Common use of Supplemental Indentures with Consent of Holders Clause in Contracts

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (ih) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least not less than a majority of the aggregate in principal amount of the Outstanding Notes then outstanding (determined in accordance with Article 8 affected by such supplemental indenture, by Act of said Holders delivered to the Company and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes)the Trustee, the Company, when authorized by the resolutions of the or pursuant to a Board of Directors Resolution, and the Trustee, at the Company’s expense, Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes Indenture or of modifying in any manner the rights of the Holders; provided, however, thatthat no such supplemental indenture shall, without the consent of each the Holder of an outstanding each Outstanding Note affected, no such supplemental indenture shallaffected thereby: (a) reduce the principal amount of Notes whose Holders must consent amount, Repurchase Price or Redemption Price with respect to an amendment; (b) reduce the rate of any Note, or extend the stated time for payment of any Special Interest on any Note; (c) reduce the principal of or extend the Stated Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend alter the manner of payment or modify in rate of interest on any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment Note or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note (including any Redemption Price or Repurchase Price in respect of such Note) payable in a currency, money or at a place of payment, Notes other than that stated in the Note; (gb) reduce the percentage in principal amount of the Outstanding Notes the consent of whose Holders is required for any such supplemental indenture or the consent of whose Holders is required for any waiver with respect to Notes (or for any waiver of compliance with certain provisions of this Indenture or certain Defaults or Events of Default and their consequences); (c) make any change that adversely affects the right to convert any Note; (d) modify the provisions of the Indenture relating to the ranking of the Notes in a manner adverse to the Holders of the Notes;; or (he) eliminate impair the contractual right of any Holder to institute suit for the enforcement right to receive of any payment with respect to, or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its the Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but It shall not be obligated to, enter into such supplemental indenture. necessary for any Act of Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders Act shall approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) 7 of the Base Indenture) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding Outstanding (determined in accordance with Article 8 7 of the Base Indenture and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the CompanyIssuer or the Guarantors (with respect to their Note Guarantee), when authorized by the resolutions of the Board of Directors and the TrusteeTrustee and the Collateral Agent, at the CompanyIssuer’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto or amendments or supplements to the Notes Documents for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, the Indenture or any Notes Document or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the CompanyIssuer’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, currency other than that stated in the NoteNote and in the Indenture or at a place of payment other than a place located in the contiguous United States; (g) change the ranking of the NotesNotes or any Note Guarantee in any manner adverse to Holders; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; orwith respect to such Holder’s Notes; (i) change the provisions of Section 4.07 in any manner adverse to Holders; (j) make any change in the provisions of this Indenture or the Collateral Documents, in each case dealing with the application of proceeds of Collateral, that would adversely affect the Holders of the Notes in any material respect; (k) expressly subordinate the Notes or any Note Guarantee in right of payment to any other Indebtedness of the Issuer or any Guarantor or subordinate the Lien on the Collateral securing the Obligations or as otherwise provided for in the Collateral Documents to the Lien granted to secure any other Indebtedness (other than in accordance with the terms of this Indenture and the other Notes Documents); (l) release all or substantially all of the value of the Note Guarantees of the Guarantors (except as expressly provided in the Notes Documents); or (m) make any change in any provision of this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 6.03 or Section 6.096.10, except to increase any such percentage or to provide that other provisions of the Indenture cannot be modified or waived without the consent of the Holders of each Outstanding Note affected thereby. In addition, notwithstanding the foregoing, any amendment to, or waiver of, the provisions of this Indenture or any Notes Document that has the effect of releasing all or substantially all of the Collateral shall require the consent of the Holders of at least 75% in aggregate principal amount of the Notes then outstanding under this Indenture (including any consents obtained in connection with a tender offer or exchange for the Notes). If any amendment to, or waiver of, the provisions of this Indenture or any Notes Document to which it is a party affects the rights or obligations of the Collateral Agent, then in such case the consent of the Collateral Agent shall also be required. Upon the written request of the CompanyIssuer, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.0510.06, the Trustee and the Collateral Agent shall join with the Company Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s or the Collateral Agent’s own rights, duties or immunities under this the Indenture or otherwise, in which case the Trustee they may in its their discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 10.03 to approve the particular form of any proposed supplemental indentureindenture or any amendment or supplement to any Notes Document. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company Issuer shall deliver mail to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the CompanyCompany and the Guarantor, each when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s sole expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of interest, including any Special Interest default interest, on any Note; (c) reduce the principal amount of any Notes, reduce the premium payable upon the exchange of the Notes, or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion exchange rights of any Notes other than as expressly permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, in a form, or at a place of payment, other than that stated in the Note; (g) change the ranking or priority of the NotesNotes or the Guarantee; (h) eliminate impair the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interestinterest, if any, on, and the consideration due upon conversion exchange of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or; (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09; or (j) provide for the issuance of additional Notes except as permitted herein. Upon the written request of the Company, and upon the filing with delivery to the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Directors, and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Repurchase Price payable on the Repurchase Date or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, currency other than that stated in the NoteU.S. dollars; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after with respect to such Holder’s Note; (i) change the respective due dates expressed or provided for in the Notes or this IndentureCompany’s obligation to pay Additional Amounts on any Note; or (ij) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless (i) the Trustee has not received an Opinion of Counsel reasonably satisfactory to it that such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law or (ii) such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effectiveeffective under Section 10.01 or Section 10.02, the Company shall deliver mail to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least When authorized by a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes)Board Resolution, the Company, when authorized by the resolutions of the Board of Directors Parent and the Trustee, at the Company’s expense, Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes Indenture or of modifying in any manner the rights of the HoldersHolders under this Indenture if the Company obtains the written consent of the Holders of at least a majority in aggregate principal amount of outstanding Notes affected by such supplemental indenture; provided, however, thatthat no such supplemental indenture shall, without the consent of each the Holder of an each outstanding Note affected, no such supplemental indenture shallaffected thereby: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (bi) reduce the rate of or extend change the stated time for payment of any Special Interest interest on any Note; (cii) reduce the principal of amount of, or extend change the Stated Maturity Date of of, any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (eiii) reduce the Fundamental redemption price, including upon a Change Repurchase Price or the Redemption Price of Control Triggering Event, of any Note or amend or modify in any manner adverse to the Holders of Notes the Company’s ’ s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwiseotherwise (other than amendments to the definition of “ Change of Control” prior to the occurrence of a Change of Control Triggering Event); (fiv) make the principal, premium if any, or interest of any Note payable in a currency, or at a place of payment, money other than that stated in the NoteNote or other than in accordance with the provisions of this Indenture; (gv) reduce the quorum or voting requirements under this Indenture; (vi) impair the right of any Holder to receive payment of the principal amount of, premium (if any) on or interest on a Holder’ s Notes on or after the due dates therefor, including waiving any Default with respect to the payment of principal, premium or interest thereon, or to institute suit for the enforcement of any payment on or with respect to such Holder’ s Notes; (vii) change the ranking of the Notes in a manner adverse to the Holders of the Notes; (hviii) eliminate reduce the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, percentage in principal amount of the principal outstanding Notes, the consent of whose Holders is required for any modification of this Indenture for any waiver of compliance with certain provisions of this Indenture, for waiver of certain defaults hereunder and their consequences, or for consent to take any action under this Indenture, in each case where this Indenture requires the consent of the Holder of each outstanding Note affected thereby; or (including ix) waive any Default in the Fundamental Change Repurchase Price or the Redemption Pricepayment of principal, if applicable) of, accrued and unpaid Special Interestpremium, if any, on, and or interest of or on the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but It shall not be obligated to, enter into such supplemental indenture. necessary for any act of Holders do not need under this Section 10.02 9.02 to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders approve act approves the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Directors, and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Fundamental Change Redemption Price, the Repurchase Price or the Redemption Fundamental Change Repurchase Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, currency other than that stated in the NoteU.S. dollars; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after with respect to such Holder’s Note; (i) change the respective due dates expressed or provided for in the Notes or this IndentureCompany’s obligation to pay Additional Amounts on any Note; or (ij) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless (i) the Trustee has not received an Opinion of Counsel stating that such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law or (ii) such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effectiveeffective under Section 10.01 or Section 10.02, the Company shall deliver send to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the in aggregate principal amount of the Notes then outstanding Notes (determined in accordance with Article 8 and including, without limitation, including consents obtained in connection with a repurchase of, or tender offer or exchange offer for, for the Notes), the CompanyIssuers, when authorized by the resolutions of the Board of Directors Guarantors and the Trustee, at the Company’s expense, Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes Indenture or of modifying in any manner the rights of the HoldersHolders under this Indenture; provided, however, thatthat no such supplemental indenture shall, without the consent of each the Holder of an each outstanding Note affected, no such supplemental indenture shall:affected thereby (with respect to any Notes held by a nonconsenting Holder of the Notes): (ai) change or extend the fixed maturity of any Notes, reduce the rate or extend the time of payment of interest or Liquidated Damages thereon, reduce the principal amount thereof or premium, if any, thereon or change the currency in which the Notes are payable; or (ii) reduce the premium payable upon any redemption of Notes whose Holders must consent to in accordance with the optional redemption provisions of the Notes and Section 1101 or change the time before which the Notes may be redeemed; or (iii) waive a default in the payment of principal or interest or Liquidated Damages on the Notes (except that holders of a majority in aggregate principal amount of the Notes at the time outstanding may (a) rescind an amendment; acceleration of the Notes that resulted from a non-payment default and (b) reduce waive the rate payment default that resulted from such acceleration) or alter the rights of or extend the stated time for payment of any Special Interest on any Note;Noteholders to waive defaults; or (civ) reduce the principal aforesaid percentage of or extend Notes, the Maturity Date consent of the holders of which is required for any Note;such modification; or (dv) make any change that adversely affects modify the conversion rights Restricted Subsidiary Guarantees or Article Thirteen (except as contemplated by the terms of any Notes other than as permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver Holders. Any existing Event of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of paymentDefault, other than that stated a default in the Note; (g) change the ranking payment of principal or interest or Liquidated Damages on the Notes; (h) eliminate the contractual right , or compliance with any provision of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i) make , other than any change in this Article 10 that requires each Holder’s consent provision related to the payment of principal or in interest or Liquidated Damages on the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the CompanyNotes, and upon the filing may be waived with the Trustee of evidence of the consent of holders of at least a majority in aggregate principal amount of the requisite Notes at the time outstanding. The consent of the Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities is not necessary under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed amendment or supplemental indenture. It shall be is sufficient if such Holders approve consent approves the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the proposed amendment or supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority the Specified Percentage of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, including consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the CompanyCompany and the Guarantors, when authorized by the resolutions of the Board their respective Boards of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount or percentage of Notes whose Holders must consent to an amendmentamendment or to waive any past default, including any change to the definition of “Specified Percentage”; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend change the Maturity Date of any Note; (d) make any change that adversely affects the conversion exchange rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, currency or at a place of payment, payment other than that stated in the Note; (g) change any provision of this Indenture or the related definitions to affect the ranking of the NotesNotes or any Guarantee; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.096.09 or any other amendment or waiver processes in this Indenture; (i) modify the Guarantee in any manner adverse to the Holders (including the release of any Guarantor from any of its obligations under its Guarantee or this Indenture); or (j) make any change to Section 4.11 or Section 4.12. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company and the Guarantors in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretionmay, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least not less than a majority of the aggregate in principal amount of the Notes then outstanding (determined in accordance with Article 8 Outstanding Senior Notes, by Act of such Holders delivered to the Company and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes)the Trustee, the Company, when authorized by the resolutions of the a Board of Directors Resolution, and the Trustee, at the Company’s expense, Trustee may from time to time and at any time enter into an indenture one or more indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture Indenture or the Notes waiving or of modifying in any manner the rights of the HoldersHolders under this Indenture; provided, however, thatthat no such supplemental indenture, amendment or waiver shall, without the consent of each the Holder of an outstanding each Outstanding Senior Note affected, no such supplemental indenture shallaffected thereby: (a) change the Stated Maturity of the principal of, or any installment of Interest on, any Senior Note or reduce the principal amount thereof or reduce the rate of interest or any premium payable upon the redemption thereof, or reduce any Additional Amounts payable, if any, or change the coin or currency in which the principal of any Senior Note or any premium or the Interest thereon is payable, or impair the right to institute suit for the enforcement of any such payment after the Stated Maturity thereof (or, in the case of redemption, on or after the Redemption Date) or modify the obligation of the Company to purchase Senior Notes whose Holders must consent to an amendment;upon a Change of Control; or (b) reduce the rate percentage in principal amount of or extend the stated time Outstanding Senior Notes, the consent of whose Holders is required for payment of any Special Interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price such supplemental indenture or the Redemption Price consent of whose Holders is required for any Note waiver (of compliance with certain provisions of this Indenture or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (fcertain Defaults hereunder and their consequences) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (ic) make modify any change in of the provisions of this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon 513 or Section 1020, except to increase the written request percentage or principal amount of Outstanding Senior Notes the Companyconsent of whose Holders is required for the actions described in such sections, and upon the filing with the Trustee or to provide that certain other provisions of evidence of this Indenture cannot be modified or waived without the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution Holder of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but each Senior Note affected thereby. It shall not be obligated to, enter into such supplemental indenture. necessary for any Act of Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders Act shall approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Company and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that impairs or adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, currency or at a place of payment, payment other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such ▇▇▇▇▇▇’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such ▇▇▇▇▇▇’s Notes; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver mail to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the in aggregate principal amount of the Notes Debentures then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender offer or exchange offer for, NotesDebentures), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note Debenture affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any NoteDebenture; (cb) reduce the principal of or extend the Maturity Date of any NoteDebenture; (c) make any change that impairs or adversely affects the right of a Holder to convert any Debenture or the Conversion Rate thereof; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Redemption Price or Fundamental Change Repurchase Price or the Redemption Price of any Note Debenture or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, Indenture (including the definitions contained therein) or otherwise; (fe) make any Note Debenture payable in a currency, or at a place of payment, currency other than that stated in the NoteDebenture; (gf) change the ranking of the NotesDebentures; (hg) eliminate impair the contractual right of any Holder to receive payment of principal of and interest, including Additional Interest, if any, on such Holder’s Debentures or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such Holder’s Debenture; or (ih) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 6.01 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties duties, immunities or immunities liabilities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. The consent of the Holders do is not need necessary under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be is sufficient if such Holders approve consent approves the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver mail to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least not less than a majority of the aggregate in principal amount of the Notes then outstanding (determined in accordance with Article 8 Outstanding Securities affected by such supplemental indenture, by Act of said Holders delivered to the Company and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes)the Trustee, the Company, when authorized by the resolutions of the or pursuant to a Board of Directors Resolution, and the Trustee, at the Company’s expense, Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes Indenture or of modifying in any manner the rights of the Holders; provided, however, thatthat no such supplemental indenture shall, without the consent of each the Holder of an outstanding Note affected, no such supplemental indenture shalleach Outstanding Security affected thereby: (a) reduce the principal amount amount, Repurchase Price or Redemption Price with respect to any Security, or extend the Stated Maturity of Notes whose Holders must consent to an amendmentany Security or alter the manner of payment or rate of interest on any Security or make any Security (including any Liquidated Damages or Redemption Price or Repurchase Price in respect of such Security) payable in money or securities other than that stated in the Security; (b) reduce the rate percentage in principal amount of the Outstanding Securities the consent of whose Holders is required for any such supplemental indenture or extend the stated time consent of whose Holders is required for payment any waiver with respect to Securities (or for any waiver of any Special Interest on any Notecompliance with certain provisions of this Indenture or certain Defaults or Events of Default and their consequences); (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of right to convert any Notes other than as permitted or required by this IndentureSecurity; (ed) reduce modify the Fundamental Change Repurchase Price or provisions of the Redemption Price Indenture relating to the ranking of any Note or amend or modify the Securities in any a manner adverse to the Holders of the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise;Securities; or (fe) make any Note payable in a currency, or at a place of payment, other than that stated in impair the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive of any payment with respect to, or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09Securities. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but It shall not be obligated to, enter into such supplemental indenture. necessary for any Act of Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders Act shall approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) IX) of the Holders of at least not less than a majority of the in aggregate principal amount of the Notes then at the time outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes)Section 9.4, the Company, when authorized by the resolutions of the Board of Directors Directors, and the Trustee, at the Company’s expense, Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; , provided, however, thatthat no such supplemental indenture shall (i) extend the fixed maturity of any Note, or reduce the rate or extend the time of payment of interest thereon, or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption thereof, or impair the right of any Noteholder to institute suit for the payment thereof, or make the principal thereof or interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, or modify the provisions of this Indenture with respect to the subordination of the Notes in a manner adverse to the Holders in any material respect, or change the obligation of the Company to repurchase any Note upon the occurrence of a Change in Control in a manner adverse to the Holder of Notes, or impair the right to convert the Notes into Common Stock in any material respect, without the consent of each the Holder of an outstanding each Note so affected, no such supplemental indenture shall: or (aii) reduce the principal amount aforesaid percentage of Notes whose Notes, the Holders must of which are required to consent to an amendment; (b) reduce any such supplemental indentures, without the rate consent of or extend the stated time for payment of any Special Interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the all Notes or this Indenture; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09then outstanding. Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or an Assistant Secretary authorizing the execution of any such supplemental indentures, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture indentures unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Holders do not need under this Section 10.02 11.2 to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders consent shall approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, the Notes), the Company, when authorized by the resolutions of the Board of Directors Guarantors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, the Notes, the Note Guarantees or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currencymoney, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such ▇▇▇▇▇▇’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; orwith respect to such Holder’s Note; (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09; or (j) release the Note Guarantee of any Guarantor except as provided in this Indenture, or make any changes to such Note Guarantee in a manner materially adverse to the Holders. Upon the written request of the Company, and upon the filing with delivery to the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company and the Guarantors in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount Minimum Principal Amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Company and the TrusteeTrustee and/or Collateral Agent, as the case may be, at the Company’s expense, may from time to time and at any time enter into an indenture amendments, supplements or indentures supplemental hereto waivers to the Indenture Documents for the purpose of adding any provisions to or changing in any manner manner, waiving or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes Indenture Documents or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture amendment, supplement or waiver shall: (a) reduce the principal amount consideration due upon conversion of Notes whose Holders must consent to an amendmentthe Notes; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend change the Maturity Date of any Note; (d) except as set forth in Section 14.08, make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price, Fundamental Change Repurchase Price, Specified Repurchase Date Price or the Redemption Change of Control Repurchase Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, currency other than that stated in the NoteNote and in this Indenture; (g) change the ranking of the NotesNotes in a manner adverse to Holders; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after with respect to such Holder’s Notes; (i) to release any Guarantor from any of its obligations under its Note Guarantee or this Indenture, except in accordance with the respective due dates expressed or provided for in the Notes or terms of this Indenture; or (ij) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee and/or Collateral Agent, as the case may be, of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee and/or the Collateral Agent shall join with the Company in the execution of such supplemental indenture amendment, supplement or waiver to the Indenture Documents unless such supplemental indenture amendment, supplement or waiver affects the Trustee’s and/or the Collateral Agent’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretionand/or the Collateral Agent may, but shall not be obligated to, enter into such supplemental indentureamendment, supplement or waiver. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indentureamendment, supplement or waiver. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture amendment, supplement or waiver becomes effective, the Company shall deliver mail (or send electronically) to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indentureamendment, supplement or waiver. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indentureamendment, supplement or waiver.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority more than 50% of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Directors, and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal or premium of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Fundamental Change Repurchase Applicable Redemption Price or the Redemption Price Note Acceleration Repayment Price, as applicable, of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, currency other than that stated in the NoteU.S. dollars; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of any Applicable Redemption Price or the Note Acceleration Repayment Price, as applicable, or interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after with respect to such Holder’s Note; (i) change the respective due dates expressed or provided for in the Notes or this IndentureCompany’s obligation to pay Additional Amounts on any Note; or (ij) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless (i) the Trustee has not received an Opinion of Counsel stating that such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law or (ii) such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effectiveeffective under Section 10.01 or Section 10.02, the Company shall deliver send to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the CompanyCompany and the Guarantor, when authorized by the resolutions of the Board of Directors Directors, and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the percentage in principal amount of the Notes then outstanding, the consent of whose Holders must is required for any supplemental indenture, or the consent of whose Holders is required for any waiver under this Indenture (including any waiver of past defaults pursuant to an amendmentSection 6.09); (b) reduce the rate of or extend the stated time for of payment of any Special Interest interest on any Note;; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that impairs or adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Fundamental Change Repurchase Purchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders of the Notes, the Company’s obligation to make such paymentspayment, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, currency other than that stated in the Note; (g) change the ranking provisions of Article 13 or Article 18 hereof in a manner adverse to Holders of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of the principal amount of (including the Redemption Price or Fundamental Change Purchase Price, if applicable), or interest on, a Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such Holder’s Notes; or (i) make impair or adversely affect the right of Holders to convert the Notes or otherwise modify provisions with respect to conversion, or reduce the Conversion Rate, subject to such modifications as are required under this Indenture; (j) modify any change in of the provisions of this Article 10 that requires each Holder’s consent Section 10.02 or in the waiver provisions in of Section 6.02 or Section 6.09, except to increase the percentage required for modification, amendment or waiver or to provide for consent of each affected Holder; or (k) other than in accordance with the provisions of this Indenture, eliminate the Guarantee or modify the Guarantee in a manner adverse to Holders of Notes. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company and the Guarantor in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) Each of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 Company and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Parent and the Trustee, at the Company’s expense, Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes Indenture or of modifying in any manner the rights of the HoldersHolders under this Indenture with the written consent of the Holders of at least a majority in aggregate principal amount of outstanding Notes affected by such supplemental indenture; provided, however, thatthat no such supplemental indenture shall, without the consent of each the Holder of an each outstanding Note affected, no such supplemental indenture shall:affected thereby, (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (bi) reduce the rate of or extend change the stated time for payment of any Special Interest interest on any Note; (cii) reduce the principal of amount of, or extend change the Stated Maturity Date of of, any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (eiii) reduce the Fundamental Change Repurchase Price redemption price, premium of or the Redemption Price repurchase price of any Note or amend or modify in any manner adverse to the Holders of Notes the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (fiv) make any Note payable in a currency, or at a place of payment, money other than that stated in the NoteNote or other than in accordance with the provisions of this Indenture; (gv) reduce the quorum or voting requirements under this Indenture; (vi) impair the right of any Holder to receive payment of the principal amount of, premium (if any) on or interest on a Holder’s Notes on or after the due dates therefor, including waiving any Default with respect to the payment of principal, premium or interest thereon, or to institute suit for the enforcement of any payment on or with respect to such Holder’s Notes; (vii) change the ranking of the Notes in a manner adverse to the Holders of the Notes; (hviii) eliminate make any change in the contractual amendment or waiver provisions which require each Holder’s consent; (ix) reduce the percentage in principal amount of the outstanding Notes, the consent of whose Holders is required for any such supplemental indenture, or the consent of whose Holders is required for any waiver (of compliance with certain provisions of this Indenture or certain defaults hereunder and their consequences) or consent provided for in this Indenture; (x) impair the right of any Holder to institute suit for the enforcement right to receive of any payment or delivery, as on the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (ixi) make modify any change in of the provisions of this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 9.02 or Section 6.09. Upon the written request 6.12, except to increase any such percentage or to provide that certain other provisions of the Company, and upon the filing with the Trustee of evidence of this Indenture cannot be modified or waived without the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution Holder of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but each outstanding Note affected thereby. It shall not be obligated to, enter into such supplemental indenture. necessary for any act of Holders do not need under this Section 10.02 9.02 to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders approve act approves the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement of its right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interestinterest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Requisite Holders of (which shall include the Requisite Initial Holders if any Requisite Initial Holders hold Notes or a beneficial interest therein at least a majority of the aggregate principal amount of the Notes then outstanding such time) (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Directors, and the TrusteeTrustee and Collateral Agent (if applicable), at the Company’s expense, may from time to time and at any time enter into an indenture amendment or indentures supplemental supplement to this Indenture, the Notes or any other Note Document hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or indenture, the Notes or any other Note Document or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note, other than as may be provided for according to the terms of the Notes; (c) reduce the principal of or extend any premium on or change the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureIndenture (including, without limitation, with respect to any Interest Make-Whole Payment); (e) reduce the Fundamental Change Repurchase Price, Springing Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such Holder’s Notes or to receive the consideration due upon conversion thereof on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, delivery on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such Holder’s Notes; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in this Indenture, including those set forth in Section 6.02 or Section 6.09. In addition, any amendment to, or waiver of, the provisions of this Indenture or any Note Document that has the effect of releasing all or substantially all of the Collateral from the Liens securing the Note Obligations or contractually subordinating such Liens will require the consent of the Supermajority Holders. Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors authorizing the execution of any supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee and the Collateral Agent (if applicable) shall join with the Company in the execution of such supplemental indenture amendment or supplement unless such supplemental indenture amendment or supplement affects the Trustee’s or Collateral Agent’s (if applicable) own rights, duties or immunities under this Indenture Indenture, any other Note Document or otherwise, in which case the Trustee or Collateral Agent, as the case may be, may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. (a) With the consent (evidenced as provided in Article 8) 1 of the Base Indenture) of the Holders of at least not less than a majority of the in aggregate principal amount of the Notes then outstanding at the time Outstanding affected by such amendment or supplemental indenture (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with voting together as a repurchase of, or tender or exchange offer for, Notessingle class), the Company, when authorized by the resolutions of the a Board of Directors Resolution, and the TrusteeTrustee may, at the Company’s expense, may from time to time and at any time time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, the Indenture or of any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; providedHolders of the Notes and the Holders of not less than a majority in aggregate principal amount of the Notes at such time Outstanding affected by such waiver (voting together as a single class) may waive, howeverwith respect to Notes affected by such waiver, thatfuture compliance by the Company with a provision of the Indenture or the Notes. (b) Notwithstanding the provisions of paragraph (a), without the consent of each affected Holder of Notes, an outstanding Note affectedamendment, no such supplemental indenture shallsupplement or waiver may not: (ai) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or amount, extend the stated time for payment of any Special Interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currencyfixed maturity, or at a place of payment, other than that stated in alter or waive the Note; (g) change the ranking redemption provisions of the Notes; (hii) eliminate impair the contractual right of any Holder of the Notes to receive payment of principal, premium or interest on the Notes on and after the due dates for such principal, premium or interest; (iii) change the Currency in which principal, any premium or interest is paid; (iv) reduce the percentage in principal amount Outstanding of Notes which must consent to an amendment, supplement or waiver or consent to take any action; (v) impair the right to institute suit for the enforcement right of any payment on the Notes; (vi) waive a payment default with respect to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indentureany future guarantor of the Notes; (vii) reduce the interest rate or extend the time for payment of interest on the Notes; or (iviii) make any change in this Article 10 that requires each Holder’s consent or in adversely affect the waiver provisions in Section 6.02 or Section 6.09. Upon the written request ranking of the Company, and upon the filing with the Trustee of evidence of Notes. It shall not be necessary for the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 section to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders consent shall approve the substance thereof. After Promptly after the execution by the Company and the Trustee of any such supplemental indenture becomes effectivepursuant to this Section 6.03, the Company shall deliver transmit to the Holders (with a copy to the Trustee) of Outstanding Notes affected thereby a notice briefly describing setting forth the substance of such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Company and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (ih) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Company and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, notwithstanding anything to the contrary contained herein, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price (including, for the avoidance of doubt, the Melinta Acquisition Redemption Price) of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currencymoney, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interestinterest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this IndentureIndenture or otherwise impair the right of any Holder to institute suit for the enforcement of any payment on or with respect to such ▇▇▇▇▇▇'s Notes; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture indenture, unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the written consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, including consents obtained in connection with a repurchase of, or tender offer or exchange offer for, Notes), by Act of such Holders delivered to the Company and the Trustee, the Company, when authorized by the resolutions a resolution of the Board of Directors and the Trustee, at the Company’s expenseDirectors, may from time to time and at any time enter into an indenture amend or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of supplement this Indenture, any supplemental indenture Indenture or the Notes or waive compliance with any provision of modifying in any manner this Indenture or the rights of the HoldersNotes; provided, however, that, without the consent of each Holder of an outstanding Note affectedaffected Holder, no such supplemental indenture shallamendment or supplement to this Indenture or the Notes, or waiver of any provision of this Indenture or the Notes, may: (a) reduce the principal amount of Notes whose Holders must consent to an amendmentof, or change the Maturity Date of, any Note; (b) reduce the rate of of, or extend the stated time for payment of any Special Interest of, interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend change the time at which, or modify the circumstances under which, the Notes may, or will be, redeemed or repurchased; (d) impair the right of any Holder to institute suit for any payment on any Note, including with respect to any consideration due upon conversion of a Note; (e) make any Note payable in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions a currency other than that stated in the covenants, definitions or otherwiseNote; (f) make any Note payable in change that impairs or adversely affects the conversion rights of any Holder under Article 7 hereof or otherwise reduces the number of shares of Common Stock, amount of cash or any other property receivable by a currency, or at a place of payment, other than that stated in the NoteHolder upon conversion; (g) change the ranking of the Notes; (h) eliminate the contractual right of reduce any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for voting requirements included in the Notes or this Indenture; or; (i) make any change in to any amendment, modification or waiver provision of this Article 10 Indenture that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of each affected Holder; or (j) reduce the requisite percentage of the aggregate principal amount of then outstanding Notes whose Holders as aforesaid and subject must consent to Section 10.05, the Trustee shall join with the Company in the execution an amendment of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but a waiver of a past default. It shall not be obligated to, enter into such supplemental indenture. necessary for any Act or consent of Holders do not need under this Section 10.02 6.02 to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders Act or consent shall approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Directors, and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to amending this Indenture or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes or of modifying in any manner the rights of the HoldersNotes; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (ih) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties duties, privileges, liabilities, indemnities or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, the Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act, if applicable) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, the Notes or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such Holder’s Note on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such Holder’s Notes; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture pursuant to Section 10.01 or this Section 10.02 becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least not less than a majority of the in aggregate principal amount of the Outstanding Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase purchase of, or tender or exchange offer for, Notes)) and by Act of said Holders delivered to the Company and the Trustee, the Company, when authorized by the resolutions of the Board of Directors any Subsidiary Guarantor and the Trustee, at Trustee may amend the Company’s expense, may from time to time and at any time Notes or enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture Indenture or the Notes Subsidiary Guarantees or of modifying in any manner the rights of the Holders under this Indenture, and the Holder of a majority in aggregate principal amount of the Outstanding Notes may waive the Company’s compliance with any provision herein without notice to the other Holders; provided, however, thatthat no such amendment, supplement or waiver shall, without the consent of each the Holder of an outstanding each Outstanding Note affected, no such supplemental indenture shallaffected thereby: (a) reduce change the stated Maturity Date of the principal amount of Notes whose Holders must consent to an amendmentor any interest on the Notes; (b) reduce the rate principal amount of or extend interest on the stated time for payment of any Special Interest on any NoteNotes; (c) reduce the amount of principal payable upon acceleration of or extend the Maturity Date of any Note; (d) make change the place or currency of payment of principal of or interest on any change that adversely affects Note; (e) impair the conversion right of any Holder to receive payment of principal of and interest on its Notes on or after the due dates therefor or to institute suit for the enforcement of any payment on, or with respect to, such Holder’s Notes; (f) modify the provisions with respect to the purchase rights of any Notes other than Holders as permitted described in Section 3.01 in a manner adverse to Holders or required by the provisions with respect to redemption rights of the Company as described under Article 10; (g) modify the ranking provisions of this Indenture; (eh) reduce modify the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify Subsidiary Guarantees in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i) make any change in that impairs or adversely affects the right of Holders to convert their Notes; or (j) make any change to the provisions of this Article 10 that requires 8 which require each Holder’s consent or in the waiver provisions in Section 6.02 6.04 of this Indenture except to increase the percentage required for modification, amendment or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the waiver or to provide for consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution each affected Holder of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but Outstanding Notes. It shall not be obligated to, enter into such supplemental indenture. necessary for any Act or consent of Holders do not need under this Section 10.02 8.02 to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders Act or consent shall approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) VIII) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 VIII and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) except as required under this Indenture, make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price, the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, money other than that stated in the such Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such Holder’s Note; or (i) make any change in this Article 10 X that requires each Holder’s consent or in the waiver provisions in Section 6.02 6.01 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need need, under this Section 10.02 10.02, to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, currency other than that stated in the Note; (g) change the ranking of the NotesNotes in any manner adverse to Holders; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such Holder’s Note; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver mail to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Directors, and the Trustee, at the Company’s expense, may from time to time and at any time amend this Indenture or enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such amendment or supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such paymentspayment, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such H▇▇▇▇▇’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such H▇▇▇▇▇’s Notes; or (i) make reduce the amount of Notes whose Holders must consent to any change in this Article 10 that requires each Holder’s consent amendment, supplement, waiver or in the waiver provisions in Section 6.02 or Section 6.09modification. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such amendment or supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article ‎Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (ih) make any change in this Article ‎Article 10 that requires each Holder’s consent or in the waiver provisions in Section ‎Section 6.02 or Section ‎Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section ‎Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section ‎Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least not less than a majority of the aggregate in principal amount of the Notes then outstanding (determined in accordance with Article 8 and includingNotes, including without limitation, consents obtained in connection with a repurchase purchase of, or tender offer or exchange offer for, Notes), the Company, when authorized by the resolutions of the a Board of Directors Resolution, and the Trustee, at the Company’s expense, Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes or of modifying in any manner the rights of the HoldersHolders under this Indenture or waiving any past Default or compliance with any provisions of this Indenture; provided, however, thatthat no such supplemental indenture shall, without the consent of each the Holder of an each outstanding Note affected, no such supplemental indenture shall:affected thereby, (a) reduce the principal amount of the Notes whose the Holders of which must consent to an amendmenta supplement to this Indenture; (b) reduce the rate of rate, or extend the stated time for payment payment, of any Special Interest interest (other than Additional Interest) on any Note; (c) reduce the principal of principal, or extend the Maturity Date Stated Maturity, of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNote; (e) reduce the any Redemption Price or Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders of the Notes, the Company’s right to redeem the Notes or its obligation to make such paymentsrepurchase the Notes in connection with a Fundamental Change, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make change the place or currency of payment of principal or interest in respect of any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change impair the ranking right of any Holder to bring suit for the Notesenforcement of any payment of principal of and interest on, or the Conversion Consideration due upon conversion of, or any other payment on or with respect to, such Holder’s Notes on or after the due dates therefor; (h) eliminate adversely affect the contractual right ranking of any Holder to institute suit for the enforcement right to receive payment or delivery, Notes as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this IndentureCompany’s senior unsecured indebtedness; or (i) make any change in this Article 10 that requires the amendment provisions which require each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon if such change adversely affects the written request rights of the Company, and upon the filing with the Trustee of evidence Holders of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but Notes. It shall not be obligated to, enter into such supplemental indenture. necessary for any Act or consent of Holders do not need under this Section 10.02 10.03 to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders Act or consent shall approve the substance thereof. After The Company may, but shall not be obligated to, fix a record date for the purpose of determining the Persons entitled to consent to any such indenture supplemental indenture becomes effectivehereto. If a record date is fixed, the Company Holders on such record date, or their duly designated proxies, and only such Persons, shall deliver be entitled to the Holders (with a copy consent to the Trustee) a notice briefly describing such supplemental indenture. However, whether or not such Holders remain Holders after such record date; provided that, unless such consent shall have become effective by virtue of the failure to give such notice to all the Holders (with a copy requisite percentage having been obtained prior to the Trustee)date which is 90 days after such record date, or any defect in the notice, will not impair or affect the validity such consent previously given shall automatically and without further action by any Holder be cancelled and of the supplemental indentureno further effect.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s sole expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of interest, including any Special Interest default interest, on any Note; (c) reduce the principal amount of any Notes, reduce the premium payable upon the redemption of the Notes, or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as expressly permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, in a form, or at a place of payment, other than that stated in the Note; (g) change the ranking or priority of the Notes; (h) eliminate impair the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interestinterest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or; (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09; or (j) provide for the issuance of additional Notes as permitted herein. Upon the written request of the Company, and upon the filing with delivery to the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, the Notes or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) except as required by this Indenture, make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of Notes in any Holder manner adverse to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this IndentureHolders; or (ih) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties duties, benefits, privileges, powers, indemnities or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture under Section 10.01 or this Section 10.02 becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least not less than a majority in Principal Amount of the aggregate principal amount of the outstanding Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase purchase of, or tender offer or exchange offer for, Notes), by Act of said Holders delivered to the Company and the Trustee, the Company, when authorized by the resolutions of the a Board of Directors Resolution, and the Trustee, at the Company’s expense, Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes Indenture or of modifying in any manner the rights of the HoldersHolders under this Indenture; provided, however, thatthat no such supplemental indenture shall, without the consent of each the Holder of an each outstanding Note affected, no such supplemental indenture shallaffected thereby: (a1) reduce the principal amount percentage in Principal Amount of Notes whose Holders must consent to an amendmentamendment of this Indenture or to waive any past default; (b2) reduce the rate of of, or extend the stated time for of payment of of, any Special Interest interest on any Note; (c3) reduce the principal of Principal Amount of, or extend the Maturity Date of of, any Note; (d4) make any change that impairs or adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNote; (e5) reduce the Fundamental Change Repurchase Redemption Price or the Redemption Fundamental Change Purchase Price of any Note or amend or modify in any manner adverse to the Holders of Notes the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f6) make any Note payable in a currency, or at a place of payment, currency other than that stated in the NoteNotes; (g7) impair the right of any Holder to receive payment of principal of, and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Notes; (8) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i9) make modify any change in of the provisions of this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 14.02 or Section 6.099.02(b). Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but It shall not be obligated to, enter into such supplemental indenture. necessary for any Act of Holders do not need under this Section 10.02 14.02 to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders Act shall approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Company and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; (b) reduce the rate of or extend the stated time for payment of any Special Interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and Special Interest on such Holder’s Notes on or after the due date thereof or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such Holder’s Notes; (i) [reserved]; or (ij) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. The Company may, but shall not be obligated to, fix a record date for the purpose of determining the Persons entitled to consent to any indenture supplemental hereto. If a record date is fixed, the Holders on such record date, or their duly designated proxies, and only such Persons, shall be entitled to consent to such supplemental indenture, whether or not such Holders remain Holders after such record date; provided, that unless such consent shall have become effective by virtue of the requisite percentage having been obtained prior to the date which is 90 days after such record date, any such consent previously given shall automatically and without further action by any Holder be cancelled and of no further effect. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver send to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the in aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase purchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the percentage in aggregate principal amount of Notes whose Holders must consent to an amendmentamendment of this Indenture or waive any past Default; (b) reduce the rate of of, or extend the stated time for payment of any Special Interest of, interest on any Note; (c) reduce the principal of of, or extend the Maturity Date Date, of any Note; (d) make any change that impairs or adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Tax Redemption Price on the Tax Redemption Date, the Repurchase Price on the Repurchase Date or the Fundamental Change Repurchase Price or the Redemption Price of any Note Note, or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, currency other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal of, and interest on, such Holder’s Notes on or after the due dates therefor, or to institute suit for the enforcement right of any payment on or with respect to receive payment or delivery, as such Holder’s Notes; (i) change the case may be, obligation of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, Company to pay Additional Amounts on or after the respective due dates expressed or provided for in the Notes or this Indentureany Note; or (ij) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effectiveeffective under Section 10.01 or this Section 10.02, the Company shall deliver mail to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Directors, and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Repurchase Price payable on the Repurchase Date or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, currency other than that stated in the NoteU.S. dollars; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such ▇▇▇▇▇▇’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after with respect to such Holder’s Note; (i) change the respective due dates expressed or provided for in the Notes or this IndentureCompany’s obligation to pay Additional Amounts on any Note; or (ij) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless (i) the Trustee has not received an Opinion of Counsel reasonably satisfactory to it that such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law or (ii) such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effectiveeffective under Section 10.01 or Section 10.02, the Company shall deliver mail to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the CompanyCompany and the REIT, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the percentage in aggregate principal amount of Notes whose Holders must consent outstanding necessary to an amendmentwaive any past Default or Event of Default; (b) reduce the rate of interest on any Note or extend change the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of any Note or extend the amount payable upon redemption of any Note or change the Maturity Date Date; (d) change the place or currency of payment on any Note; (de) make any change that impairs or adversely affects the conversion exchange rights of any Notes other than as permitted or required by this IndentureNotes; (ef) reduce the Fundamental Change Repurchase Price or the Redemption Purchase Price of any Note or amend or modify in any manner adverse to the rights of the Holders of the Notes the Company’s obligation to make such paymentspay the Fundamental Change Purchase Price, whether through an amendment or waiver of provisions in the covenants, definitions related thereto or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change impair the ranking of the Notes; (h) eliminate the contractual right of any Holder of Notes to receive payment of principal of, and interest, if any, on, its Notes, or the right to receive payment of cash and, if applicable, Common Stock or other consideration, together with cash in lieu thereof in respect of any fractional shares, due upon exchange of its Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any such payment or delivery, as the case may be, with respect to such Holder’s Notes; (h) modify the ranking provisions of the principal Indenture in a manner that is adverse to the rights of the Holders of the Notes; (including i) release the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in REIT as guarantor of the Notes other than as provided in this Indenture or this Indenturemodify the Guarantee in any manner adverse to Holders of the Notes; or (ij) make any change in to the provisions of this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 6.09 if such change is adverse to the rights of Holders of the Notes. It shall not be necessary for any act or consent of Holders under this Section 6.0910.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such act or consent shall approve the substance thereof. The Company may, but shall not be obligated to, fix a record date for the purpose of determining the Persons entitled to consent to any indenture supplemental hereto. If a record date is fixed, the Holders on such record date, or their duly designated proxies, and only such Persons, shall be entitled to consent to such supplemental indenture, whether or not such Holders remain Holders after such record date; provided that, unless such consent shall have become effective by virtue of the requisite percentage having been obtained prior to the date which is 90 days after such record date, any such consent previously given shall automatically and without further action by any Holder be cancelled and of no further effect. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company and the REIT in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver send to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Company and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, the Notes or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) ; reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) ; reduce the principal of or extend the Maturity Date of any Note; (db) except as required by this Indenture, make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (ec) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (fd) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) ; change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (ie) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture under Section 10.01 or this Section 10.02 becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. The following provisions relating to supplemental indentures shall apply with respect to the Notes (notwithstanding Section 11.02 of the Base Indenture, which shall be deemed amended and restated, and superseded, by the following): With the written consent (evidenced as provided in Article 8) of the Holders of at least not less than a majority of the aggregate in principal amount of the Notes then outstanding (determined in accordance with Article 8 voting separately, by act of such Holders delivered to the Company and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes)the Trustee, the Company, when authorized by the resolutions of the a Board of Directors Resolution, and the Trustee, at the Company’s expense, Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto to the Indenture for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture the Indenture or the Notes or of modifying in any manner the rights of the HoldersHolders of the Notes under the Indenture; provided, however, thatthat no such supplemental indenture will, without the consent of each Holder: (1) change the Stated Maturity of the principal of, or installment of interest, if any, on, the Notes, or reduce the principal amount thereof or the interest thereon or any premium payable upon redemption thereof, or change the Currency or Currencies in which the principal of (and premium, if any) or interest on the Notes is denominated or payable, or adversely affect the right of repayment or repurchase, if any, at the option of the Holder, or reduce the amount of, or postpone the date fixed for, any payment under any sinking fund or analogous provisions, if any, for the Notes, or impair the right to institute suit for the enforcement of any payment on or after the Stated Maturity thereof (or, in the case of redemption, on or after the Redemption Date), or limit the obligation of the Company to maintain a paying agency outside the United States for payment on Bearer Securities as provided in the Indenture; (2) reduce the percentage in principal amount of the Notes, the consent of whose Holders is required for any supplemental indenture, or the consent of whose Holders is required for any waiver of compliance with certain provisions of the Indenture or certain defaults or Events of Default under the Indenture and their consequences provided for in the Indenture; or (3) modify certain provisions of the Indenture requiring the approval of a specified percentage of the Holders of the Notes, except to increase any such percentage or to provide that certain other provisions of the Indenture cannot be modified or waived without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; ; provided, however, that this clause (h3) eliminate will not be deemed to require the contractual right consent of any Holder with respect to institute suit for changes in the enforcement right references to receive payment “the Trustee” and concomitant changes in the Indenture, or deliverythe deletion of this proviso, as in accordance with the case may be, requirements of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall It will not be obligated to, enter into such supplemental indenture. necessary for any act of Holders do not need under this Section 10.02 the preceding paragraph to approve the particular form of any proposed supplemental indenture. It shall , but it will be sufficient if such Holders act will approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) VIII) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 VIII and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest (other than Additional Interest) on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, money other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal of (including the Fundamental Change Repurchase Price, if applicable) and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; orwith respect to such Holder’s Note; (i) make any change in this Article 10 X that requires each Holder’s consent or in the waiver provisions in Section 6.02 6.01 or Section 6.09; or (j) other than in accordance with this Indenture, eliminate or modify the Guarantee. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need need, under this Section 10.02 10.02, to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver mail to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interestinterest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least When authorized by a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes)Board Resolution, the Company, when authorized by the resolutions of the Board of Directors Parent and the Trustee, at the Company’s expense, Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes Indenture or of modifying in any manner the rights of the HoldersHolders under this Indenture if the Company obtains the written consent of the Holders of at least a majority in aggregate principal amount of outstanding Notes affected by such supplemental indenture; provided, however, thatthat no such supplemental indenture shall, without the consent of each the Holder of an each outstanding Note affected, no such supplemental indenture shallaffected thereby: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (bi) reduce the rate of or extend change the stated time for payment of any Special Interest interest on any Note; (cii) reduce the principal of amount of, or extend change the Stated Maturity Date of of, any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (eiii) reduce the Fundamental redemption price, including upon a Change Repurchase Price or the Redemption Price of Control Triggering Event, of any Note or amend or modify in any manner adverse to the Holders of Notes the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwiseotherwise (other than amendments to the definition of “Change of Control” prior to the occurrence of a Change of Control Triggering Event); (fiv) make the principal, premium if any, or interest of any Note payable in a currency, or at a place of payment, money other than that stated in the NoteNote or other than in accordance with the provisions of this Indenture; (gv) reduce the quorum or voting requirements under this Indenture; (vi) reduce the percentage in principal amount of the outstanding Notes, the consent of whose Holders is required for any modification of this Indenture for any waiver of compliance with certain provisions of this Indenture, for waiver of certain defaults hereunder and their consequences, or for consent to take any action under this Indenture, in each case where this Indenture requires the consent of the Holder of each outstanding Note affected thereby; (vii) change the ranking of the Notes in a manner adverse to the Holders of the Notes; (hviii) eliminate waive any Default in the payment of principal, premium, if any, or interest of or on the Notes; or (ix) amends the contractual right of any Holder to institute suit for the enforcement right to receive of payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) amount of, accrued and unpaid Special Interest, premium (if any, on, ) and the consideration due upon conversion of, its Notes, interest on a Holder’s Notes on or after the respective due dates therefor expressed or provided for in the Notes or this Indenture; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09such Notes. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but It shall not be obligated to, enter into such supplemental indenture. necessary for any act of Holders do not need under this Section 10.02 9.02 to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders approve act approves the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least not less than a majority of the aggregate in principal amount of the outstanding Notes then outstanding affected by such supplemental indenture (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notesvoting as one class), the CompanyCompany and the Guarantors, when authorized by the resolutions of the a Board of Directors Resolution, and the Trustee, at the Company’s expense, Trustee may from time to time and at any time enter into an one or more indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or of any supplemental indenture indenture, or the Notes or of modifying in any manner the rights of the HoldersHolders of Notes under this Indenture; provided, however, thatthat no such supplemental indenture shall, without the consent of each the Holder of an each outstanding Note affected, no such supplemental indenture shallaffected thereby: (ai) reduce the principal amount of outstanding Notes whose Holders must consent to an amendment; (bii) reduce the rate of, change or have the effect of or extend changing the stated time for payment of any Special Interest interest, including defaulted interest, on any Notethe Notes; (ciii) reduce the principal of, change or have the effect of changing the fixed maturity of the Notes, or extend change the Maturity Date of any Notedate on which the Notes may be subject to redemption or repurchase or reduce the redemption price or repurchase price therefor; (div) make any change that adversely affects the conversion rights of any Notes payable in currency other than as permitted that stated in the Notes or required by change the place of payment of the Notes from that stated in the Notes or in this Indenture; (ev) reduce make any change in provisions of this Indenture protecting the Fundamental Change Repurchase Price right of each Holder to receive payment of principal of (and premium, if any) and interest on the Notes on or after the Redemption Price due date thereof or to bring suit to enforce such payment, or permitting Holders holding a majority in principal amount of the Notes to waive Defaults or Events of Default; (vi) make any Note or amend change to or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver terms and conditions of provisions in the covenants, definitions or otherwiseobligations of the Guarantors under Article X; (fvii) make any Note payable in a currency, change to or at a place of payment, other than that stated in the Note; (g) change modify the ranking of the Notes; (h) eliminate Notes that would adversely affect the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this IndentureHolders; or (iviii) make any change in this Article 10 that requires each Holder’s consent or in the these amendment and waiver provisions in Section 6.02 or Section 6.09provisions. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but It shall not be obligated to, enter into such supplemental indenture. necessary for any act of Holders do not need under this Section 10.02 9.2 to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders act shall approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner manner, waiving or eliminating any of the provisions of this Indenture, Indenture or the Notes or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal amount of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currencymoney, or at a place of payment, other than that stated in the Note; (g) change impair the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute bring suit for the enforcement right to receive of any payment or delivery, as applicable, of the principal of, or premium, if any, and interest on, the Fundamental Change Purchase Price or Redemption Price, as applicable, with respect to, and the amount of cash, number of shares of Common Stock or combination of cash and shares of Common Stock, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, any Note on or after the respective due dates expressed or provided for in therefor; (h) change the Notes or this Indentureranking of the Notes; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence satisfactory to it of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties duties, liabilities or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver send to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the in aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affectedaffected by such proposed amendment, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; (b) reduce the any rate of interest or extend change the stated time for payment of any Special Interest interest on any Notethe Notes; (c) reduce the principal amount of the Notes or extend the change their Maturity Date of any NoteDate; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price of the Notes or change the Redemption Price of time at which the Notes may or must be repurchased; (e) make any Note or amend or modify payments on the Notes payable in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions currency other than as originally stated in the covenants, definitions or otherwiseNotes; (f) make impair the right of any Note payable in a currencyHolder to receive payment of principal of, and interest on, such ▇▇▇▇▇▇’s Notes on or at a place after the due dates therefor or to institute suit for the enforcement of payment, other than that stated in the any payment on or with respect to such Holder’s Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i) make any change in the percentage of the aggregate principal amount of outstanding Notes necessary to amend this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 6.01 or Section 6.09; (h) waive a continuing default or Event of Default regarding any payment on the Notes; (i) make any change that adversely affects the conversion or repurchase provisions of the Notes under this Indenture; or (j) modify the provisions of Article 13 relating to the subordination of the Securities in a manner adverse to the Holders. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. The consent of Holders do is not need necessary under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve consent approves the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver send to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, with respect to amendments that do not require the consent of Holders, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase purchase of, or tender offer or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the percentage in aggregate principal amount of Notes outstanding whose Holders must consent to an amendmentamendment to this Indenture or to waive any past Default or Event of Default pursuant to Section 6.09; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) except as required pursuant to this Indenture, make any change that impairs or adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Fundamental Change Repurchase Price or the Redemption Purchase Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, currency other than that stated in the Note; (g) change the ranking of the NotesNotes in any manner adverse to the Holders; (h) eliminate impair the contractual right of any Holder to receive payment of principal of and interest, including Additional Interest, if any, on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such Holder’s Note; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 6.01 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Company and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price, the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (ih) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, the Notes), the Company, when authorized by the resolutions of the Board of Directors Guarantors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, the Notes, the Note Guarantees or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currencymoney, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; orwith respect to such Holder’s Note; (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09; or (j) release the Note Guarantee of any Guarantor except as provided in this Indenture, or make any changes to such Note Guarantee in a manner materially adverse to the Holders. Upon the written request of the Company, and upon the filing with delivery to the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company and the Guarantors in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, notwithstanding any provision of this Indenture or the Notes to the contrary, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the percentage in aggregate principal amount of Notes whose Holders must consent to an amendmentamendment of this Indenture or the Notes or to waive any past Default; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that impairs or adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, currency other than that stated in the NoteNotes; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such ▇▇▇▇▇▇’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after with respect to such Holder’s Notes; (i) change the respective due dates expressed or provided for in the Notes or this IndentureCompany’s obligation to pay Additional Amounts on any Note; or (ij) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver mail to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders (other than the Company and any Person controlled by the Company (within the meaning of at least the definition of the term “Affiliate”)) of not less than a majority in Principal Amount of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and Notes, including, without limitation, consents obtained in connection with a repurchase purchase of, or tender offer or exchange offer for, Notes), by Act of said Holders delivered to the Company and the Trustee, the Company, when authorized by the resolutions of the a Board of Directors Resolution, and the Trustee, at the Company’s expense, Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes Indenture or of modifying in any manner the rights of the HoldersHolders under this Indenture; provided, however, thatthat no such supplemental indenture shall, without the consent of each the Holder of an each outstanding Note affectedaffected thereby, no such supplemental indenture shallamong other things: (ai) reduce the principal amount percentage in Principal Amount of Notes whose Holders must consent to an amendmentamendment of this Indenture or to waive any past default; (bii) reduce the rate of of, or extend the stated time for of payment of of, any Special Interest interest on any Note; (ciii) reduce the principal of Principal Amount of, or extend the Maturity Date of of, any Note; (div) make any change that impairs or adversely affects the conversion rights of any Notes other than Note as permitted or required determined in good faith by this Indenturethe Company; (ev) reduce the Fundamental Change Repurchase Price or the Redemption Purchase Price of any Note or amend or modify in any manner adverse to the Holders of Notes the Company’s obligation to make such paymentspayment, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (fvi) make any Note payable in a currency, or at a place of payment, currency other than that stated in the NoteNotes; (gvii) impair the right of any Holder to receive payment of principal of, and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such Holder’s Notes; (viii) change the ranking of the Notes; (hix) eliminate the contractual right release any Guarantor from any of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes obligations under its Note Guarantee or this Indenture, except in accordance with the terms hereof; or (ix) make modify any change in of the provisions of this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 13.02 or Section 6.098.02(b). Upon the written request of the CompanyIn addition, and upon the filing with the Trustee of evidence Section 6.04 (a) may not, regardless of the consent of any Holders, be amended or waived in any respect unless (A) the requisite amendment provisions of this Section 13.02 as to non-enumerated amendments is complied with and (B) the Company receives an approval from the NASDAQ Stock Market, delivered to the Trustee, confirming that such amendment or waiver would not result in a violation of Rule 5635 of the NASDAQ Stock Market or if applicable any equivalent rule of any other Principal Market. Sections. 6.04(c), (d), (e), (f) and (g) may not be amended or waived by any party hereunder, regardless of the consent of any Holders as aforesaid and subject to or the Company. In addition, the limitations in Section 10.054.13 hereof may not be amended or waived without the prior consent of the Holders of at least two-thirds of the aggregate principal amount of Notes then outstanding. Additionally, the Trustee shall join with be entitled to conclusively rely on the consents, Acts of Holders and calculations delivered by the Company in the execution of such supplemental indenture unless such supplemental indenture affects to the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but . It shall not be obligated to, enter into such supplemental indenture. necessary for any Act of Holders do not need under this Section 10.02 13.02 to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders Act shall approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Company and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that impairs or adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, currency or at a place of payment, payment other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such Holder’s Notes; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Notwithstanding the foregoing or anything to the contrary, so long as any Sponsor Notes are outstanding, without the consent of the Holders of 100% of the aggregate principal amount of the Sponsor Notes, an amendment, supplement or waiver, including a waiver pursuant to Section 6.09, may not modify any provision contained in this Indenture specifically and uniquely applicable to the Sponsor Notes in a manner adverse to the Holders of, or the holders of a beneficial interest in, the Sponsor Notes. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interestinterest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least When authorized by a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes)Board Resolution, the Company, when authorized by the resolutions of the Board of Directors Parent and the Trustee, at the Company’s expense, Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes Indenture or of modifying in any manner the rights of the HoldersHolders under this Indenture if the Company obtains the written consent of the Holders of at least a majority in aggregate principal amount of outstanding Notes affected by such supplemental indenture; provided, however, thatthat no such supplemental indenture shall, without the consent of each the Holder of an each outstanding Note affected, no such supplemental indenture shallaffected thereby: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (bi) reduce the rate of or extend change the stated time for payment of any Special Interest interest on any Note; (cii) reduce the principal of amount of, or extend change the Stated Maturity Date of of, any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (eiii) reduce the Fundamental redemption price, including upon a Change Repurchase Price or the Redemption Price of Control Triggering Event, of any Note or amend or modify in any manner adverse to the Holders of Notes the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwiseotherwise (other than amendments to the definition of “Change of Control” prior to the occurrence of a Change of Control Triggering Event); (fiv) make the principal, premium if any, or interest of any Note payable in a currency, or at a place of payment, money other than that stated in the NoteNote or other than in accordance with the provisions of this Indenture; (gv) reduce the quorum or voting requirements under this Indenture; (vi) impair the right of any Holder to receive payment of the principal amount of, premium (if any) on or interest on a Holder’s Notes on or after the due dates therefor, including waiving any Default with respect to the payment of principal, premium or interest thereon, or to institute suit for the enforcement of any payment on or with respect to such Holder’s Notes; (vii) change the ranking of the Notes in a manner adverse to the Holders of the Notes; (hviii) eliminate reduce the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, percentage in principal amount of the principal outstanding Notes, the consent of whose Holders is required for any modification of this Indenture for any waiver of compliance with certain provisions of this Indenture, for waiver of certain defaults hereunder and their consequences, or for consent to take any action under this Indenture, in each case where this Indenture requires the consent of the Holder of each outstanding Note affected thereby; or (including ix) waive any Default in the Fundamental Change Repurchase Price or the Redemption Pricepayment of principal, if applicable) of, accrued and unpaid Special Interestpremium, if any, on, and or interest of or on the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but It shall not be obligated to, enter into such supplemental indenture. necessary for any act of Holders do not need under this Section 10.02 9.02 to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders approve act approves the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least not less than a majority in Principal Amount of the aggregate principal amount Outstanding Securities, by Act of said Holders delivered to the Notes then outstanding (determined in accordance with Article 8 Company and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes)the Trustee, the Company, when authorized by the resolutions of the a Board of Directors Resolution, and the Trustee, at the Company’s expense, Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes Indenture or of modifying in any manner the rights of the HoldersHolders under this Indenture; provided, however, thatthat no such supplemental indenture shall, without the consent of each the Holder of an outstanding Note affected, no such supplemental indenture shalleach Outstanding Security affected thereby: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (bi) reduce the rate of or extend the stated time for payment of any Special Interest interest, if any, on any Note;the Security; or (cii) reduce the principal of Principal Amount of, or extend the Stated Maturity Date of of, any Note;Security; or (diii) make any change that impairs or adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture;Securities; or (eiv) reduce the Redemption Price, the Repurchase Price or Fundamental Change Repurchase Price or the Redemption Price Additional Interest Payment of any Note Security or amend or modify in any manner adverse to the Holders of Securities the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise;; or (fv) modify the provisions with respect to the right of Holders to cause the Company to repurchase Securities upon a Fundamental Change in a manner adverse to Holders of Securities; or (vi) make any Note interest or principal on a Security payable in a currency, or at a place of payment, money other than that stated in the Note;Security or other than in accordance with the provisions of this Indenture; or (gvii) impair the right of any Holder to receive payment of the Principal Amount of or interest, on a Holder’s Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to such ▇▇▇▇▇▇’s Securities; or (viii) reduce the quorum or voting requirements under this Indenture; or (ix) change the ranking of the Notes; (h) eliminate Securities in a manner adverse to the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, Holders of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this IndentureSecurities; or (ix) make any change in this Article 10 that requires the amendment provisions which require each Holder’s consent or in the waiver provisions; or (xi) reduce the percentage in Principal Amount of the Outstanding Securities, the consent of whose Holders is required for any such supplemental indenture, or the consent of whose Holders is required for any waiver (of compliance with certain provisions of this Indenture or certain defaults hereunder and their consequences) provided for in this Indenture; or (xii) modify any of the provisions of this Section 6.02 9.02 or Section 6.09. Upon the written request 5.12, except to increase any such percentage or to provide that certain other provisions of the Company, and upon the filing with the Trustee of evidence of this Indenture cannot be modified or waived without the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution Holder of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but each Outstanding Security affected thereby. It shall not be obligated to, enter into such supplemental indenture. necessary for any Act of Holders do not need under this Section 10.02 9.02 to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders Act shall approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined as provided in accordance with Article 8 Section 8.04 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the a Board of Directors Resolution and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders, or waiving the Company’s compliance with any of the provisions of this Indenture or the Notes; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currencymoney, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (ih) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such Holder’s Notes; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. The Company may, but shall not be obligated to, fix a record date for the purpose of determining the Persons entitled to consent to any indenture supplemental hereto. If a record date is fixed, the Holders on such record date, or their duly designated proxies, and only such Persons, shall be entitled to consent to such supplemental indenture, whether or not such Holders remain Holders after such record date; provided, that unless such consent shall have become effective by virtue of the requisite percentage having been obtained prior to the date which is 90 days after such record date, any such consent previously given shall automatically and without further action by any Holder be cancelled and of no further effect. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver send to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the CompanyCompany or the Guarantors (with respect to their Note Guarantee), when authorized by a Board Resolution, the resolutions of the Board of Directors Trustee and the TrusteeCollateral Agent, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto hereto, or any amendment or other supplements to the Notes Documents, for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders, or waiving the Company’s compliance in any instance with any provision of this Indenture or the Notes, without notice to the other Holders of the Notes; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce change the stated maturity date of the principal amount of Notes whose Holders must consent to an amendmentor interest on the Notes; (b) reduce the rate principal amount of or extend interest on the stated time for payment of any Special Interest on any NoteNotes; (c) reduce the amount of principal payable upon acceleration of or extend the Maturity Date maturity of any Notethe Notes; (d) make change the currency of payment of principal of or interest on the Notes or change any change that adversely affects the conversion rights Note’s place of any Notes other than as permitted or required by this Indenturepayment; (e) reduce impair the Fundamental Change Repurchase Price or the Redemption Price right of any Note Holder to receive payment of principal of and interest on such Holder’s Notes on or amend after the due dates therefor or modify in to institute suit for the enforcement of any manner adverse to payment on, or with respect to, the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwiseNotes; (f) make any Note payable modify the provisions with respect to the repurchase rights of the Holders as provided in Article 15 in a currency, or at a place of payment, other than that stated in the Notemanner adverse to Holders; (g) change the ranking of the NotesNotes or any Note Guarantee; (h) eliminate adversely affect the contractual right of any Holder Holders to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal convert their Notes hereunder (including the Fundamental Change Repurchase Price determination of amounts owed upon settlement of conversions), or reduce the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and Conversion Rate (other than in accordance with the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or express terms of this Indenture; or); (i) modify provisions with respect to modification, amendment or waiver (including this Article 10 and Section 6.02 and Section 6.09), except to increase the percentage of Holders the consent of which is required for modification, amendment or waiver or to provide for consent of each affected Holder; (j) change the provisions described under Section 4.10; (k) make any change in the provisions in this Article 10 Indenture dealing with the application of proceeds of Collateral that requires each Holder’s consent would adversely affect the Holders of the Notes in any respect; (l) release all or substantially all of the Collateral in any transaction or series of related transactions (other than in accordance with the express terms of this Indenture and the other Notes Documents); (m) expressly subordinate the Notes or any Note Guarantee in right of payment to any other Indebtedness of the Company or any Guarantor (other than in accordance with the express terms of this Indenture and the other Notes Documents); or (n) release all or substantially all of the value of the Note Guarantees of the Guarantors (except as expressly provided in the waiver provisions in Section 6.02 or Section 6.09Notes Documents). Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee and the Collateral Agent shall join with the Company in the execution of such supplemental indenture indenture, or any amendment or other supplements to the Notes Documents, unless such supplemental indenture or amendment or other supplement to the Notes Documents affects the Trustee’s or the Collateral Agent’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee and the Collateral Agent may in its their respective discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indentureindenture or any amendment or other supplement to the Notes Documents. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture or any amendment or other supplement to the Notes Documents becomes effective, the Company shall deliver give to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indentureindenture or any amendment or other supplement to the Notes Documents. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interestinterest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the in aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the percentage in aggregate principal amount of Notes whose Holders must consent to an amendmentamendment of this Indenture or the Notes or to waive any past Default; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that impairs or adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Fundamental Change Repurchase Price or the Redemption Purchase Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, currency other than that stated in the any Note; (g) change the ranking of the NotesNotes in any manner adverse to Holders; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such ▇▇▇▇▇▇’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such ▇▇▇▇▇▇’s Notes; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver mail to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes Securities then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, NotesSecurities), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the HoldersHolders under this Indenture; provided, however, that, without the consent of each Holder of an outstanding Note Security affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes Securities whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest, including Additional Interest, on any NoteSecurity; (c) reduce the principal of of, or any premium on, or extend the Maturity Date stated maturity of any NoteSecurity; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureSecurities; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note Security or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in of the covenants, definitions or otherwise; (f) make any Note Security payable in a currencymoney, or at a place of payment, other than that stated in the NoteSecurity; (g) change the ranking of the Notes;Securities; or (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such Holder’s Securities on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i) make any change in this Article 10 that requires each with respect to such Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09Securities. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver mail to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Directors, and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Repurchase Price payable on the Repurchase Date, the Tax Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, currency other than that stated in the NoteU.S. dollars; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after with respect to such Holder’s Note; (i) change the respective due dates expressed or provided for in the Notes or this IndentureCompany’s obligation to pay Additional Amounts on any Note; or (ij) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless (i) the Trustee has not received an Opinion of Counsel stating that such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law or (ii) such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interestinterest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interestinterest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority in Original Principal Amount of the aggregate principal amount outstanding Securities, by Act of said Holders delivered to the Notes then outstanding (determined in accordance with Article 8 Company and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes)the Trustee, the Company, when authorized by the resolutions of the a Board of Directors Resolution, and the Trustee, at the Company’s expense, Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the TIA as in force at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or of any supplemental indenture or the Notes or of modifying in any manner the rights of the HoldersHolders of Securities; provided, however, thatthat no such supplemental indenture shall, without the consent of each the Holder of an each outstanding Note affected, no such supplemental indenture shallSecurity affected thereby: (ai) change the maturity of any payment of Accreted Principal Amount (including any accrued Contingent Accretion) of, or any installment of interest (including the payment of Contingent Interest or Liquidated Damages, if any) on the Securities, or (ii) reduce the principal amount of Notes whose Holders must consent to an amendment;Original Principal Amount or Accreted Principal Amount thereof, or (biii) reduce alter the manner or rate of accretion of Accreted Principal Amount (including any accrued Contingent Accretion) or extend the stated time for manner or rate of accrual of interest (including Contingent Interest and Liquidated Damages) or Contingent Accretion, or (iv) change any place of payment where, or the coin or currency in which, the Securities or any premium or interest (including the payment of any Special Contingent Interest on any Note;or Liquidated Damages, if any) thereon is payable, or (cv) reduce impair the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive of any such payment on or deliveryafter the Stated Maturity (or, in the case of redemption or purchase, on or after the Redemption Date or the Purchase Date, Change in Control Purchase Date or Remarketing Purchase Date, as the case may be), or (vi) adversely affect the conversion rights of the principal (including the Fundamental Change Repurchase Price Holders under Article 11 of this Indenture or the Redemption Priceright of Holders to require the Company to purchase the Securities under Article 12, if applicableArticle 13 and Section 16.04 of this Indenture or the right of Holders to have their Securities remarketed as set forth in Article 16, or the obligations of the Company pursuant to Section 9.08, or (vii) of, accrued and unpaid Special Interest, if any, on, and reduce the consideration due upon conversion of, its Notes, on quorum or after the respective due dates expressed or provided for in the Notes or voting requirements under this Indenture, or (viii) reduce the percentage in aggregate Original Principal Amount of the outstanding Securities, the consent of whose Holders is required for any such modification, or the consent of whose Holders is required for any waiver of compliance with the provisions of this Indenture or for any waiver of an Event of Default; or (iix) make modify this Section 8.02, except to increase any change in percentages required for approval or to provide that certain other provisions of this Article 10 that requires Indenture cannot be modified or waived without the consent of the Holder of each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09outstanding Security affected thereby. Upon the written request of the CompanyCompany accompanied by a copy of a Board Resolution authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but indenture. It shall not be obligated to, enter into such supplemental indenture. necessary for any Act of Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders Act shall approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Directors, and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Repurchase Price payable on the Repurchase Date, the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, currency other than that stated in the NoteU.S. dollars; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after with respect to such Holder’s Note; (i) change the respective due dates expressed or provided for in the Notes or this IndentureCompany’s obligation to pay Additional Amounts on any Note; or (ij) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless (i) the Trustee has not received an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law or (ii) such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effectiveeffective under Section 10.01 or Section 10.02, the Company shall deliver mail to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least not less than a majority of the aggregate in principal amount of the Outstanding Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase purchase of, or tender or exchange offer for, Notes), ) (i) the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes Indenture or of modifying in any manner the rights of the HoldersHolders under this Indenture and (ii) any past Default or compliance with any covenants or provisions of this Indenture may be waived (other than a Default or an Event of Default resulting from the failure to pay principal or interest on the Notes, the Fundamental Change Repurchase Price or Redemption Price, or to pay or deliver, as the case may be, the amount of cash, the number of shares of Common Stock or combination of cash and shares of Common Stock, if any, as the case may be, due upon conversion of a Note); provided, however, thatthat no such supplemental indenture or waiver shall, without the consent of each the Holder of an outstanding each Outstanding Note affectedaffected thereby, no such supplemental indenture shallamong other things: (a) reduce the percentage in aggregate principal amount of Notes whose Holders must consent then Outstanding necessary to an amendmentwaive any past Default or Event of Default; (b) reduce the rate of interest on any Note or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of on any Note or extend change the Maturity Date of any Note; (d) change the place or currency of payment on any Note; (e) except as required under Section 4.07 hereof, make any change that impairs or adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (ef) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the rights of the Holders of the Notes the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change impair the ranking of the Notes; (h) eliminate the contractual right of any Holder of Notes to institute bring suit for the enforcement right to receive of any payment or delivery, as applicable, of the principal of and interest on, the Fundamental Change Repurchase Price or Redemption Price with respect to, and the amount of cash, number of shares of Common Stock or combination of cash and shares of Common Stock, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, such Note on or after the respective due dates expressed or provided for therefor; (h) modify the ranking provisions of this Indenture in a manner that is adverse to the Notes or this Indenturerights of the Holders of the Notes; or (i) make any change in to the provisions of this Article 10 8 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon of this Indenture if such change is adverse to the written request rights of Holders of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but Notes. It shall not be obligated to, enter into such supplemental indenture. necessary for any Act or consent of Holders do not need under this Section 10.02 8.02 to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders Act or consent shall approve the substance thereof. After The Company may, but shall not be obligated to, fix a record date for the purpose of determining the Persons entitled to consent to any such indenture supplemental indenture becomes effectivehereto. If a record date is fixed, the Company Holders on such record date, or their duly designated proxies, and only such Persons, shall deliver be entitled to the Holders (with a copy consent to the Trustee) a notice briefly describing such supplemental indenture. However, whether or not such Holders remain Holders after such record date; provided that, unless such consent shall have become effective by virtue of the failure to give such notice to all the Holders (with a copy requisite percentage having been obtained prior to the Trustee)date which is 90 calendar days after such record date, or any defect in the notice, will not impair or affect the validity such consent previously given shall automatically and without further action by any Holder be cancelled and of the supplemental indentureno further effect.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the in aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, the Notes), the Company, when authorized by the resolutions of the Board of Directors Directors, and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, the Notes or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) other than as expressly required or otherwise permitted by this Indenture, make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such ▇▇▇▇▇▇’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such Holder’s Note; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties duties, liabilities or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to of, or change the Maturity Date or an amendmentInterest Payment Date of, any Note; (b) reduce or alter the manner of calculating the interest rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of Redemption Price or extend the Maturity Date Fundamental Change Repurchase Price of any Note, or change the time at which or circumstances under which any Note may or shall be repurchased or redeemed; (d) make any change that adversely affects impair the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after with respect to such ▇▇▇▇▇▇’s Notes; (e) change the respective due dates expressed or provided for in currency of payment of the Notes or interest on any Note; (f) make any change that adversely affects the repurchase option of a Holder pursuant to Article 14 or the right of a Holder to convert any Note or reduce the consideration receivable upon conversion of any Note except as otherwise permitted by the Indenture; (g) change the Company’s obligation to maintain an office or agency as described in Section 4.02; (h) modify any of the provisions of this IndentureArticle 10, or reduce the percentage of the aggregate principal amount of outstanding Notes required to amend, modify or supplement the Indenture or the Notes or waive an Event of Default, except to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the Holder of each outstanding Note affected thereby; or (i) make any change in this Article 10 that requires each Holder’s reduce the percentage of Notes whose Holders must consent or in the waiver provisions in Section 6.02 or Section 6.09to an amendment. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties duties, privileges, indemnities or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Directors, and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to amending this Indenture or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes or of modifying in any manner the rights of the HoldersNotes; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (ih) make any change in this Article ‎Article 10 that requires each Holder’s consent or in the waiver provisions in Section ‎Section 6.02 or Section ‎Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties duties, privileges, liabilities, indemnities or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least not less than a majority in aggregate Principal Amount of the aggregate principal amount Outstanding Notes, by Act of said Holders delivered to the Notes then outstanding (determined in accordance with Article 8 Company and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes)the Trustee, the Company, when authorized by the resolutions of the a Board of Directors Resolution, and the Trustee, at the Company’s expense, Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes Indenture or of modifying in any manner the rights of the HoldersHolders under this Indenture; provided, however, thatthat no such supplemental indenture shall, without the consent of each the Holder of an outstanding each Outstanding Note affected, no such supplemental indenture shallaffected thereby: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest, if any, on the Note; or (b) reduce the Principal Amount of, or extend the Stated Maturity of, any Note;; or (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that impairs or adversely affects the conversion or exchange rights of any Notes other than as permitted or required by this Indenture;Notes; or (ed) reduce the Redemption Price, the Fundamental Change Repurchase Price or the Redemption Price of any Note Note, the Make-Whole Premium or amend or modify in any manner adverse to the Holders the Company’s 's obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise;; or (e) modify the provisions in respect of the right of Holders to cause the Company to redeem Notes on the Redemption Date or to repurchase Notes upon a Fundamental Change in a manner adverse to Holders; or (f) modify the provisions in respect of the approval of a Business Combination Proposal or the conversion or redemption of Outstanding Notes following the consummation of an Approved Business Combination Transaction; or (g) make any interest or principal on a Note payable in a currency, or at a place of payment, money other than that stated in the Note;Note or other than in accordance with the provisions of this Indenture; or (gh) impair the right of any Holder to receive payment of the Principal Amount of or interest or Liquidated Damages, if any, on a Holder's Notes on or after the due dates therefor or to institute suit for the enforcement of any payment on or in respect of such Holder's Notes; or (i) reduce the quorum or voting requirements under this Indenture; or (j) change the ranking of the Notes;Notes in a manner adverse to the Holders; or (hk) eliminate make any change in the contractual right of any Holder to institute suit for amendment provisions which require each Holder's consent or in the enforcement right to receive payment or delivery, as waiver provisions; or (l) reduce the case may be, percentage in Principal Amount of the principal (including Outstanding Notes, the Fundamental Change Repurchase Price consent of the Holders of which is required for any such supplemental indenture, or the Redemption Price, if applicableconsent of the Holders of which is required for any waiver (of compliance with certain provisions of this Indenture or certain defaults hereunder and their consequences) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (im) make modify any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Companyprovisions of Section 5.12 or this Section 9.02, and upon the filing with the Trustee except to increase any such percentage or to provide that certain other provisions of evidence of this Indenture cannot be modified or waived without the consent of the requisite Holder of each Outstanding Note affected thereby; or (n) modify the provisions of the Indenture in a manner adverse to the Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but any material respect. It shall not be obligated to, enter into such supplemental indenture. necessary for any Act of Holders do not need under this Section 10.02 9.02 to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders Act shall approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Company and the Trustee, at the Company’s expense, may from time to time and at any time amend this Indenture or enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, the Notes or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such amendment or supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment, supplement or waiver; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNote; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such ▇▇▇▇▇▇’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such ▇▇▇▇▇▇’s Notes; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such amendment or supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article ‎Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article ‎Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, or the Company’s right to redeem the Notes, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (ih) make any change in this Article ‎Article 10 that requires each Holder’s consent or in the waiver provisions in Section ‎Section 6.02 or Section ‎Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section ‎Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section ‎Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver give to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to of, or change the Maturity Date or an amendment;Interest Payment Date of, any Note; #92449509v11 (b) reduce or alter the manner of calculating the interest rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of Redemption Price or extend the Maturity Date Fundamental Change Repurchase Price of any Note, or change the time at which or circumstances under which any Note may or shall be repurchased or redeemed; (d) make any change that adversely affects impair the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after with respect to such Holder’s Notes; (e) change the respective due dates expressed or provided for in currency of payment of the Notes or interest on any Note; (f) make any change that adversely affects the repurchase option of a Holder pursuant to Article 14 or the right of a Holder to convert any Note or reduce the consideration receivable upon conversion of any Note except as otherwise permitted by the Indenture; (g) change the Company’s obligation to maintain an office or agency as described in Section 4.02; (h) modify any of the provisions of this IndentureArticle 10, or reduce the percentage of the aggregate principal amount of outstanding Notes required to amend, modify or supplement the Indenture or the Notes or waive an Event of Default, except to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the Holder of each outstanding Note affected thereby; or (i) make any change in this Article 10 that requires each Holder’s reduce the percentage of Notes whose Holders must consent or in the waiver provisions in Section 6.02 or Section 6.09to an amendment. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver mail to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) 9) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 Section 9.04 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the a Board of Directors Resolution, and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: : (a) reduce extend the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of Maturity Date of, or extend the stated time for payment of any Special Interest on interest on, any Note; ; (b) reduce the principal amount of, or the rate of interest on, any Note; (c) reduce the amount of principal payable upon acceleration of or extend the Maturity Date maturity of any Notethe Notes; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; ; (ge) change impair the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive of any payment on, or deliverywith respect to, as such Holder’s Notes; (f) reduce the case may beRedemption Price, of the principal (including Repurchase Price on any Repurchase Date or the Fundamental Change Repurchase Price of any Note or modify in any manner adverse to the Redemption Price, if applicableHolders the Company’s obligation to make such payments; (g) of, accrued and unpaid Special Interest, if any, on, and make any change that adversely affects the rights of Holders to convert Notes or prevent the Company from paying the consideration due upon conversion of, its conversion; (h) adversely affect the ranking of the Notes, on ; or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i) make any change in this Article 10 11 that requires each Holder’s consent or in the waiver provisions in Section 6.02 7.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.Section

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, including consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend change the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, currency or at a place of payment, payment other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (ih) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article ‎Article 8) of the Holders of at least a majority of the in aggregate principal amount of the Notes then outstanding (determined in accordance with Article ‎Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, the Notes), the Company, when authorized by the resolutions of the Board of Directors Directors, and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, the Notes or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) other than as expressly required or otherwise permitted by this Indenture, make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such ▇▇▇▇▇▇’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such Holder’s Note; or (i) make any change in this Article ‎Article 10 that requires each Holder’s consent or in the waiver provisions in Section ‎Section 6.02 or Section ‎Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section ‎Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties duties, liabilities or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section ‎Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate in principal amount of the Outstanding Notes then outstanding (determined in accordance with Article 8 and including, without limitation, including consents obtained in connection with a repurchase of, or tender offer or exchange offer for, for the Notes), by Act of such Holders delivered to the Company and the Trustee, the Company, when authorized by the resolutions of the a Board of Directors Resolution, and the Trustee, at the Company’s expense, Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes Indenture or of modifying in any manner the rights of the HoldersHolders under this Indenture; provided, however, thatthat no such supplemental indenture shall, without the consent of each the Holder of an outstanding each Outstanding Note affected, no such supplemental indenture shallaffected thereby: (a) change the Stated Maturity of the principal of, or any installment of interest on, any Note, or reduce the principal amount thereof or the rate of Notes whose Holders must consent interest thereon or any premium payable upon the redemption thereof, or change the place of payment where, or change the coin or currency in which, any Note or any premium or interest thereon is payable, or impair the right to an amendmentinstitute suit for the enforcement of any such payment after the Stated Maturity thereof (or, in the case of redemption, on or after the Redemption Date); (b) reduce the rate percentage in principal amount of Outstanding Notes, the consent of whose Holders is required for any amendment or extend the stated time for payment any waiver of any Special Interest on any Notecompliance with certain provisions of, or certain defaults and their consequences provided for under, this Indenture; (c) reduce modify any of the principal provisions of this Indenture relating to the subordination of the Notes or extend the Maturity Date of any Note;Subsidiary Notes Guarantees in a manner materially adverse to the Holders; or (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions waive a default in the covenants, definitions or otherwise; (f) make any Note payable in a currencypayment of principal of, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interestpremium, if any, on, and or interest on the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the The Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretionmay, but shall not be obligated to, enter into fix a record date for the purpose of determining the Persons entitled to consent to any indenture supplemental hereto. If a record date is fixed, the Holders on such record date, or their duly designated proxies, and only such Persons, shall be entitled to consent to such supplemental indenture, whether or not such Holders remain Holders after such record date. It shall not be necessary for any Act of Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders Act shall approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Company and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, the Notes or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (ih) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09consent. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With Except as provided above in Section 10.01 and below in this Section 10.02, the Company, the Guarantors and the Trustee may from time to time and at any time amend or supplement this Indenture, the Notes and the Guarantees with the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, including consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture amendment shall: (a) reduce the percentage in aggregate principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currencymoney, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the right of any Holder to receive payment of principal and any Special Interest on such Holder’s Notes on or after due dates therefor or amend the contractual right expressly set forth in this Indenture or the Notes of any Holder to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and or the consideration due upon conversion of, its such Holder’s Notes, on or after the respective due dates expressed or provided for in the such Holder’s Notes or in this Indenture; or; (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions (including in Section 6.02 or Section 6.09); or (j) modify the Guarantees in any manner adverse to the Holders. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company and the Guarantors in the execution of such supplemental indenture amendment, supplement or waiver unless such supplemental indenture amendment, supplement or waiver adversely affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indentureamendment, supplement or waiver. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indentureamendment, supplement or waiver of this Indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture amendment, supplement or waiver becomes effective, the Company shall deliver send to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indentureamendment, supplement or waiver, unless a Current Report on Form 8-K (or successor thereto) is filed by the Company describing the amendment, supplement or waiver. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indentureamendment, supplement or waiver.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Directors, and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendmentamendment or waiver; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any NoteNotes; (c) reduce the principal of or extend the Maturity Date of any NoteNotes; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Repurchase Price payable on the relevant Repurchase Date, the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, currency other than that stated in the NoteU.S. dollars; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after with respect to such Holder’s Note; (i) change the respective due dates expressed or provided for in the Notes or this IndentureCompany’s obligation to pay Additional Amounts on any Note; or (ij) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless (i) the Trustee has not received an Officers’ Certificate and an Opinion of Counsel that such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law or (ii) such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effectiveeffective under Section 10.01 or Section 10.02, the Company shall deliver mail to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner manner, waiving or eliminating any of the provisions of this Indenture, Indenture or the Notes or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) except as required by this Indenture, make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such Holder’s Notes; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence satisfactory to it of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver send to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding Outstanding (determined in accordance with Article 8 and including, without limitation, including consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Outstanding Note affected, no such supplemental indenture shall: (a) reduce the percentage of the aggregate principal amount of Notes whose Holders must required for consent to an amendmentany amendment or modification of this Indenture or to waive any past default; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal amount of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) impair the right of a Holder to convert any Note or reduce the number of shares of Common Stock or amount of cash or any other property receivable upon conversion; (f) reduce the Redemption Price or Fundamental Change Repurchase Price or the Redemption Price of any Note Note, or amend or modify in any manner adverse to the Holders the Company’s obligation to make pay such paymentsamount, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise, or change the time at which or circumstances under which the Notes may or shall be redeemed or repurchased; (fg) make any Note payable in a currency, or at a place of payment, money other than that stated in the Note; (gh) change the ranking of the Notes; (hi) eliminate impair the contractual right of any Holder to institute bring suit for the enforcement of its right to receive payment or delivery, as the case may be, of the principal of (including the Fundamental Change Repurchase Price or Price, if applicable, and the Redemption Price, if applicable) ofand interest on such Holder’s Notes, accrued and unpaid Special Interest, if any, on, and the or any consideration due upon conversion of, its Notesof any Note, on or after the respective due dates expressed or provided for in the Notes or this Indenturetherefor; (j) reduce any voting requirements; or (ik) make any change in this amend or modify provisions of Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 6.01 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need need, under this Section 10.02 10.02, to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver mail or send to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes)Outstanding, the Company, when authorized by the resolutions of the Board of Directors Resolutions and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, the Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the written consent of each Holder of an outstanding Outstanding Note affectedaffected thereby, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of of, or extend the stated time for payment of any Special Interest of, interest on any Note; (c) reduce the principal of of, or extend the Maturity Date of of, any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, currency other than that stated in the Note; (g) make any Note payable at a Place of Payment, other than in the continental United States of America; (h) change the ranking of the Notes; (hi) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such Holder’s Notes; or (ij) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 6.03 or Section 6.096.08. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.059.3 of the Base Indenture, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties duties, liabilities or immunities under this the Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. For the avoidance of doubt, Holders may approve any amendment in accordance with Article 8 hereof or by written consent. Holders do not need under this Section 10.02 10.03 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver send to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will shall not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that impairs or adversely affects the conversion rights right of a Holder to convert any Notes other than as permitted Note or required by this Indenturethe Conversion Rate thereof; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such ▇▇▇▇▇▇’s Notes or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such Holder’s Note; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) 9) of the Holders of at least a majority of the aggregate principal amount of the Notes then at the time outstanding (determined in accordance with Article 8 9 and including, without limitation, consents obtained in connection with a repurchase purchase of, or tender offer or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the HoldersHolders of the Notes or waiving any past default; provided, however, that, without the consent of each Holder of an outstanding Note affected, that no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of rate, or extend the stated time for payment payment, of interest, including any Special Interest Additional Interest, on any Note; (c) reduce the principal of principal, or extend the stated Maturity Date Date, of any Note; (d) make any change that impairs or adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price, the Fundamental Change Repurchase Price or the Redemption 2016 Repurchase Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make change the place or currency of payment of principal or interest, including any Note payable Additional Interest, in a currency, or at a place respect of payment, other than that stated in the any Note; (g) change impair the ranking of the Notes; (h) eliminate the contractual right of any Holder to receive payment of principal of and interest, including any Additional Interest, on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right of any payment on or with respect to receive payment or delivery, as such Holder’s Note; (h) adversely affect the case may be, ranking of the principal Notes as senior unsecured Indebtedness of the Company; (including i) change the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, Company’s obligation to pay Additional Amounts on or after the respective due dates expressed or provided for in the Notes or this Indentureany Note; or (ij) make any change in this Article 10 that requires each Holder’s consent 11 or in the waiver provisions in Section 6.02 7.01 or Section 6.097.09 that, in each case, requires each Holder’s consent; in each case, without the consent of each Holder of an outstanding Note affected. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.0511.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless (i) the Trustee has not received an Opinion of Counsel reasonably satisfactory to it that such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law or (ii) such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Holders do not need under this Section 10.02 11.02 to approve the particular form of any proposed supplemental indenture. It , but it shall be sufficient if such Holders consent shall approve the substance thereof. After any such supplemental indenture an amendment under this Indenture becomes effective, the Company shall deliver mail to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indentureamendment. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indentureamendment.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors Directors, and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Repurchase Price payable on the Repurchase Date or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, currency other than that stated in the NoteU.S. dollars; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such Holder’s Notes on or after the due dates therefor (including the Tax Redemption Price, if applicable) or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after with respect to such Holder’s Note; (i) change the respective due dates expressed or provided for in the Notes or this IndentureCompany’s obligation to pay Additional Amounts on any Note; or (ij) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless (i) the Trustee has not received an Opinion of Counsel reasonably satisfactory to it that such supplemental indenture is authorized and permitted by the terms of this Indenture and not contrary to law or (ii) such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effectiveeffective under Section 10.01 or Section 10.02, the Company shall deliver mail to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the CompanyCompany and the Guarantor, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion exchange rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price, the Repurchase Price on any Repurchase Date or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make change the place or currency of payment of the principal (including the Fundamental Change Repurchase Price, the Repurchase Price and the Redemption Price, in each case, if applicable, and any Note payable in a currency, or at a place Exchange Obligation) of payment, other than that stated in the and interest on any Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; orwith respect to such Holder’s Notes; (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09; or (j) other than in accordance with the provisions of this Indenture, release any Person who guarantees the Notes from its Guarantee. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company and the Guarantor in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver send to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article ‎Article 8) of the Holders of at least a majority of the in aggregate principal amount of the Notes then outstanding (determined in accordance with Article ‎Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, the Notes), the Company, when authorized by the resolutions of the Board of Directors Directors, and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, the Notes or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such Holder’s Note; or (i) make any change in this Article ‎Article 10 that requires each Holder’s consent or in the waiver provisions in Section ‎Section 6.02 or Section ‎Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section ‎Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties duties, liabilities or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section ‎Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture, unless a Current Report on Form 8-K (or any successor form thereto) is timely filed by the Company describing such amendment. However, the failure to give such notice to all the Holders (with a copy to the Trustee), or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the TrusteeDirectors, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) other than as expressly required or permitted by this Indenture or applicable law, make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate [Reserved]; (i) impair the contractual right of any Holder to receive payment or principal and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such Holder’s Notes; or (ij) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (ih) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) 8 of the Base Indenture) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding Outstanding (determined in accordance with Article 8 of the Base Indenture and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this the Indenture, the Notes or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of of, or extend the Maturity Date of of, any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this the Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the NoteNote and in the Indenture; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such Holder’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such Holder’s Notes; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 6.03 or Section 6.096.10. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.0510.06, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this the Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 10.03 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver mail to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the a Board of Directors Resolution and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders, or waiving the Company’s compliance with any of the provisions of this Indenture or the Notes; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount consideration due upon conversion of Notes whose Holders must consent to an amendmentthe Notes; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend change the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to institute suit for the enforcement right to receive payment of principal and interest on such ▇▇▇▇▇▇’s Notes on or delivery, as after the case may be, of the principal due dates therefor (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and or to institute suit for the consideration due upon conversion of, its Notes, enforcement of any payment on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such Holder’s Notes; or (i) make any change in this Article 10 that requires each Holder’s consent proviso or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver mail to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement of its right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interestinterest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; (i) Reserved; or (ij) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, Indenture or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate the contractual right of any Holder to institute suit for the enforcement of its right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interestinterest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner manner, waiving or eliminating any of the provisions of this Indenture, Indenture or the Notes or any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) except as required by this Indenture, make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this IndentureNotes; (e) reduce the Redemption Price or Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to receive payment of principal and interest on such ▇▇▇▇▇▇’s Notes on or after the due dates therefor or to institute suit for the enforcement right to receive of any payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenturewith respect to such ▇▇▇▇▇▇’s Notes; or (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09. Upon the written request of the Company, and upon the filing with the Trustee of evidence satisfactory to it of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver send to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.

Supplemental Indentures with Consent of Holders. With the consent (evidenced as provided in Article 8) of the Holders of at least a majority of the aggregate principal amount of the Notes then outstanding (determined in accordance with Article 8 and including, without limitation, consents obtained in connection with a repurchase of, or tender or exchange offer for, Notes), the Company, when authorized by the resolutions of the Board of Directors and the Trustee, at the Company’s expense, may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture, any supplemental indenture or the Notes or of modifying in any manner the rights of the Holders; provided, however, that, without the consent of each Holder of an outstanding Note affected, no such supplemental indenture shall: (a) reduce the principal amount of Notes whose Holders must consent to an amendment; (b) reduce the rate of or extend the stated time for payment of any Special Interest interest on any Note; (c) reduce the principal of or extend the Maturity Date of any Note; (d) make any change that adversely affects the conversion rights of any Notes other than as permitted or required by this Indenture; (e) reduce the Fundamental Change Repurchase Price or the Redemption Price of any Note or amend or modify in any manner adverse to the Holders the Company’s obligation to make such payments, whether through an amendment or waiver of provisions in the covenants, definitions or otherwise; (f) make any Note payable in a currency, or at a place of payment, other than that stated in the Note; (g) change the ranking of the Notes; (h) eliminate impair the contractual right of any Holder to institute suit for the enforcement right to receive payment or delivery, as the case may be, of the principal (including the Fundamental Change Repurchase Price or the Redemption Price, if applicable) of, accrued and unpaid Special Interestinterest, if any, on, and the consideration due upon conversion of, its Notes, on or after the respective due dates expressed or provided for in the Notes or this Indenture; or; (i) make any change in this Article 10 that requires each Holder’s consent or in the waiver provisions in Section 6.02 or Section 6.09; or (j) provide for the issuance of additional Notes. Upon the written request of the Company, and upon the filing with delivery to the Trustee of evidence of the consent of the requisite Holders as aforesaid and subject to Section 10.05, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. Holders do not need under this Section 10.02 to approve the particular form of any proposed supplemental indenture. It shall be sufficient if such Holders approve the substance thereof. After any such supplemental indenture becomes effective, the Company shall deliver to the Holders (with a copy to the Trustee) a notice briefly describing such supplemental indenture. However, the failure to give such notice to all the Holders (with a copy to the Trustee)Holders, or any defect in the notice, will not impair or affect the validity of the supplemental indenture.