Common use of Conversion Privilege; Restrictive Legends Clause in Contracts

Conversion Privilege; Restrictive Legends. (A) Subject to the provisions of Article ‎III and this Article ‎XI, the Securities shall be convertible, in integral multiples of $1,000 principal amount, into 67 Doc#: US1:11364518v24 cash, Common Shares, or a combination of cash and Common Shares, at the‎Company’s election as described under Section ‎11.02 at any time until the close of business on the third Business Day immediately preceding July 1, 2022; provided, however, that the Conversion Make-Whole Payment payable pursuant to Section 11.15 shall be settled in Common Shares. (B) The initial Conversion Rate shall be 1,001.1112 Common Shares per $1,000 principal amount of Securities. The Conversion Rate shall be subject to adjustment in accordance with Sections ‎11.05 through ‎11.15. (C) A Holder may convert a portion of the principal amount of a Security if such portion is $1,000 principal amount or an integral multiple of $1,000 principal amount. Provisions of this Indenture that apply to conversion of all of a Security also apply to conversion of a portion of such Security. (D) Any Common Shares that are issued upon conversion of a Security that bears the Private Placement Legend shall also bear the Private Placement Legend. Any Common Shares that are issued upon conversion of a Security that does not bear the Private Placement Legend shall also not bear the Private Placement Legend. Upon the transfer, exchange or replacement of Common Shares not bearing the Private Placement Legend, the registrar and transfer agent for the Common Shares shall deliver Common Shares that do not bear the Private Placement Legend. Upon the transfer, exchange or replacement of Common Shares bearing the Private Placement Legend, the registrar and transfer agent for the Common Shares shall deliver only Common Shares that bear the Private Placement Legend unless (i) the requested transfer is after the Resale Restriction Termination Date, (ii) there is delivered to the Company and the registrar and transfer agent for the Common Shares an opinion of counsel reasonably satisfactory to the Company and addressed to the Company to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act, (iii) such Common Shares have been sold pursuant to an effective registration statement under the Securities Act and the Holder selling such Common Shares has delivered to the registrar and transfer agent for the Common Shares a notice in the form of Exhibit C hereto, or (iv) such Common Shares has been sold outside the United States pursuant to Regulation S under the Securities Act and the Holder selling such Common Shares has delivered to the registrar and transfer agent for the Common Shares a certificate in the form of Exhibit D hereto. (E) Any Common Shares that are issued upon conversion of a Security before the date that is four months and a day after the original distribution date of such Security or any Additional Security shall bear the Canadian Legend.

Conversion Privilege; Restrictive Legends. (Aa) Subject to the provisions of Article ‎III and this Article ‎XIThirteen and the other provisions of this Indenture, the Securities shall be convertible, in integral multiples of $1,000 principal amount, into 67 Doc#: US1:11364518v24 cash, Common Shares, or a combination of cash and Common Sharesincluding Section 2.06 hereof, at the‎Companyany time and from time to time, each Holder shall have the right to convert all or any portion of the Notes at such Holder’s election option into a number of shares of Company Common Stock as described under Section ‎11.02 at any time until the close of business on the third Business Day immediately preceding July 1, 2022; provided, however, that the Conversion Make-Whole Payment payable pursuant to Section 11.15 shall be settled in Common Shares13.02(a)(1). (Bb) The initial Conversion Rate shall be 1,001.1112 Common Shares per $1,000 principal amount of Securities. The Conversion Rate shall be subject to adjustment in accordance with Sections ‎11.05 13.05 through ‎11.1513.13. (Cc) A Holder may convert a portion of the principal amount of a Security Note if such portion is $1,000 1.00 principal amount or an integral multiple of $1,000 principal amount1.00 in excess thereof. Provisions of this Indenture that apply to conversion of all of a Security Note also apply to conversion of a portion of such SecurityNote. (Dd) Any shares of Company Common Shares Stock that are issued upon conversion of a Security Note that bears the Private Placement Legend shall also bear the Private Placement Legend. Any shares of Company Common Shares Stock that are issued upon conversion of a Security Note that does not bear the Private Placement Legend shall also not bear the Private Placement Legend. Upon the transfer, exchange or replacement of shares of Company Common Shares Stock not bearing the Private Placement Legend, the registrar and transfer agent for the Company Common Shares Stock shall deliver Company Common Shares Stock that do not bear the Private Placement Legend. Upon the transfer, exchange or replacement of shares of Company Common Shares Stock bearing the Private Placement Legend, the registrar and transfer agent for the Company Common Shares Stock shall deliver only Company Common Shares Stock that bear the Private Placement Legend unless (i) the requested transfer is after the Resale Restriction Termination Date, Date or (ii) there is delivered to the Company and the registrar and transfer agent for the Company Common Shares Stock an opinion Opinion of counsel Counsel reasonably satisfactory to the Company and addressed to the Company to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act, (iii) such Common Shares have been sold pursuant to an effective registration statement under the Securities Act and the Holder selling such Common Shares has delivered to the registrar and transfer agent for the Common Shares a notice in the form of Exhibit C hereto, or (iv) such Common Shares has been sold outside the United States pursuant to Regulation S under the Securities Act and the Holder selling such Common Shares has delivered to the registrar and transfer agent for the Common Shares a certificate in the form of Exhibit D hereto. (Ee) Any Upon receipt of shares of Company Common Shares that are issued Stock, a holder of such shares of Company Common Stock shall become a party to the Stockholders Agreement and such shares of Company Common Stock shall be made subject to the Stockholders Agreement, including the transfer restrictions set forth therein, if such holder is not already a party to the Stockholders Agreement and such shares of Company Common Stock would not automatically become subject to the Stockholders Agreement. (f) Notwithstanding any other provision of this Indenture, the Person in whose name the certificate for any shares of Company Common Stock delivered upon conversion is registered shall be treated as a stockholder of record as of the close of business on the relevant Conversion Date. Upon a Security before the date that is four months and conversion of Notes, such Person shall no longer be a day after the original distribution date Holder of such Security or any Additional Security shall bear the Canadian LegendNotes surrendered for conversion.

Conversion Privilege; Restrictive Legends. (A) Subject to the provisions of Article ‎III III and this Article ‎XIX, the Securities shall be convertible, in integral multiples of $1,000 principal amount, into 67 Doc#: US1:11364518v24 cash, Common Shares, or a combination of cash and Common Shares, at the‎Company’s election as described under Section ‎11.02 Shares at any time until the close of business on the third Business Day immediately preceding July March 1, 2022; provided, however, that the Conversion Make-Whole Payment payable pursuant to Section 11.15 shall be settled in Common Shares2023. (B) The initial Conversion Rate shall be 1,001.1112 104.3297 Common Shares per $1,000 principal amount of Securities. The Conversion Rate shall be subject to adjustment in accordance with Sections ‎11.05 10.05 through ‎11.1510.13. (C) A Holder may convert a portion of the principal amount of a Security if such portion is $1,000 principal amount or an integral multiple of $1,000 principal amount. Provisions of this Indenture that apply to conversion of all of a Security also apply to conversion of a portion of such Security. (D) Any Common Shares that are issued upon conversion of a Security that bears the Private Placement Legend shall also bear the Private Placement Legend. Any Common Shares that are issued upon conversion of a Security that does not bear the Private Placement Legend shall also not bear the Private Placement Legend. Upon the transfer, exchange or replacement of Common Shares not bearing the Private Placement Legend, the registrar and transfer agent for the Common Shares shall deliver Common Shares that do not bear the Private Placement Legend. Upon the transfer, exchange or replacement of Common Shares bearing the Private Placement Legend, the registrar and transfer agent for the Common Shares shall deliver only Common Shares that bear the Private Placement Legend unless (i) the requested transfer is after the Resale Restriction Termination Date, (ii) there is delivered to the Company and the registrar and transfer agent for the Common Shares an opinion Opinion of counsel Counsel reasonably satisfactory to the Company and addressed to the Company to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act, (iii) such Common Shares have Security has been sold pursuant to an effective registration statement under the Securities Act and the Holder selling such Common Shares has delivered to the registrar and transfer agent for the Common Shares a notice in the form of Exhibit C hereto, or (iv) provided that the Company is a “foreign issuer” as defined in Rule 902 of Regulation S under the Securities Act at the time of sale, such Common Shares Security has been sold outside the United States pursuant to Regulation S under the Securities Act and the Holder selling such Common Shares Securities has delivered to the registrar and transfer agent for the Common Shares a certificate in the form of Exhibit D hereto. (E) Any Common Shares that are issued upon conversion of a Security before the date that is four months and a day after the original distribution date of such Security or any Additional Security shall bear the Canadian Legend.

Conversion Privilege; Restrictive Legends. (A) Subject to the provisions of Article ‎III III and this Article ‎XIX, the Securities shall be convertible, in integral multiples of $1,000 principal amount, into 67 Doc#: US1:11364518v24 cash, Common Shares, or a combination of cash and Common Shares, at the‎Company’s election as described under Section ‎11.02 Shares at any time until the close of business on the third second Business Day immediately preceding July April 1, 2022; provided, however, that the Conversion Make-Whole Payment payable pursuant to Section 11.15 shall be settled in Common Shares.2039. Doc#: US1:12666659v9 (B) The initial Conversion Rate shall be 1,001.1112 54.1082 Common Shares per $1,000 principal amount of Securities. The Conversion Rate shall be subject to adjustment in accordance with Sections ‎11.05 10.05 through ‎11.1510.14. (C) A Holder may convert a portion of the principal amount of a Security if such portion is $1,000 principal amount or an integral multiple of $1,000 principal amount. Provisions of this Indenture that apply to conversion of all of a Security also apply to conversion of a portion of such Security. (D) Any Common Shares that are issued upon conversion of a Security that bears the Private Placement Legend shall also bear the Private Placement Legend. Any Common Shares that are issued upon conversion of a Security that does not bear the Private Placement Legend shall also not bear the Private Placement Legend. Upon the transfer, exchange or replacement of Common Shares not bearing the Private Placement Legend, the registrar and transfer agent for the Common Shares shall deliver Common Shares that do not bear the Private Placement Legend. Upon the transfer, exchange or replacement of Common Shares bearing the Private Placement Legend, the registrar and transfer agent for the Common Shares shall deliver only Common Shares that bear the Private Placement Legend unless (i) the requested transfer is after the Resale Restriction Termination Date, (ii) there is delivered to the Company and the registrar and transfer agent for the Common Shares an opinion Opinion of counsel Counsel reasonably satisfactory to the Company and addressed to the Company to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act, (iii) such Common Shares have Security has been sold pursuant to an effective registration statement under the Securities Act and the Holder holder selling such Common Shares has delivered to the registrar and transfer agent for the Common Shares a notice in the form of Exhibit C hereto, or (iv) such Common Shares Security has been sold outside the United States pursuant to Regulation S under the Securities Act and the Holder selling such Common Shares Securities has delivered to the registrar and transfer agent for the Common Shares a certificate in the form of Exhibit D hereto. (E) Any Common Shares that are issued upon conversion of a Security before the date that is four months and a day after the original distribution date of such Security or any Additional Security shall bear the Canadian Legend.

Conversion Privilege; Restrictive Legends. (A) Subject to the provisions of Article ‎III III and this Article ‎XIXI, the Securities shall be convertible, in integral multiples of $1,000 principal amount, into 67 Doc#: US1:11364518v24 cash, Common Shares, or a combination of cash and Common Shares, at the‎Companythe Company’s election as described under Section ‎11.02 11.02 at any time until the close of business on the third Business Day immediately preceding July 1, 2022; provided, however, that the Conversion Make-Whole Payment payable pursuant to Section 11.15 shall be settled in Common Shares. (B) The initial Conversion Rate shall be 1,001.1112 Common Shares per $1,000 principal amount of Securities. The Conversion Rate shall be subject to adjustment in accordance with Sections ‎11.05 11.05 through ‎11.1511.15. (C) A Holder may convert a portion of the principal amount of a Security if such portion is $1,000 principal amount or an integral multiple of $1,000 principal amount. Provisions of this Indenture that apply to conversion of all of a Security also apply to conversion of a portion of such Security. (D) Any Common Shares that are issued upon conversion of a Security that bears the Private Placement Legend shall also bear the Private Placement Legend. Any Common Shares that are issued upon conversion of a Security that does not bear the Private Placement Legend shall also not bear the Private Placement Legend. Upon the transfer, exchange or replacement of Common Shares not bearing the Private Placement Legend, the registrar and transfer agent for the Common Shares shall deliver Common Shares that do not bear the Private Placement Legend. Upon the transfer, exchange or replacement of Common Shares bearing the Private Placement Legend, the registrar and transfer agent for the Common Shares shall deliver only Common Shares that bear the Private Placement Legend unless (i) the requested transfer is after the Resale Restriction Termination Date, (ii) there is delivered to the Company and the registrar and transfer agent for the Common Shares an opinion of counsel reasonably satisfactory to the Company and addressed to the Company to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act, (iii) such Common Shares have been sold pursuant to an effective registration statement under the Securities Act and the Holder selling such Common Shares has delivered to the registrar and transfer agent for the Common Shares a notice in the form of Exhibit C hereto, or (iv) such Common Shares has been sold outside the United States pursuant to Regulation S under the Securities Act and the Holder selling such Common Shares has delivered to the registrar and transfer agent for the Common Shares a certificate in the form of Exhibit D hereto. (E) Any Common Shares that are issued upon conversion of a Security before the date that is four months and a day after the original distribution date of such Security or any Additional Security shall bear the Canadian Legend.

Conversion Privilege; Restrictive Legends. (A) Subject to the provisions of Article ‎III III and this Article ‎XIX, the Securities shall be convertible, in integral multiples of $1,000 principal amount, into 67 Doc#: US1:11364518v24 cash, Common Shares, or a combination of cash and Common Shares, at the‎Company’s election as described under Section ‎11.02 Shares at any time until the close of business on the third Business Day immediately preceding July 1October 15, 2022; provided, however, that the Conversion Make-Whole Payment payable pursuant to Section 11.15 shall be settled in Common Shares2028. (B) The initial Conversion Rate shall be 1,001.1112 158.7302 Common Shares per $1,000 principal amount of Securities. The Conversion Rate shall be subject to adjustment in accordance with Sections ‎11.05 10.05 through ‎11.1510.13. (C) A Holder may convert a portion of the principal amount of a Security if such portion is $1,000 principal amount or an integral multiple of $1,000 principal amount. Provisions of this Indenture that apply to conversion of all of a Security also apply to conversion of a portion of such Security. (D) Any Common Shares that are issued upon conversion of a Security that bears the Private Placement Legend shall also bear the Private Placement Legend. Any Common Shares that are issued upon conversion of a Security that does not bear the Private Placement Legend shall also not bear the Private Placement Legend. Upon the transfer, exchange or replacement of Common Shares not bearing the Private Placement Legend, the registrar and transfer agent for the Common Shares shall deliver Common Shares that do not bear the Private Placement Legend. Upon the transfer, exchange or replacement of Common Shares bearing the Private Placement Legend, the registrar and transfer agent for the Common Shares shall deliver only Common Shares that bear the Private Placement Legend unless (i) the requested transfer is after the Resale Restriction Termination Date, (ii) there is delivered to the Company and the registrar and transfer agent for the Common Shares an opinion Opinion of counsel Counsel reasonably satisfactory to the Company and addressed to the Company to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act, (iii) such Common Shares have Security has been sold pursuant to an effective registration statement under the Securities Act and the Holder selling such Common Shares has delivered to the registrar and transfer agent for the Common Shares a notice in the form of Exhibit C hereto, or (iv) provided that the Company is a "foreign issuer" as defined in Rule 902 of Regulation S under the Securities Act at the time of sale, such Common Shares Security has been sold outside the United States pursuant to Regulation S under the Securities Act and the Holder selling such Common Shares Securities has delivered to the registrar and transfer agent for the Common Shares a certificate in the form of Exhibit D hereto. (E) Any Common Shares that are issued upon conversion of a Security before the date that is four months and a day after the original distribution date of such Security or any Additional additional Security shall bear the Canadian Legend.

Conversion Privilege; Restrictive Legends. (A) Subject to the provisions of Article ‎III III and this Article ‎XIX, the Securities shall be convertible, in integral multiples of $1,000 principal amount, into 67 Doc#: US1:11364518v24 cash, Common Shares, or a combination of cash and Common Shares, at the‎Company’s election as described under Section ‎11.02 Shares at any time until the close of business on the third Business Day immediately preceding July 1June 30, 2022; provided, however, that the Conversion Make-Whole Payment payable pursuant to Section 11.15 shall be settled in Common Shares2029. (B) The initial Conversion Rate shall be 1,001.1112 151.7220 Common Shares per $1,000 principal amount of Securities. The Conversion Rate shall be subject to adjustment in accordance with Sections ‎11.05 10.05 through ‎11.1510.13. (C) A Holder may convert a portion of the principal amount of a Security if such portion is $1,000 principal amount or an integral multiple of $1,000 principal amount. Provisions of this Indenture that apply to conversion of all of a Security also apply to conversion of a portion of such Security. (D) Any Common Shares that are issued upon conversion of a Security that bears the Private Placement Legend shall also bear the Private Placement Legend. Any Common Shares that are issued upon conversion of a Security that does not bear the Private Placement Legend shall also not bear the Private Placement Legend. Upon the transfer, exchange or replacement of Common Shares not bearing the Private Placement Legend, the registrar and transfer agent for the Common Shares shall deliver Common Shares that do not bear the Private Placement Legend. Upon the transfer, exchange or replacement of Common Shares bearing the Private Placement Legend, the registrar and transfer agent for the Common Shares shall deliver only Common Shares that bear the Private Placement Legend unless (i) the requested transfer is after the Resale Restriction Termination Date, (ii) there is delivered to the Company and the registrar and transfer agent for the Common Shares an opinion Opinion of counsel Counsel reasonably satisfactory to the Company and addressed to the Company to the effect that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act, (iii) such Common Shares have Security has been sold pursuant to an effective registration statement under the Securities Act and the Holder selling such Common Shares has delivered to the registrar and transfer agent for the Common Shares a notice in the form of Exhibit C hereto, or (iv) provided that the Company is a “foreign issuer” as defined in Rule 902 of Regulation S under the Securities Act at the time of sale, such Common Shares Security has been sold outside the United States pursuant to Regulation S under the Securities Act and the Holder selling such Common Shares Securities has delivered to the registrar and transfer agent for the Common Shares a certificate in the form of Exhibit D hereto. (E) Any Common Shares that are issued upon conversion of a Security before the date that is four months and a day after the original distribution date of such Security or any Additional additional Security shall bear the Canadian Legend.