Consideration in respect of the Conversion of any Notes will be computed as follows: (i) if the Company elects Physical Settlement, it will deliver to the converting Holder in respect of each $1,000 principal amount of Notes Securities being converted a number of shares of Common Stock equal to the Conversion Rate; (ii) if the Company elects Cash Settlement, it will pay to the converting Holder in respect of each $1,000 principal amount of Notes being converted Cash in an amount equal to the sum of the Daily Conversion Values for each of the 20 consecutive Trading Days during the applicable Observation Period; and (iii) if the Company elects (or is deemed to have elected) Combination Settlement (including Net Share Settlement), it will pay or deliver, as the case may be, to the converting Holder in respect of each $1,000 principal amount of Notes being converted a combination of Cash and shares of Common Stock in an amount equal to the sum of the Daily Settlement Amounts for each of the 20 consecutive Trading Days during the applicable Observation Period. (g) The Daily Settlement Amounts and the Daily Conversion Values (if applicable) shall be determined by the Company promptly following the last day of the Observation Period. Promptly after such determination of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable, the Company shall notify the Trustee and the Conversion Agent (if other than the Trustee) of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable. In calculating the Daily Settlement Amounts, the Conversion Rate on any day shall be appropriately adjusted to take into account the occurrence on or before such Trading Day of any event that would require an adjustment to the Conversion Rate as set forth in Sectionherein.

Settlement Upon Conversion. (a) Subject to Section 10.09, upon conversion of any Note, the Company may choose to pay or deliver, as the case may be, either Cash (‘‘Cash Settlement’’), shares of Common Stock (other than Cash for any fractional shares) (‘‘Physical Settlement’’) or a combination of Cash and shares of Common Stock (‘‘Combination Settlement’’). Each of Cash Settlement, Physical Settlement and Combination Settlement is a ‘‘Settlement Method.’’ (b) The same Settlement Method shall be used for all conversions occurring on the same Conversion Date. The Company shall not have any obligation to use the same Settlement Method with respect to conversions with Conversion Dates that occur on different Trading Days, except that the same Settlement Method shall be used for all conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Date. (c) If the Company elects a Settlement Method in respect of a Conversion Date, the Company shall provide notice (the “Settlement Notice”) of such Settlement Method and the Specified Dollar Amount or Cash Percentage, as applicable, in respect of such Conversion Date by informing the Trustee, the converting Holders, through the Trustee, and the Depositary no later than the Close of Business on the Trading Day immediately following the relevant Conversion Date (or, in the case of any conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Date, no later than the 24th Scheduled Trading Day immediately preceding the Maturity Date). If the Company elects Combination Settlement, but does not timely notify converting Holders of the Specified Dollar Amount per $1,000 principal amount of Notes, such Specified Dollar Amount will be deemed to be $1,000. If the Company does not timely provide Settlement Notice, it will be deemed to have elected Combination Settlement in respect of the Conversion Obligation with a Specified Dollar Amount per $1,000 principal amount of Notes equal to $1,000. (d) Subject to Section 10.03(e), with With respect to any conversion of Notes by means of a Combination Settlement (other than a Net Share Settlement), the Company may specify, rather than a Specified Dollar Amount, a percentage of the Daily Settlement Amount that will be settled in Cash (the ‘‘Cash Percentage’’) by specifying such Cash Percentage in the Settlement Notice. (e) At any time on or prior to the 24th scheduled Trading Day prior to the Maturity Date, the Company may irrevocably elect (a “Net Share Settlement Election”) to satisfy the Conversion Obligation with respect to any Notes to be converted after the date of such election by delivering Cash up to the aggregate principal amount of Notes to be converted, and shares of Common Stock, Cash or a combination thereof in respect of the remainderNotes, if any, of the Conversion Obligation ( “Net Share Settlement”). A Net Share Settlement is one type of Combination Settlement. The Company may make a Net Share Settlement Election at its sole discretion without the consent of the Holders. Upon making a Net Share Settlement Election, the Company will promptly (i) use reasonable efforts to post such information on its website or otherwise publicly disclose such information and (ii) provide written notice shall, subject to the Holders by mailing such notice to Holders at their address in the Register (in the case provisions of a Certificated Note)this Article 7, or through the facilities of the Depositary (in the case of a Global Note). (f) The Conversion Consideration in respect of the Conversion of any Notes will be computed as follows: (i) if the Company elects Physical Settlement, it will deliver to the converting Holder Holders, in respect of each $1,000 principal amount Principal Amount of Notes being converted converted, a number of shares of Common Stock equal to the Applicable Conversion Rate;, on the third Business Day immediately following the relevant Conversion Date, together with cash in lieu of any fractional shares of Common Stock pursuant to Section 7.03(d). (b) Upon conversion, Holders shall not receive any separate cash payment for accrued and unpaid interest unless such conversion occurs between a Regular Record Date and the Interest Payment Date to which it relates and the converting Holder was the Holder on the relevant Regular Record Date. (c) If Notes are converted after the Close of Business on a Regular Record Date for the payment of interest, Holders of such Notes at the Close of Business on such Regular Record Date will receive the interest payable on such Notes on the corresponding Interest Payment Date notwithstanding the conversion. Notes surrendered for conversion during the period from the Close of Business on any Regular Record Date to the Open of Business on the immediately following Interest Payment Date, must be accompanied by funds equal to the amount of interest payable on the Notes so converted; provided that no such payment need be made (i) for conversions following the Regular Record Date immediately preceding the Maturity Date; (ii) if the Company elects Cash Settlement, it will pay has specified a Redemption Date that is after a Regular Record Date and on or prior to the converting Holder in respect of each $1,000 principal amount of Notes being converted Cash in an amount equal to first Business Day immediately following the sum of the Daily Conversion Values for each of the 20 consecutive Trading Days during the applicable Observation Periodcorresponding Interest Payment Date; and (iii) if the Company elects (has specified a Fundamental Change Purchase Date that is after a Regular Record Date and on or is deemed to have elected) Combination Settlement (including Net Share Settlement), it will pay or deliver, as the case may be, prior to the converting Holder in respect of each $1,000 principal amount of Notes being converted a combination of Cash and shares of Common Stock in an amount equal first Business Day immediately following the corresponding Interest Payment Date; or (iv) to the sum extent of any overdue interest, if any overdue interest exists at the Daily Settlement Amounts for each time of the 20 consecutive Trading Days during the applicable Observation Periodconversion with respect to such Note. (gd) The Daily Settlement Amounts Company shall not issue fractional shares upon conversion of Notes. If multiple Notes shall be surrendered for conversion at one time by the same Holder, the number of full shares which shall be issuable upon conversion (and the Daily Conversion Values (number of fractional shares, if applicableany, for which cash shall be delivered) shall be determined by computed on the Company promptly following the last day basis of the Observation Period. Promptly after such determination aggregate Principal Amount of the Daily Settlement Amounts Notes (or specified portions thereof to the Daily Conversion Values, as extent permitted hereby) so surrendered. If any fractional share would be issuable upon the case may be, and the amount conversion of Cash deliverableany Notes, the Company shall notify make payment an amount in cash for the Trustee and the Conversion Agent (if other than the Trustee) current market value of the Daily Settlement Amounts or fractional shares. The current market value of a fractional share shall be determined (calculated to the Daily nearest 1/1000th of a share) by multiplying the Last Reported Sale Price of the Common Stock on the relevant Conversion ValuesDate by such fractional share and rounding the product to the nearest whole cent. (e) By delivery to the Holder of the full number of shares of Common Stock, as together with any cash payment for fractional shares, issuable upon conversion, the case may beCompany will be deemed to satisfy in full its obligation to pay the Principal Amount of the Notes and all accrued and unpaid interest to, and the amount of Cash deliverable. In calculating the Daily Settlement Amountsbut excluding, the Conversion Rate on any day shall be appropriately adjusted to take into account Date. Upon conversion of the occurrence on or before such Trading Day of any event that would require an adjustment to Notes, all accrued and unpaid interest to, but excluding, the Conversion Rate as set forth Date will be deemed to be paid in Sectionfull rather than canceled, extinguished or forfeited, subject to Section 7.03(c) above.

Settlement Upon Conversion. (a) Subject to Section 10.09, upon conversion of any NoteIf a Holder surrenders its Securities for conversion, the Company may choose to pay or shall deliver, as in respect of each $1,000 principal amount of Securities surrendered for conversion, a “Settlement Amount” equal to the case may besum of the Daily Settlement Amounts for each of the 20 Trading Days during the relevant Observation Period for such Security. (i) All conversions occurring on or after November 1, either Cash (‘‘Cash Settlement’’), shares 2022 shall be settled using the same forms and amounts of Common Stock (other than Cash consideration. Except for any fractional shares) (‘‘Physical Settlement’’) conversions that occur on or a combination after November 1, 2022, the Company shall use the same forms and amounts of Cash and shares of Common Stock (‘‘Combination Settlement’’). Each of Cash Settlement, Physical Settlement and Combination Settlement is a ‘‘Settlement Method.’’ (b) The same Settlement Method shall be used consideration for all conversions occurring on the same Conversion Date. The , but the Company shall not have any obligation to use the same Settlement Method forms and amounts of consideration with respect to conversions with Conversion Dates that occur on different Trading DaysConversion Dates. If, except that the same Settlement Method shall be used for all conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity in respect of any Conversion Date. (c) If , the Company elects to settle all or a Settlement Method portion of its Conversion Obligation in excess of the principal portion of the Securities being converted in cash in respect of a such Conversion Date, the Company shall provide notice inform converting Holders, the Trustee and the Conversion Agent (if not the Trustee) of such election (the “Settlement Notice”) of such Settlement Method and the Specified Dollar Amount or Cash Percentage, as applicable, in respect of such Conversion Date by informing the Trustee, the converting Holders, through the Trustee, and the Depositary no later than the Close close of Business business on the first Trading Day immediately following the relevant related Conversion Date (or, in the case of any conversions occurring on or after November 1, 2022, no later than the 24th Close of Business on the Scheduled Trading Day immediately preceding the Maturity DateNovember 1, no later than the 24th Scheduled Trading Day immediately preceding the Maturity Date). If 2022) and the Company elects Combination Settlement, but does not timely notify converting Holders shall indicate in such Settlement Notice the percentage of each share otherwise issuable upon conversion in excess of the Specified Dollar Amount per $1,000 principal amount of Notes, such Specified Dollar Amount the Securities being converted that will be deemed to be $1,000paid in cash (the “Cash Percentage”). If the Company does not timely provide elect a Settlement NoticeMethod prior to the deadline set forth in the immediately preceding sentence, it will be deemed the Company shall no longer have the right to have elected Combination Settlement in respect of elect a Cash Percentage and the Company shall settle its Conversion Obligation with a Specified Dollar Amount per $1,000 by paying cash up to the principal amount of Notes equal to $1,000. (d) Subject to Section 10.03(e), with respect to any conversion of Notes by means of a Combination Settlement (other than a Net Share Settlement), the Company may specify, rather than a Specified Dollar Amount, a percentage of the Daily Settlement Amount that will be settled in Cash (the ‘‘Cash Percentage’’) by specifying such Cash Percentage in the Settlement Notice. (e) At any time on or prior to the 24th scheduled Trading Day prior to the Maturity Date, the Company may irrevocably elect (a “Net Share Settlement Election”) to satisfy the Conversion Obligation with respect to any Notes to be converted after the date of such election by Securities and delivering Cash up to the aggregate principal amount of Notes to be converted, and shares of Common Stock, Cash or a combination thereof Stock in respect of the remainder, if any, of the its Conversion Obligation ( “Net Share Settlement”). A Net Share Settlement is one type of Combination Settlement. The Company may make a Net Share Settlement Election at its sole discretion without the consent in excess of the Holders. Upon making a Net Share Settlement Election, the Company will promptly (i) use reasonable efforts to post such information on its website or otherwise publicly disclose such information and (ii) provide written notice to the Holders by mailing such notice to Holders at their address in the Register (in the case of a Certificated Note), or through the facilities aggregate principal portion of the Depositary (in the case of a Global Note). (f) The Conversion Consideration in respect of the Conversion of any Notes will be computed as follows: (i) if the Company elects Physical Settlement, it will deliver to the converting Holder in respect of each $1,000 principal amount of Notes Securities being converted a number of shares of Common Stock equal to the Conversion Rate; (ii) if the Company elects Cash Settlement, it will pay to the converting Holder in respect of each $1,000 principal amount of Notes being converted Cash in an amount equal to the sum of the Daily Conversion Values for each of the 20 consecutive Trading Days during the applicable Observation Period; and (iii) if the Company elects (or is deemed to have elected) Combination Settlement (including Net Share Settlement), it will pay or deliver, as the case may be, to the converting Holder in respect of each $1,000 principal amount of Notes being converted a combination of Cash and shares of Common Stock in an amount equal to the sum of the Daily Settlement Amounts for each of the 20 consecutive Trading Days during the applicable Observation Period. (g) The Daily Settlement Amounts and the Daily Conversion Values (if applicable) shall be determined by the Company promptly following the last day of the Observation Period. Promptly after such determination of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable, the Company shall notify the Trustee and the Conversion Agent (if other than the Trustee) of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable. In calculating the Daily Settlement Amounts, the Conversion Rate on any day shall be appropriately adjusted to take into account the occurrence on or before such Trading Day of any event that would require an adjustment to the Conversion Rate as set forth in Sectionherein.

Settlement Upon Conversion. (a) Subject to Except as provided in Section 10.0911.07(e), upon conversion of any Note, the Company may choose to shall pay or deliver, as the case may be, either Cash to the converting Holder cash (‘‘“Cash Settlement’’”), shares of Common Stock (other than Cash for Stock, together with cash, if applicable, in lieu of any fractional sharesshare of Common Stock in accordance with Section 11.03(a)(vi) (‘‘“Physical Settlement’’”) or a combination of Cash cash and shares of Common Stock, together with cash, if applicable, in lieu of any fractional share of Common Stock in accordance with Section 11.03(a)(vi) (‘‘“Combination Settlement’’”). Each , at the Company’s election (each of Cash Settlement, Physical Settlement and Combination Settlement is these settlement methods a ‘‘“Settlement Method”).’’ (bi) The All conversions whose Conversion Date occurs on or after December 1, 2019 shall be settled using the same Settlement Method. Subject to the foregoing, the Company shall use the same Settlement Method shall be used for all conversions occurring on the same Conversion Date. The , but the Company shall not have any obligation to use the same Settlement Method with respect to conversions with Conversion Dates that occur on different Trading DaysConversion Dates, except that and the same Company may elect one Settlement Method shall be used for all conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity with respect to one Conversion Date and another Settlement Method with respect to another Conversion Date. (cii) If the Company elects a Settlement Method in respect of a Conversion Date, the The Company shall provide deliver a notice (the “Settlement Method Notice”) of such the Settlement Method and elected by the Specified Dollar Amount or Cash Percentage, as applicable, Company in respect of such any Conversion Date or any of the periods described below by informing written notice to the Trusteeconverting Holder, the converting Holders, through the Trustee, Trustee and the Depositary Conversion Agent, prior to the Close of Business on the Scheduled Trading Day immediately following the relevant Conversion Date, (or, in the case of any other conversion whose Conversion Date is on or after December 1, 2019, no later than the Close of Business on the Trading Day immediately following the relevant Conversion Date (or, in the case of any conversions occurring on or after the 24th Scheduled Trading Day immediately preceding December 1, 2019). (iii) Any Settlement Method Notice shall specify the Maturity Daterelevant Settlement Method and in the case of an election of Combination Settlement, no later than the 24th Scheduled Trading Day immediately preceding relevant Settlement Method Notice shall indicate the Maturity Date)Specified Dollar Amount. If the Company elects Combination Settlement, but does not timely notify converting Holders deliver a Settlement Method Notice prior to the deadline set forth in Section 11.03(a)(ii), the Company shall no longer have the right to elect Cash Settlement or Physical Settlement and the Company shall be deemed to have elected Combination Settlement in respect of its Conversion Obligation for such conversion, and the Specified Dollar Amount per $1,000 principal amount of Notes, such Specified Dollar Amount will Notes shall be deemed equal to be $1,000. If the Company does not timely provide Settlement Notice, it will be deemed to have elected elects Combination Settlement in respect of the its Conversion Obligation with in respect of a conversion but does not indicate a Specified Dollar Amount per in the relevant Settlement Method Notice, the Specified Dollar Amount shall be deemed to be $1,000 principal amount in respect of Notes equal to $1,000such conversion. (div) Subject to Section 10.03(e)The cash, with respect to any conversion shares of Notes by means Common Stock or combination of a Combination Settlement (other than a Net Share Settlement), the Company may specify, rather than a Specified Dollar Amount, a percentage of the Daily Settlement Amount that will be settled in Cash (the ‘‘Cash Percentage’’) by specifying such Cash Percentage in the Settlement Notice. (e) At any time on or prior to the 24th scheduled Trading Day prior to the Maturity Date, the Company may irrevocably elect (a “Net Share Settlement Election”) to satisfy the Conversion Obligation with respect to any Notes to be converted after the date of such election by delivering Cash up to the aggregate principal amount of Notes to be converted, cash and shares of Common Stock, Cash or a combination thereof Stock in respect of the remainder, if any, any conversion of the Conversion Obligation ( Notes (the “Net Share SettlementSettlement Amount”). A Net Share Settlement is one type of Combination Settlement. The Company may make a Net Share Settlement Election at its sole discretion without the consent of the Holders. Upon making a Net Share Settlement Election, the Company will promptly (i) use reasonable efforts to post such information on its website or otherwise publicly disclose such information and (ii) provide written notice to the Holders by mailing such notice to Holders at their address in the Register (in the case of a Certificated Note), or through the facilities of the Depositary (in the case of a Global Note). (f) The Conversion Consideration in respect of the Conversion of any Notes will shall be computed as follows: (iA) if the Company elects to satisfy its Conversion Obligation in respect of such conversion by Physical Settlement, it will the Company shall deliver to the converting Holder in respect of each $1,000 principal amount of Notes being converted a number of shares of Common Stock equal to the Conversion RateRate in effect on the Conversion Date, together with cash in lieu of fractional shares pursuant to Section 11.03(a)(vi); (iiB) if the Company elects to satisfy its Conversion Obligation in respect of such conversion by Cash Settlement, it will the Company shall pay to the converting Holder in respect of each $1,000 principal amount of Notes being converted Cash cash in an amount equal to the sum of the Daily Conversion Values for each of the 20 40 consecutive VWAP Trading Days during the applicable related Observation Period; and (iiiC) if the Company elects (or is deemed to have elected) to satisfy its Conversion Obligation in respect of such conversion by Combination Settlement (including Net Share Settlement), it will the Company shall pay or deliver, as the case may be, to the converting Holder in respect of each $1,000 principal amount of Notes being converted converted, a combination of Cash and shares of Common Stock in an amount Settlement Amount equal to the sum of the Daily Settlement Amounts for each of the 20 40 consecutive VWAP Trading Days during the applicable related Observation Period. (gv) The Daily Settlement Amounts (if applicable) and the Daily Conversion Values (if applicable) shall be determined by the Company promptly following the last day of the Observation Period. Promptly after such determination of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverablecash payable in lieu of any fractional share, the Company shall notify the Trustee and the Conversion Agent (if other than the Trustee) of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverablecash payable in lieu of fractional shares of Common Stock. In calculating The Trustee and the Conversion Agent (if other than the Trustee) shall have no responsibility for any such determination. (vi) The Company shall not issue any fractional share of Common Stock upon conversion of the Notes and shall instead pay cash in lieu of any fractional share of Common Stock issuable upon conversion based on the Daily Settlement AmountsVWAP on the relevant Conversion Date (or, if such date is not a VWAP Trading Day, the Conversion Rate immediately preceding VWAP Trading Day) in the case of Physical Settlement, or based on any day shall be appropriately adjusted to take into account the occurrence Daily VWAP on or before such the last VWAP Trading Day of the relevant Observation Period in the case of Combination Settlement. For each Note surrendered for conversion, if the Company has elected Combination Settlement, the full number of shares that shall be issued upon conversion thereof shall be computed on the basis of the aggregate Daily Settlement Amounts for the applicable Observation Period and any event that would require an adjustment to the Conversion Rate fractional shares remaining after such computation shall be paid in cash. (vii) Except as set forth in SectionSection 11.06 and Section 11.07, the Company shall pay or deliver, as the case may be, the consideration due in respect of the Conversion Obligation (y) on the third Business Day immediately following the relevant Conversion Date, if the Company elects Physical Settlement, or (z) on the third Business Day immediately following the last VWAP Trading Day of the Observation Period, in the case of any other Settlement Method. (b) If a Holder surrenders more than one Note for conversion on a single Conversion Date, the number of shares of Common Stock, if any, that the Company will deliver, and the amount of cash that the Company will pay pursuant to Section 11.03(a)(vi) in lieu of fractional shares of Common Stock, if any, shall be determined based on the total principal amount of Notes so surrendered by such Holder. (c) If a Holder converts a Note, except as set forth in Section 11.02(g), (i) such Holder shall not receive any separate cash payment (in addition to the Conversion Obligation) for accrued and unpaid interest, if any, on such Note and (ii) the Company’s delivery to such converting Holder of the Conversion Obligation shall be deemed to satisfy in full the Company’s obligation to pay to such Holder (A) the principal amount of such converted Note and (B) accrued and unpaid interest, if any, to, but excluding, the relevant Conversion Date. As a result, subject to Section 11.02(g), accrued and unpaid interest, if any, on a converted Note to but, excluding, the relevant Conversion Date shall be deemed to be paid in full rather than cancelled, extinguished or forfeited. Upon a conversion of the Notes, subject to Section 11.02(g), accrued and unpaid interest, if any, shall be deemed to be paid first out of the cash paid upon such conversion, if any.

Settlement Upon Conversion. (a) Subject to Except as provided in Section 10.0910.07(e), upon conversion of any Note, the Company may choose to pay or deliver, as the case may be, either Cash (‘‘Cash Settlement’’), shares of Common Stock (other than Cash for any fractional shares) (‘‘Physical Settlement’’) or a combination of Cash and shares of Common Stock (‘‘Combination Settlement’’). Each of Cash Settlement, Physical Settlement and Combination Settlement is a ‘‘Settlement Method.’’ (b) The same Settlement Method shall be used for all conversions occurring on the same Conversion Date. The Company shall not have any obligation to use the same Settlement Method with respect to conversions with Conversion Dates that occur on different Trading Days, except that the same Settlement Method shall be used for all conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Date. (c) If the Company elects a Settlement Method in respect of a Conversion Date, the Company shall provide notice (the “Settlement Notice”) of such Settlement Method and the Specified Dollar Amount or Cash Percentage, as applicable, in respect of such Conversion Date by informing the Trustee, the converting Holders, through the Trustee, and the Depositary no later than the Close of Business on the Trading Day immediately following the relevant Conversion Date (or, in the case of any conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Date, no later than the 24th Scheduled Trading Day immediately preceding the Maturity Date). If the Company elects Combination Settlement, but does not timely notify converting Holders of the Specified Dollar Amount per $1,000 principal amount of Notes, such Specified Dollar Amount will be deemed to be $1,000. If the Company does not timely provide Settlement Notice, it will be deemed to have elected Combination Settlement in respect of the Conversion Obligation with a Specified Dollar Amount per $1,000 principal amount of Notes equal to $1,000. (d) Subject to Section 10.03(e), with respect to any conversion of Notes by means of a Combination Settlement (other than a Net Share Settlement), the Company may specify, rather than a Specified Dollar Amount, a percentage of the Daily Settlement Amount that will be settled in Cash (the ‘‘Cash Percentage’’) by specifying such Cash Percentage in the Settlement Notice. (e) At any time on or prior to the 24th scheduled Trading Day prior to the Maturity Date, the Company may irrevocably elect (a “Net Share Settlement Election”) to satisfy the Conversion Obligation with respect to any Notes to be converted after the date of such election by delivering Cash up to the aggregate principal amount of Notes to be converted, and shares of Common Stock, Cash or a combination thereof in respect of the remainder, if any, of the Conversion Obligation ( “Net Share Settlement”). A Net Share Settlement is one type of Combination Settlement. The Company may make a Net Share Settlement Election at its sole discretion without the consent of the Holders. Upon making a Net Share Settlement Election, the Company will promptly (i) use reasonable efforts to post such information on its website or otherwise publicly disclose such information and (ii) provide written notice to the Holders by mailing such notice to Holders at their address in the Register (in the case of a Certificated Note), or through the facilities of the Depositary (in the case of a Global Note). (f) The Conversion Consideration in respect of the Conversion of any Notes will be computed as follows: (i) if the Company elects Physical Settlement, it will deliver to the a converting Holder Holder, in respect of each $1,000 principal amount of Notes being converted converted, an amount of cash and a number of shares of Common Stock equal to the Conversion Rate; (ii) Stock, if the Company elects Cash Settlementany, it will pay to the converting Holder in respect of each $1,000 principal amount of Notes being converted Cash in an amount equal to the sum of the Daily Conversion Values for each of the 20 consecutive Trading Days during the applicable Observation Period; and (iii) if the Company elects (or is deemed to have elected) Combination Settlement (including Net Share Settlement), it will pay or deliver, as the case may be, to the converting Holder in respect of each $1,000 principal amount of Notes being converted a combination of Cash and shares of Common Stock in an amount equal to the sum of the Daily Settlement Amounts for each VWAP Trading Day in the Observation Period for such Note (the “Settlement Amount”), together with cash in lieu of any fractional shares. The Company shall deliver the Settlement Amount due in respect of the 20 consecutive Conversion Obligation for any such Note to the converting Holder on the third Business Day immediately following the last VWAP Trading Days during Day of the applicable Observation Period. (gi) The Daily Settlement Amounts and the Daily Conversion Values (if applicable) shall be determined by the Company promptly following the last day Except as provided in Section 10.07(e), upon conversion of the Observation Period. Promptly after such determination of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverableany Note, the Company shall notify satisfy the Trustee and Daily Net Settlement Amount included in any Daily Settlement Amount by delivering cash, shares of Common Stock or a combination thereof, at the Conversion Agent Company’s election, (if other than each of these settlement methods a “Settlement Method”). For purposes of this provision, the Trustee) Company’s obligation in respect of the Daily Net Settlement Amounts or the Daily Conversion Values, is referred to as the case may be“Conversion Excess Obligation.” (ii) If the Company elects to satisfy all or any portion of the Conversion Excess Obligation in cash (the “Cash Settlement Election”), the Company will notify holders of the percentage of the Conversion Excess Obligation to be paid in cash (the “Cash Percentage”). (iii) Any Cash Settlement Election shall be the same for all conversions occurring on or after the 30th Scheduled Trading Day immediately preceding the Maturity Date. Otherwise, the Company will not have any obligation to settle conversions occurring on different Conversion Dates using a particular Settlement Method Notice, and the amount of Company may make a Cash deliverable. In calculating the Daily Settlement Amounts, the Election with respect to certain Conversion Rate on any day shall be appropriately adjusted Dates and not with respect to take into account the occurrence on or before such Trading Day of any event that would require an adjustment to the other Conversion Rate as set forth in SectionDates.

Settlement Upon Conversion. (a) Subject to and except as provided in this Section 10.0912.03, Section 12.06(a) or Section 12.07(e), upon conversion of any Note, the Company may choose shall satisfy its Conversion Obligation by paying to pay the converting Holder in cash the Principal Portion of the Note being converted and paying or deliverdelivering, as the case may be, either Cash (‘‘Cash Settlement’’)cash, shares of Common Stock (other than Cash for any fractional shares) (‘‘Physical Settlement’’) Units or a combination of Cash cash and shares Common Units, at the Company’s election, to the converting Holder in respect of Common Stock the remainder, if any, of the Conversion Obligation in excess of each $1,000 principal amount of Notes being converted. Pursuant to the foregoing sentence, the Company shall pay (‘‘Combination Settlement’’). Each and deliver, if applicable) to the converting Holder in respect of Cash Settlementeach $1,000 principal amount of Notes being converted, Physical a settlement amount equal to the sum of the Daily Settlement and Combination Settlement is a ‘‘Settlement MethodAmounts for each of the 40 consecutive Trading Days during the relevant Observation Period.’’ (bi) The same Settlement Method Company shall not issue any fractional Common Units upon conversion of the Notes and shall instead pay cash in lieu of any fractional Common Units issuable upon conversion based on the Daily VWAP on the last Trading Day of the relevant Observation Period. (ii) Except as set forth in Section 12.06 and Section 12.07, the Company shall pay (and deliver, if applicable) the consideration due in respect of the Conversion Obligation on the third Business Day immediately following the last Trading Day of the relevant Observation Period. (iii) All conversions for which the relevant Conversion Date occurs on or after March 15, 2024 shall be used settled using the same Cash Percentage. (iv) Except for any conversions for which the relevant Conversion Date occurs on or after March 15, 2024, the Company shall use the same Cash Percentage for all conversions occurring on with the same Conversion Date. The , but the Company shall not have any obligation to use the same Settlement Method Cash Percentage with respect to conversions with different Conversion Dates that occur on different Trading Days, except that the same Settlement Method shall be used for all conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity DateDates. (cv) If If, in respect of any Conversion Date (or the period described in the fourth immediately succeeding set of parentheses, as the case may be), the Company elects a Settlement Method in respect of a Conversion DateCash Percentage, the Company shall provide deliver a written notice (the “Settlement Notice”) of such Settlement Method and the Specified Dollar Amount or Cash Percentage, as applicable, Percentage so elected in respect of such Conversion Date by informing (or such period, as the Trustee, the case may be) to converting Holders, through the Trustee and the Conversion Agent (if other than the Trustee, and the Depositary ) no later than the Close of Business on the Trading Day 60 immediately following the relevant Conversion Date (or, in the case of any conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity DateMarch 15, 2024, no later than the 24th Scheduled Trading Close of Business on the Business Day immediately preceding the Maturity DateMarch 15, 2024). If , and the Company elects Combination Settlement, but does not timely notify converting Holders shall indicate in such notice the percentage (the “Cash Percentage”) of the Specified Dollar Amount per $1,000 principal amount excess, if any, of Notes, such Specified Dollar Amount the Daily Conversion Value over the Daily Principal Portion of the Notes being converted that will be deemed to be $1,000paid in cash, if any. If the Company does not timely provide Settlement Noticeelect a Cash Percentage prior to the deadline set forth in the immediately preceding sentence, it will the Company shall be deemed to have elected Combination Settlement in respect a Cash Percentage of 0%, and the Conversion Obligation Company shall settle such excess with a Specified Dollar Amount per $1,000 principal amount delivery of Notes equal to $1,000Common Units. (db) Subject to Section 10.03(e), with respect to any If a Holder surrenders more than one Note for conversion of Notes by means of on a Combination Settlement (other than a Net Share Settlement), the Company may specify, rather than a Specified Dollar Amount, a percentage of the Daily Settlement Amount that will be settled in Cash (the ‘‘Cash Percentage’’) by specifying such Cash Percentage in the Settlement Notice. (e) At any time on or prior to the 24th scheduled Trading Day prior to the Maturity single Conversion Date, the Company may irrevocably elect (a “Net Share Settlement Election”) to satisfy the Conversion Obligation with respect to any such Notes to shall be converted after computed on the date basis of such election by delivering Cash up to the aggregate principal amount of the Notes (or specified portions thereof to be convertedthe extent permitted thereby) so surrendered by such Holder. (c) If a Holder converts a Note, except as set forth in Section 12.02(g), (i) such Holder shall not receive any separate cash payment (in addition to the Conversion Obligation) for accrued and shares of Common Stock, Cash or a combination thereof in respect of the remainderunpaid Special Interest, if any, of the Conversion Obligation ( “Net Share Settlement”). A Net Share Settlement is one type of Combination Settlement. The Company may make a Net Share Settlement Election at its sole discretion without the consent of the Holders. Upon making a Net Share Settlement Election, the Company will promptly (i) use reasonable efforts to post on such information on its website or otherwise publicly disclose such information Note and (ii) provide written notice to the Holders by mailing such notice to Holders at their address in the Register (in the case of a Certificated Note), or through the facilities of the Depositary (in the case of a Global Note). (f) The Conversion Consideration in respect of the Conversion of any Notes will be computed as follows: (i) if the Company elects Physical Settlement, it will deliver to the converting Holder in respect of each $1,000 principal amount of Notes being converted a number of shares of Common Stock equal to the Conversion Rate; (ii) if the Company elects Cash Settlement, it will pay to the converting Holder in respect of each $1,000 principal amount of Notes being converted Cash in an amount equal to the sum of the Daily Conversion Values for each of the 20 consecutive Trading Days during the applicable Observation Period; and (iii) if the Company elects (or is deemed to have elected) Combination Settlement (including Net Share Settlement), it will pay or deliverCompany’s payment and delivery, as the case may be, to the such converting Holder of the Conversion Obligation shall be deemed to satisfy in respect of each $1,000 full the Company’s obligation to pay to such Holder (A) the principal amount of Notes being such converted Note and (B) accrued and unpaid Special Interest, if any, to, but excluding, the relevant Conversion Date. As a combination result, subject to Section 12.02(g), accrued and unpaid Special Interest, if any, on a converted Note to but, excluding, the relevant Conversion Date shall be deemed to be paid in full rather than cancelled, extinguished or forfeited. Upon a conversion of Cash Notes, accrued and shares of Common Stock in an amount equal unpaid interest, if any, will be deemed to the sum be paid first out of the Daily Settlement Amounts for each of the 20 consecutive Trading Days during the applicable Observation Periodcash paid upon such conversion. (g) The Daily Settlement Amounts and the Daily Conversion Values (if applicable) shall be determined by the Company promptly following the last day of the Observation Period. Promptly after such determination of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable, the Company shall notify the Trustee and the Conversion Agent (if other than the Trustee) of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable. In calculating the Daily Settlement Amounts, the Conversion Rate on any day shall be appropriately adjusted to take into account the occurrence on or before such Trading Day of any event that would require an adjustment to the Conversion Rate as set forth in Section

Settlement Upon Conversion. (a) Subject to Section 10.09, upon Upon conversion of any Note, the Company may choose to pay or deliver, except as the case may be, either Cash (‘‘Cash Settlement’’set forth in Section 4.03(f), shares of Common Stock (other than Cash for any fractional shares) (‘‘Physical Settlement’’) or a combination of Cash and shares of Common Stock (‘‘Combination Settlement’’). Each of Cash Settlement, Physical Settlement and Combination Settlement is a ‘‘Settlement Method.’’ (b) The same Settlement Method shall be used for all conversions occurring on the same Conversion Date. The Company shall not have any obligation to use the same Settlement Method with respect to conversions with Conversion Dates that occur on different Trading Days, except that the same Settlement Method shall be used for all conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Date. (c) If the Company elects a Settlement Method in respect of a Conversion Date, the Company shall provide notice (the “Settlement Notice”) of such Settlement Method and the Specified Dollar Amount or Cash Percentage, as applicable, in respect of such Conversion Date by informing the Trustee, the converting Holders, through the Trustee, and the Depositary no later than the Close of Business on the third Trading Day immediately following the relevant Conversion Date (or, in the case of any conversions occurring on or after the 24th Scheduled last Trading Day immediately preceding the Maturity Date, no later than the 24th Scheduled Trading Day immediately preceding the Maturity Date). If the Company elects Combination Settlement, but does not timely notify converting Holders of the Specified Dollar Amount per $1,000 principal amount of Notes, such Specified Dollar Amount will be deemed to be $1,000. If the Company does not timely provide relevant Cash Settlement Notice, it will be deemed to have elected Combination Settlement in respect of the Conversion Obligation with a Specified Dollar Amount per $1,000 principal amount of Notes equal to $1,000. (d) Subject to Section 10.03(e), with respect to any conversion of Notes by means of a Combination Settlement (other than a Net Share Settlement)Averaging Period, the Company may specify, rather than a Specified Dollar Amount, a percentage of the Daily Settlement Amount that will be settled in Cash (the ‘‘Cash Percentage’’) by specifying such Cash Percentage in the Settlement Notice. (e) At any time on or prior to the 24th scheduled Trading Day prior to the Maturity Date, the Company may irrevocably elect (a “Net Share Settlement Election”) to satisfy the Conversion Obligation with respect to any Notes to be converted after the date of such election by delivering Cash up to the aggregate principal amount of Notes to be converted, and shares of Common Stock, Cash or a combination thereof in respect of the remainder, if any, of the Conversion Obligation ( “Net Share Settlement”). A Net Share Settlement is one type of Combination Settlement. The Company may make a Net Share Settlement Election at its sole discretion without the consent of the Holders. Upon making a Net Share Settlement Election, the Company will promptly (i) use reasonable efforts to post such information on its website or otherwise publicly disclose such information and (ii) provide written notice to the Holders by mailing such notice to Holders at their address in the Register (in the case of a Certificated Note), or through the facilities of the Depositary (in the case of a Global Note). (f) The Conversion Consideration in respect of the Conversion of any Notes will be computed as follows: (i) if the Company elects Physical Settlement, it will shall deliver to the converting Holder Holders, in respect of each $1,000 principal amount of Notes being converted converted, a number of shares of Common Stock equal to the Conversion Rate; (ii) if the Company elects Cash Settlement, it will pay to the converting Holder in respect of each $1,000 principal amount of Notes being converted Cash in an amount equal to the sum of the Daily Conversion Values for each of the 20 consecutive Trading Days during the applicable Observation Period; and (iii) if the Company elects (or is deemed to have elected) Combination “Settlement (including Net Share Settlement), it will pay or deliver, as the case may be, to the converting Holder in respect of each $1,000 principal amount of Notes being converted a combination of Cash and shares of Common Stock in an amount Amount” equal to the sum of the Daily Settlement Amounts for each of the 20 40 consecutive Trading Days during the applicable Observation related Cash Settlement Averaging Period for such Note. (b) The “Daily Settlement Amount,” for each of the 40 consecutive Trading Days during the Cash Settlement Averaging Period, shall consist of: (i) cash equal to the lesser of $25.00 and the Daily Conversion Value, and (ii) to the extent the Daily Conversion Value exceeds $25.00, a number of shares of Common Stock (the “Daily Share Amount”) equal to (x) the difference between the Daily Conversion Value and $25.00, divided by (y) the Daily VWAP of the Common Stock for such Trading Day. (c) Subject to Section 4.03(d), upon conversion, Holders shall not receive any separate cash payment for accrued and unpaid interest or Additional Interest, if any, unless such conversion occurs between a Regular Record Date and the Interest Payment Date to which it relates. (d) Upon the conversion of any Notes, the Holder shall not be entitled to receive any additional cash payment for accrued and unpaid interest or Additional Interest, if any, except to the extent specified below. The Company’s delivery to the Holder of cash and, if applicable, Common Stock, together with any cash payment for any fractional share of Common Stock, into which a Note is convertible shall be deemed to satisfy in full the Company’s obligation to pay the principal amount of the Notes so converted and accrued and unpaid interest and Additional Interest, if any, to, but not including, the Conversion Date. As a result, accrued and unpaid interest and Additional Interest, if any, to, but not including, the Conversion Date shall be deemed to be paid in full rather than cancelled, extinguished or forfeited. Notwithstanding the foregoing, if Notes are converted between close of business on a Regular Record Date for the payment of interest and the open of business on the next Interest Payment Date, Holders of such Notes at the close of business on such Regular Record Date shall receive the interest and Additional Interest, if any, payable on such Notes on the corresponding Interest Payment Date notwithstanding the conversion. Notes surrendered for conversion during the period from the close of business on any Regular Record Date to the open of business on the immediately following Interest Payment Date must be accompanied by funds equal to the amount of interest and Additional Interest, if any, payable on the next Interest Payment Date on the Notes so converted; provided that no such payment need be made (i) for conversions following the Regular Record Date immediately preceding May 1, 2015, (ii) if the Company has specified a Fundamental Change Repurchase Date that is after a Regular Record Date and on or prior to the corresponding Interest Payment Date, or (iii) to the extent of any overdue interest, if any overdue interest exists at the time of conversion with respect to such Note. (e) The Company shall not issue fractional shares of Common Stock upon conversion of Notes. If multiple Notes shall be surrendered for conversion at one time by the same Holder, the number of full shares which shall be issuable upon conversion shall be computed on the basis of the aggregate principal amount of the Notes (or specified portions thereof to the extent permitted hereby) so surrendered. If any fractional share of stock would be issuable upon the conversion of any Notes, the Company shall make payment therefor in cash in lieu of fractional shares of Common Stock based on the Daily VWAP of the Common Stock on the last Trading Day of the relevant Cash Settlement Averaging Period. (gf) The Daily Settlement Amounts and Company shall, subject to the Daily Conversion Values (if applicable) shall be determined exceptions set forth in this Section 4.03(f), deliver the conversion consideration in respect of any Notes that a Holder converts by the Company promptly third Trading Day immediately following the last day Trading Day of the Observation Cash Settlement Averaging Period. Promptly after such determination However, if prior to the Conversion Date for any Converted Notes, the Common Stock has been replaced by Reference Property consisting solely of cash (pursuant to the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverableprovisions set forth in Section 4.04), the Company shall notify deliver the Trustee and conversion consideration due in respect of conversion on the tenth Trading Day immediately following the relevant Conversion Agent (Date. Notwithstanding the foregoing, if other than any information required in order to calculate the Trustee) conversion consideration deliverable shall not be available as of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable. In calculating the Daily Settlement Amountsapplicable settlement date, the Conversion Rate Company shall deliver the additional shares of Common Stock resulting from that adjustment on any day shall be appropriately adjusted to take into account the occurrence on or before such Third Trading Day of any event that would require an adjustment to after the Conversion Rate as set forth in Sectionearliest Trading Day on which such calculation can be made.

Settlement Upon Conversion. (a) Subject to Except as provided in Section 10.0911.07(e), upon conversion of any Note, if the Company may choose has not received Stockholder Approval prior to the relevant Conversion Date, the Company shall deliver to the converting Holder, in respect of each $1,000 principal amount of Notes being converted, a number of shares of Common Stock equal to the Conversion Rate in effect on the Conversion Date, together with a cash payment, if applicable, in lieu of any fractional share of Common Stock equal to the product of (i) such fraction of a share and (ii) the Daily VWAP on the relevant Conversion Date and the Interest Make-Whole Payment, if applicable. The Company shall deliver the consideration due in respect of the Conversion Obligation on the third Business Day immediately following the relevant Conversion Date. (b) The provisions of this Section 11.03(b), whether or not expressly stated therein, shall only apply to Conversion Dates following the Company’s receipt of Stockholder Approval. (i) Except as provided in Section 11.07(e), upon conversion of any Note, if the Company has received Stockholder Approval prior to the relevant Conversion Date, the Company shall pay or deliver, as the case may be, either Cash to the converting Holder cash (‘‘“Cash Settlement’’”), shares of Common Stock (other than Cash for Stock, together with cash, if applicable, in lieu of any fractional sharesshare of Common Stock in accordance with Section 11.03(b)(vii) (‘‘“Physical Settlement’’”) or a combination of Cash cash and shares of Common Stock, together with cash, if applicable, in lieu of any fractional share of Common Stock in accordance with Section 11.03(b)(vii) (‘‘“Combination Settlement’’”). Each , at the Company’s election (each of Cash Settlement, Physical Settlement and Combination Settlement is these settlement methods a ‘‘“Settlement Method”) and the Interest Make-Whole Payment, if applicable.’’ (bii) The All conversions occurring on or after the 45th Scheduled Trading Day immediately preceding the Maturity Date and all conversions occurring during a Redemption Period, shall be settled using the same Settlement Method. Subject to the foregoing, if the Company has received Stockholder Approval, the Company shall use the same Settlement Method shall be used for all conversions occurring on the same Conversion Date. The , but the Company shall not have any obligation to use the same Settlement Method with respect to conversions with Conversion Dates that occur on different Trading DaysConversion Dates, except that and the same Company may elect a Settlement Method shall be used for all conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Datewith respect to certain Conversion Dates and not with respect to other Conversion Dates. (ciii) If the Company elects a Settlement Method in respect of a Conversion Date, the The Company shall provide deliver a notice (the “Settlement Method Notice”) of such the Settlement Method and elected by the Specified Dollar Amount or Cash Percentage, as applicable, Company in respect of such any Conversion Date or any of the periods described below, as the case may be: (A) in the applicable Redemption Notice, with respect to any conversion following delivery of a Redemption Notice by informing the Trustee, the converting Holders, through the Trustee, Company and the Depositary no later than prior to the Close of Business on the Trading Business Day immediately following preceding the relevant Conversion related Redemption Date (orsuch period, in a “Redemption Period”); (B) by written notice to all Holders of Notes, the case of any conversions occurring Trustee and the Conversion Agent on or after prior to the 24th 45th Scheduled Trading Day immediately preceding the Maturity Date, no later in the case of any conversion occurring on or after such date, other than during a Redemption Period; or (C) by written notice to the 24th converting Holder, the Trustee and the Conversion Agent, prior to the Close of Business on the first Scheduled Trading Day immediately preceding following the Maturity relevant Conversion Date), in the case of any other conversion. (iv) Any Settlement Method Notice shall specify the relevant Settlement Method and in the case of an election of Combination Settlement, the relevant Settlement Method Notice shall indicate the Specified Dollar Amount. If the Company elects Combination Settlement, but has received Stockholder Approval and does not timely notify converting Holders deliver a Settlement Method prior to the deadline set forth in this Section 11.03(b)(iv), the Company shall no longer have the right to elect Cash Settlement or Physical Settlement and the Company shall be deemed to have elected Combination Settlement in respect of its Conversion Obligation, and the Specified Dollar Amount per $1,000 principal amount of Notes, such Notes shall be equal to $1,000. If the Company elects Combination Settlement in respect of its Conversion Obligation but does not indicate a Specified Dollar Amount will in the relevant Settlement Method Notice, the Specified Dollar Amount shall be deemed to be $1,000. If the The Company does not timely provide Settlement Notice, agrees that it will be deemed to have elected Combination Settlement not seek Stockholder Approval during a Redemption Period or during the period following the 45th Scheduled Trading Day immediately preceding the Maturity Date through the Maturity Date. (v) The cash, shares of Common Stock or combination of cash and shares of Common Stock in respect of the Conversion Obligation with a Specified Dollar Amount per $1,000 principal amount of Notes equal to $1,000. (d) Subject to Section 10.03(e), with respect to any conversion of Notes by means of a Combination Settlement (other than a Net Share Settlement), the Company may specify, rather than a Specified Dollar Amount, a percentage of the Daily Settlement Amount that will be settled in Cash (the ‘‘Cash Percentage’’) by specifying such Cash Percentage in the “Settlement Notice. (e) At any time on or prior to the 24th scheduled Trading Day prior to the Maturity Date, the Company may irrevocably elect (a “Net Share Settlement ElectionAmount”) to satisfy the Conversion Obligation with respect to any Notes to be converted after the date of such election by delivering Cash up to the aggregate principal amount of Notes to be converted, and shares of Common Stock, Cash or a combination thereof in respect of the remainder, if any, of the Conversion Obligation ( “Net Share Settlement”). A Net Share Settlement is one type of Combination Settlement. The Company may make a Net Share Settlement Election at its sole discretion without the consent of the Holders. Upon making a Net Share Settlement Election, the Company will promptly (i) use reasonable efforts to post such information on its website or otherwise publicly disclose such information and (ii) provide written notice to the Holders by mailing such notice to Holders at their address in the Register (in the case of a Certificated Note), or through the facilities of the Depositary (in the case of a Global Note). (f) The Conversion Consideration in respect of the Conversion of any Notes will shall be computed as follows: (iA) if the Company elects to satisfy its Conversion Obligation in respect of such conversion by Physical Settlement, it will the Company shall deliver to the converting Holder in respect of each $1,000 principal amount of Notes being converted a number of shares of Common Stock equal to the Conversion RateRate in effect on the Conversion Date, together with cash in lieu of fractional shares pursuant to Section 11.03(b)(vii) and the Interest Make-Whole Payment, if applicable; (iiB) if the Company elects to satisfy its Conversion Obligation in respect of such conversion by Cash Settlement, it will the Company shall pay to the converting Holder in respect of each $1,000 principal amount of Notes being converted Cash cash in an amount equal to the sum of the Daily Conversion Values for each of the 20 40 consecutive VWAP Trading Days during the applicable related Observation PeriodPeriod and the Interest Make-Whole Payment, if applicable; and (iiiC) if the Company elects (or is deemed to have elected) to satisfy its Conversion Obligation in respect of such conversion by Combination Settlement (including Net Share Settlement), it will the Company shall pay or deliver, as the case may be, to the converting Holder in respect of each $1,000 principal amount of Notes being converted converted, a combination of Cash and shares of Common Stock in an amount Settlement Amount equal to the sum of the Daily Settlement Amounts for each of the 20 40 consecutive VWAP Trading Days during the applicable related Observation PeriodPeriod and the Interest Make-Whole Payment, if applicable. (gvi) The Daily Settlement Amounts (if applicable) and the Daily Conversion Values (if applicable) shall be determined by the Company promptly following the last day of the Observation Period. Promptly after such determination of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverablecash payable in lieu of any fractional share, the Company shall notify the Trustee and the Conversion Agent (if other than the Trustee) of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverablecash payable in lieu of fractional shares of Common Stock. In calculating The Trustee and the Conversion Agent (if other than the Trustee) shall have no responsibility for any such determination. (vii) The Company shall not issue any fractional share of Common Stock upon conversion of the Notes and shall instead pay cash in lieu of any fractional share of Common Stock issuable upon conversion based on the Daily Settlement Amounts, VWAP on the relevant Conversion Rate Date (in the case of Physical Settlement) or based on any day shall be appropriately adjusted to take into account the occurrence Daily VWAP on or before such the last VWAP Trading Day of any event that would require the relevant Observation Period (in the case of Combination Settlement)and, with respect to an adjustment to Interest Make-Whole Payment satisfied with shares of the Company’s Common Stock, based on the simple average of the Daily VWAP for the 10 Trading Days ending on and including the Trading Day immediately preceding the Conversion Rate Date. For each Note surrendered for conversion, if the Company has elected Combination Settlement, the full number of shares that shall be issued upon conversion thereof (exclusive of shares of Common Stock that may be deliverable in connection with an Interest Make-Whole Payment) shall be computed on the basis of the aggregate Daily Settlement Amounts for the applicable Observation Period and any fractional shares remaining after such computation shall be paid in cash. (viii) The Company shall pay or deliver, as the case may be, the consideration due in respect of the Conversion Obligation and an Interest Make-Whole Payment on the third Business Day immediately following the relevant Conversion Date, if the Company elects Physical Settlement, or on the third Business Day immediately following the last VWAP Trading Day of the Observation Period, in the case of any other Settlement Method. (c) If a Holder surrenders more than one Note for conversion on a single Conversion Date, the number of shares of Common Stock, if any, that the Company will deliver, and the amount of cash that the Company will pay pursuant to Section 11.03(a) or Section 11.03(b)(vii) in lieu of fractional shares of Common Stock, if any, shall be determined based on the total principal amount of Notes so surrendered by such Holder. (d) If a Holder converts a Note, except as set forth in SectionSection 11.02(g), (i) such Holder shall not receive any separate cash payment (in addition to the Conversion Obligation) for accrued and unpaid interest on such Note and (ii) the Company’s delivery to such converting Holder of the Conversion Obligation shall be deemed to satisfy in full the Company’s obligation to pay to such Holder (A) the principal amount of such converted Note and (B) accrued and unpaid interest, if any, to, but excluding, the relevant Conversion Date. As a result, subject to Section 11.02(g), accrued and unpaid interest, if any, on a converted Note to but, excluding, the relevant Conversion Date shall be deemed to be paid in full rather than cancelled, extinguished or forfeited. Upon a conversion of Notes, subject to Section 11.02(g), accrued and unpaid interest, if any, shall be deemed to be paid first out of the cash paid upon such conversion, if any.

Settlement Upon Conversion. (a) Subject to this Section 10.094.03(a), upon any conversion of any Note, the Company may choose shall deliver to pay or deliver, as the case may be, either Cash (‘‘Cash Settlement’’), shares of Common Stock (other than Cash for any fractional shares) (‘‘Physical Settlement’’) or a combination of Cash and shares of Common Stock (‘‘Combination Settlement’’). Each of Cash Settlement, Physical Settlement and Combination Settlement is a ‘‘Settlement Method.’’ (b) The same Settlement Method shall be used for all conversions occurring on the same Conversion Date. The Company shall not have any obligation to use the same Settlement Method with respect to conversions with Conversion Dates that occur on different Trading Days, except that the same Settlement Method shall be used for all conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Date. (c) If the Company elects a Settlement Method in respect of a Conversion Date, the Company shall provide notice (the “Settlement Notice”) of such Settlement Method and the Specified Dollar Amount or Cash Percentage, as applicable, in respect of such Conversion Date by informing the Trustee, the converting Holders, through the Trustee, and the Depositary no later than the Close of Business on the Trading Day immediately following the relevant Conversion Date (or, in the case of any conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Date, no later than the 24th Scheduled Trading Day immediately preceding the Maturity Date). If the Company elects Combination Settlement, but does not timely notify converting Holders of the Specified Dollar Amount per $1,000 principal amount of Notes, such Specified Dollar Amount will be deemed to be $1,000. If the Company does not timely provide Settlement Notice, it will be deemed to have elected Combination Settlement in respect of the Conversion Obligation with a Specified Dollar Amount per $1,000 principal amount of Notes equal to $1,000. (d) Subject to Section 10.03(e), with respect to any conversion of Notes by means of a Combination Settlement (other than a Net Share Settlement), the Company may specify, rather than a Specified Dollar Amount, a percentage of the Daily Settlement Amount that will be settled in Cash (the ‘‘Cash Percentage’’) by specifying such Cash Percentage in the Settlement Notice. (e) At any time on or prior to the 24th scheduled Trading Day prior to the Maturity Date, the Company may irrevocably elect (a “Net Share Settlement Election”) to satisfy the Conversion Obligation with respect to any Notes to be converted after the date of such election by delivering Cash up to the aggregate principal amount of Notes to be converted, and shares of Common Stock, Cash or a combination thereof in respect of the remainder, if any, of the Conversion Obligation ( “Net Share Settlement”). A Net Share Settlement is one type of Combination Settlement. The Company may make a Net Share Settlement Election at its sole discretion without the consent of the Holders. Upon making a Net Share Settlement Election, the Company will promptly (i) use reasonable efforts to post such information on its website or otherwise publicly disclose such information and (ii) provide written notice to the Holders by mailing such notice to Holders at their address in the Register (in the case of a Certificated Note), or through the facilities of the Depositary (in the case of a Global Note). (f) The Conversion Consideration in respect of the Conversion of any Notes will be computed as follows: (i) if the Company elects Physical Settlement, it will deliver to the converting Holder in respect of each $1,000 principal amount of Notes being converted converted, solely cash, solely shares of Common Stock or a combination of cash and Common Stock (the “Settlement Amount”), at the Company’s election, as set forth in this Section 4.03(a). (i) All conversions on or after March 15, 2018 will be settled using the same settlement method. (ii) Prior to March 15, 2018, the Company will elect (or be deemed to have elected) the same settlement method for all conversions occurring on any given Conversion Date. Except for any conversions that occur on or after March 15, 2018, the Company need not elect the same settlement method with respect to conversions that occur on different Trading Days. (iii) If, in respect of any Conversion Date (or the period beginning on, and including, March 15, 2018, and ending on, and including, the second Scheduled Trading Day immediately preceding the Stated Maturity, as the case may be), the Company elects to deliver a notice (the “Settlement Notice”) of the relevant settlement method in respect of such Conversion Date (or such period, as the case may be), the Company, through the Trustee, shall deliver such Settlement Notice to converting Holders no later than the second Business Day immediately following the relevant Conversion Date. Such Settlement Notice shall specify whether the Company shall satisfy its conversion obligation by (A) delivering solely shares of Common Stock, (B) paying solely cash or (C) paying and delivering, as the case may be, a combination of cash and shares of Common Stock. In the case of an election to pay and deliver, as the case may be, a combination of cash and shares of Common Stock, the relevant Settlement Notice shall indicate the Specified Dollar Amount. If the Company does not deliver a Settlement Notice, the Company will be deemed to have elected to deliver solely shares of Common Stock in respect of its conversion obligation. (iv) The Settlement Amount in respect of any conversion of Notes shall be computed as follows: (A) if the Company elects to satisfy its conversion obligation in respect of such conversion by delivering solely Common Stock, the Company will deliver to the converting Holder a number of shares of Common Stock equal to (1)(i) the aggregate principal amount of Notes to be converted, divided by (ii) $1,000, multiplied by (2) the then-applicable Conversion Rate on the Conversion RateDate; (iiB) if the Company elects Cash Settlementto satisfy its conversion obligation in respect of such conversion by paying solely cash, it will the Company shall pay to the converting Holder cash in respect of each an amount per $1,000 principal amount of Notes being converted Cash in an amount equal to the sum of the Daily Conversion Values for each of the 20 thirty consecutive Trading Days during the applicable Observation related Cash Settlement Averaging Period; and (iiiC) if the Company elects (or is deemed to have elected) Combination Settlement (including Net Share Settlement), it will pay or deliversatisfy its conversion obligation in respect of such conversion by paying and delivering, as the case may be, a combination of cash and shares of Common Stock, if any, the Company shall pay and deliver to the converting Holder Holder, as the case may be, in respect of each $1,000 principal amount of Notes being converted converted, a combination of Cash and shares of Common Stock in an amount Settlement Amount equal to the sum of the Daily Settlement Amounts for each of the 20 thirty consecutive Trading Days during the related Cash Settlement Averaging Period. (b) The “Daily Settlement Amount,” for each of the 30 consecutive Trading Days during the Cash Settlement Averaging Period, shall consist of: (i) cash equal to the lesser of (i) the Daily Measurement Value for such Trading Day and (ii) the Daily Conversion Value for such Trading Day, and (ii) to the extent the Daily Conversion Value for such Trading Day exceeds the Daily Measurement Value for such Trading Day, a number of shares of Common Stock equal to (x) the difference between the Daily Conversion Value and the Daily Measurement Value, divided by (y) the Daily VWAP of the Common Stock for such Trading Day. (c) Subject to Section 4.03(d), upon conversion, Holders shall not receive any separate cash payment for accrued and unpaid interest or Additional Interest, if any, unless such conversion occurs between a Regular Record Date and the Interest Payment Date to which it relates, in which case such interest shall be paid on such Interest Payment Date to the Holders of record on such Regular Record Date. (d) Upon the conversion of any Notes, the Holder shall not be entitled to receive any additional cash payment for accrued and unpaid interest or Additional Interest, if any, except to the extent specified below. The Company’s delivery to the Holder of cash and, if applicable, Common Stock, together with any cash payment for any fractional share of Common Stock, into which a Note is convertible shall be deemed to satisfy in full the Company’s obligation to pay the principal amount of the Notes so converted and accrued and unpaid interest and Additional Interest, if any, to, but not including, the Conversion Date. As a result, accrued and unpaid interest and Additional Interest, if any, to, but not including, the Conversion Date shall be deemed to be paid in full rather than cancelled, extinguished or forfeited. Notwithstanding the foregoing, if Notes are converted between close of business on a Regular Record Date for the payment of interest and the open of business on the next Interest Payment Date, Holders of such Notes at the close of business on such Regular Record Date shall receive the interest and Additional Interest, if any, payable on such Notes on the corresponding Interest Payment Date notwithstanding the conversion. Notes surrendered for conversion during the period from the close of business on any Regular Record Date to the open of business on the immediately following Interest Payment Date must be accompanied by funds equal to the amount of interest and Additional Interest, if any, payable on the next Interest Payment Date on the Notes so converted; provided that no such payment need be made (i) for conversions following the Regular Record Date immediately preceding June 15, 2018, (ii) if the Company has specified a Fundamental Change Purchase Date that is after a Regular Record Date and on or prior to the corresponding Interest Payment Date, or (iii) to the extent of any overdue interest, if any overdue interest exists at the time of conversion with respect to such Note. (e) The Company shall not issue fractional shares of Common Stock upon conversion of Notes. If multiple Notes shall be surrendered for conversion at one time by the same Holder, the number of full shares which shall be issuable upon conversion shall be computed on the basis of the aggregate principal amount of the Notes (or specified portions thereof to the extent permitted hereby) so surrendered. If any fractional share of stock would be issuable upon the conversion of any Notes, the Company shall make payment therefor in cash in lieu of fractional shares of Common Stock based on the Daily VWAP of its Common Stock on the relevant Conversion Date (if the Company elects to satisfy its conversion obligation solely in shares of Common Stock) and based on the Daily VWAP of the Common Stock on the last Trading Day of the relevant Cash Settlement Averaging Period (in the case of any other settlement method). (f) The Company shall, subject to the exceptions set forth in this Section 4.03(f), deliver the Settlement Amount in respect of any Notes that a Holder converts by the third Trading Day immediately following the last Trading Day of the Cash Settlement Averaging Period. However, (i) if the Company elects to satisfy its conversion obligation solely in shares of Common Stock or (ii) if prior to the Conversion Date for any converted Notes, the Common Stock has been replaced by Reference Property consisting solely of cash (pursuant to the provisions set forth in Section 4.04), the Company shall deliver the Settlement Amount due in respect of conversion on the tenth Business Day immediately following the relevant Conversion Date. Notwithstanding the foregoing, if any information required in order to calculate the Settlement Amount deliverable shall not be available as of the applicable Observation Periodsettlement date, the Company shall deliver the additional shares of Common Stock resulting from that adjustment on the third Trading Day after the earliest Trading Day on which such calculation can be made. (g) The Daily Settlement Amounts and last full paragraph of Section 4.7 of the Daily Conversion Values (if applicable) Original Indenture shall be determined by the Company promptly following the last day of the Observation Period. Promptly after such determination of the Daily Settlement Amounts or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable, the Company shall notify the Trustee and deemed to apply to the Conversion Agent (if other than the Trustee) of the Daily Settlement Amounts with references to “money” being deemed references to “money, securities or the Daily Conversion Values, as the case may be, and the amount of Cash deliverable. In calculating the Daily Settlement Amounts, the Conversion Rate on any day shall be appropriately adjusted to take into account the occurrence on or before such Trading Day of any event that would require an adjustment to the Conversion Rate as set forth in Sectiona combination thereof.”

Settlement Upon Conversion. (a) Subject to Section 10.09, upon Upon any conversion of any Note, the Company may choose shall deliver to pay or deliverconverting Holders, as in respect of each $1,000 principal amount of Notes being converted, at the case may beCompany’s election, either Cash in full satisfaction of the Company’s Conversion Obligation, (‘‘Cash 1) shares of Common Stock, together with cash in lieu of fractional shares, if any (a “Physical Settlement’’”), (2) a cash payment without any delivery of shares of Common Stock (other than a “Cash for any fractional shares) (‘‘Physical Settlement’’”) or (3) a combination of Cash cash and shares of Common Stock Stock, together with cash in lieu of fractional shares, if any (‘‘a “Combination Settlement’’). Each of ” and, together with “Physical Settlement” and “Cash Settlement”, Physical each a “Settlement Method”), in each case, as set forth below: (i) Conversions that occur on or after the 25th Scheduled Trading Day immediately preceding the Stated Maturity will be settled using the same Settlement Method. If the Company has not delivered a notice of election of settlement method prior to the 26th Scheduled Trading Day immediately preceding the Stated Maturity in respect of conversions occurring on or after the 25th Scheduled Trading Day prior to the Stated Maturity, the Company will be deemed to have elected Combination Settlement and Combination Settlement is a ‘‘Settlement Methodthe Specified Dollar Amount will be equal to $1,000.’’ (bii) The Conversions that occur prior to the 25th Scheduled Trading Day prior to the Stated Maturity, will be settled using the same Settlement Method shall be used for all conversions occurring on the same any given Conversion Date. The Except for any conversions that occur on or after the 25th Scheduled Trading Day prior to the Maturity Date, however, the Company shall will not have any obligation to use the same Settlement Method with respect to conversions with Conversion Dates that occur on different Trading Days, except that the same Settlement Method shall be used for all conversions occurring on or after the 24th Scheduled Trading Day immediately preceding the Maturity Date. (c) Conversion Dates. If the Company elects a Settlement Method in respect of a Conversion DateMethod, the Company shall provide notice (will inform Holders so converting through the “Settlement Notice”) Trustee of such Settlement Method and the Specified Dollar Amount or Cash Percentage, as applicable, in respect of such Conversion Date by informing the Trustee, the converting Holders, through the Trustee, and the Depositary that has been selected no later than the Close of Business on the second Trading Day immediately following the relevant related Conversion Date (or, in the case of any conversions occurring on or after the 24th 25th Scheduled Trading Day immediately preceding prior to the Maturity DateStated Maturity, no later than the 24th 26th Scheduled Trading Day immediately preceding prior to the Maturity DateStated Maturity). If the Company elects Combination Settlement, but does not timely notify converting Holders of the Specified Dollar Amount per $1,000 principal amount of Notes, such Specified Dollar Amount will be deemed to be $1,000. If the Company does not timely provide elect a Settlement NoticeMethod in respect of a particular Conversion Date, it the Company will be deemed to have elected Combination Settlement in respect of the Company’s Conversion Obligation with a and the Specified Dollar Amount per $1,000 principal amount of Notes will be equal to $1,000. If the Company has timely elected Combination Settlement in respect of any conversion, but fails to notify the converting Holders of the Specified Dollar Amount, the Company will be deemed to have elected that the Specified Dollar Amount be $1,000. (diii) Subject to Section 10.03(e), with respect to any The type and amount of consideration due upon conversion of Notes by means of a Combination Settlement will be computed as follows: (other than a Net Share Settlement), A) If the Company may specify, rather than has elected a Specified Dollar Amount, a percentage of the Daily Physical Settlement Amount that will be settled in Cash (the ‘‘Cash Percentage’’) by specifying such Cash Percentage in the Settlement Notice. (e) At any time on or prior to the 24th scheduled Trading Day prior to the Maturity Date, the Company may irrevocably elect (a “Net Share Settlement Election”) to satisfy the Conversion Obligation with respect to any Notes tendered for conversion, the Company shall deliver to be converted after the date converting Holder a number of such election by delivering Cash up shares of Common Stock equal to the product of (1) the aggregate principal amount of Notes to be converted, divided by $1,000, and shares (2) the applicable Conversion Rate, together with cash in lieu of Common Stock, fractional shares. (B) If the Company has elected a Cash or a combination thereof in Settlement with respect of the remainder, if any, of the Conversion Obligation ( “Net Share Settlement”). A Net Share Settlement is one type of Combination Settlement. The Company may make a Net Share Settlement Election at its sole discretion without the consent of the Holders. Upon making a Net Share Settlement Electionto any Notes tendered for conversion, the Company will promptly (i) use reasonable efforts to post such information on its website or otherwise publicly disclose such information and (ii) provide written notice to the Holders by mailing such notice to Holders at their address in the Register (in the case of a Certificated Note)shall deliver, or through the facilities of the Depositary (in the case of a Global Note). (f) The Conversion Consideration in respect of the Conversion of any Notes will be computed as follows: (i) if the Company elects Physical Settlement, it will deliver to the converting Holder in respect of for each $1,000 principal amount of Notes being converted a number of shares of Common Stock equal to the Conversion Rate; (ii) if the Company elects Cash Settlementconverted, it will pay to the converting Holder in respect of each $1,000 principal amount of Notes being converted Cash cash in an amount equal to the sum of the Daily Conversion Values for each of the 20 twenty (20) consecutive Trading Days during the applicable Observation relevant Cash Settlement Averaging Period; and. (iiiC) if If the Company elects (has elected or is deemed to have elected) elected a Combination Settlement (including Net Share Settlement)with respect to any Notes tendered for conversion, it will the Company shall pay or deliver, as the case may be, to the converting Holder in respect of for each $1,000 principal amount of Notes being converted a combination of Cash and shares of Common Stock in an amount equal to converted, the sum of the Daily Settlement Amounts for each of the 20 twenty (20) consecutive Trading Days during the applicable Observation Period. (g) The Daily relevant Cash Settlement Amounts and the Daily Conversion Values (if applicable) shall be determined by the Company promptly following the last day of the Observation Averaging Period. Promptly after such determination of the Daily Settlement Amounts or the Daily Conversion ValuesExcept for conversions upon a Fundamental Change as provided in Section 6.04, as (1) in the case may be, and the amount of Cash deliverablea Physical Settlement, the Company shall notify deliver the Trustee and the Conversion Agent (if other consideration due in respect of conversion no later than the Trusteethird Business Day immediately following the relevant Conversion Date and (2) in the case of any other Settlement Method, the Company shall deliver the consideration due in respect of the Daily Settlement Amounts or conversion no later than the Daily Conversion Values, as third Business Day immediately following the case may be, and the amount of Cash deliverable. In calculating the Daily Settlement Amounts, the Conversion Rate on any day shall be appropriately adjusted to take into account the occurrence on or before such last Trading Day of any event that would require an adjustment the relevant Cash Settlement Averaging Period (each, the “Settlement Date”). (iv) Solely for purposes of determining the payments and deliveries due upon conversion under this Section 6.02(c), and notwithstanding the definition of “Trading Day” contained in Section 1.01, “Trading Day” means a day on which (i) there is no Market Disruption Event and (ii) trading in the Common Stock generally occurs on The New York Stock Exchange or, if the Common Stock is not then listed on The New York Stock Exchange, on the principal other United States national or regional securities exchange on which the Common Stock is then listed or, if the Common Stock is not then listed on a United States national or regional securities exchange, on the principal other market on which the Common Stock is then listed or admitted for trading. If the Common Stock (or other security for which a Daily VWAP must be determined) is not so listed or admitted for trading, “Trading Day” means a “Business Day.” (v) The Company shall not issue fractional shares of Common Stock upon conversion of Notes. If multiple Notes shall be surrendered for conversion at one time by the same Holder, the number of full shares of Common Stock which shall be issuable upon conversion shall be computed on the basis of the aggregate principal amount of the Notes (or specified portions thereof to the extent permitted hereby) so surrendered. If any fractional share of Common Stock would be issuable upon the conversion of any Notes, the Company shall make payment therefor in cash in lieu of fractional shares of Common Stock based on: (1) if Physical Settlement applies, on the Daily VWAP of the Common Stock on the relevant Conversion Rate as set forth in SectionDate, and (2) if Combination Settlement applies, the Daily VWAP of the Common Stock on the last Trading Day of the relevant Cash Settlement Averaging Period.