Common use of Effect of Fundamental Change Repurchase Notice Clause in Contracts

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.08, the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following the later of (x) the Fundamental Change Repurchase Date with respect to such Security (provided the conditions in clause (d) of Section 11.08, have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.08. Securities in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphs. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to the close of business on the Business Day prior to the Fundamental Change Repurchase Date specifying: (i) the Principal Amount of the Security with respect to which such notice of withdrawal is being submitted; and (ii) the certificate number (if such Security is held in other than global form) of the Security in respect of which such notice of withdrawal is being submitted; and (iii) the Principal Amount, if any, of such Security which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.0811.06(c), the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Repurchase Price (plus any Make-Whole Premium required by the terms hereof) with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following the later of (x) the Fundamental Change Repurchase Settlement Date with respect to such Security (provided the conditions in clause (dSection 11.06(c) of Section 11.08, have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.0811.06(c). Securities in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 XIII on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphs. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to the close of business on the Business Day prior to the Fundamental Change Repurchase Settlement Date specifying: (ia) the Principal Amount of the Security with respect to which such notice of withdrawal is being submitted; and; (iib) the certificate number (if such Security is held in other than global form) of the Security in respect of which such notice of withdrawal is being submitted; and (iiic) the Principal Amount, if any, of such Security which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 11.06 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price or any applicable Make-Whole Premium with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price or any applicable Make-Whole Premium with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.08with respect to a Note, the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given thereof shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphsaccordance with Section 4.01(c)) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such SecurityNote. Such If the requirements set forth in clauses (i) and (ii) of Section 4.01(b) have been satisfied, then, notwithstanding anything to the contrary in the Indenture or the Notes, such Fundamental Change Repurchase Price shall be paid to such Holder, subject to the receipt of funds by the Paying Agent, promptly following the later of (x) the Fundamental Change Repurchase Date with respect to such Security (provided the conditions in clause (d) of Section 11.08, have been satisfied) Note and (y) the time of book-entry transfer or delivery of such Security to the Paying Agent by the Holder thereof Notes in the manner required by accordance with clause (dii) of Section 11.084.01(b). Securities Notes in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 XII on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphsaccordance with Section 4.01(c). A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of If the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to the close of business holds on the Business Day prior to immediately following the Fundamental Change Repurchase Date specifying: (i) cash sufficient to pay the Principal Amount of the Security with respect to which such notice of withdrawal is being submitted; and (ii) the certificate number (if such Security is held in other than global form) of the Security in respect of which such notice of withdrawal is being submitted; and (iii) the Principal Amount, if any, of such Security which remains subject to the original Fundamental Change Repurchase Notice Price of the Notes that Holders have elected to require the Company to purchase, then, as of the Fundamental Change Repurchase Date (x) such Notes will cease to be outstanding and which interest will cease to accrue, whether or not book-entry transfer of such Notes has been made or will be such Notes have been delivered for purchase or repurchase by to the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or afterPaying Agent, as the case may be, the giving, by and (y) all other rights of the Holders of such SecuritiesNotes will terminate, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of right to receive the Fundamental Change Repurchase Price with respect to upon delivery or transfer of such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawnNotes.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.0811.08(a), as applicable, the Holder of the Security in respect of which such Fundamental Change Repurchase Notice Notice, was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Repurchase Price Price, with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following the later of (x) the Fundamental Change Repurchase Date Date, with respect to such Security (provided the conditions in clause (d) of Section 11.0811.08(a), as applicable, have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.0811.08(a), as applicable. Securities in respect of which a Fundamental Change Repurchase Notice Notice, has been given by the Holder thereof may not be converted pursuant to Article 13 hereof on or after the date of the delivery of such Fundamental Change Repurchase Notice Notice, unless such Fundamental Change Repurchase Notice Notice, has first been validly withdrawn as specified in the following two paragraphs. A Fundamental Change Repurchase Notice Notice, may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice Notice, at any time prior to the close of business on the Business Day prior to the Fundamental Change Repurchase Date specifying: (i) the certificate number of the Security in respect of which such notice of withdrawal is being submitted, (ii) the Principal Amount of the Security with respect to which such notice of withdrawal is being submitted; and (ii) the certificate number (if such Security is held in other than global form) of the Security in respect of which such notice of withdrawal is being submitted; , and (iii) the Principal Amount, if any, of such Security which remains subject to the original Fundamental Change Repurchase Notice Notice, and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase purchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price Price, with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price Price, with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.084.2(c), the Holder of the Security Note in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphsparagraph) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such SecurityNote. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying AgentAgent from the Company or at the direction of the Company, promptly following the later of (xi) the Business Day following the Fundamental Change Repurchase Date Date, as the case may be, with respect to such Security Note (provided the conditions in clause (dSection 4.2(c) of Section 11.08, have been satisfied) and (yii) the time of delivery of such Security Note to the Paying Agent by the Holder thereof in the manner required by clause (dSection 4.2(c) of Section 11.08. Securities Notes in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 V hereof on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphsparagraph. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Repurchase Notice at any time prior to the close of business on the second Business Day prior to the Fundamental Change Repurchase Date specifying: (i) if the Principal Amount Notes are Certificated Securities, the certificate number of the Security Note in respect of which such notice of withdrawal is being submitted (or, if the Notes are not Certificated Securities, all information required to comply with applicable DTC procedures); (ii) the principal amount of the Note, or portion thereof, with respect to which such notice of withdrawal is being submitted; and (ii) the certificate number (if such Security is held in other than global form) of the Security in respect of which such notice of withdrawal is being submitted; and (iii) the Principal Amountprincipal amount, if any, of such Security Note which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawnHolder.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.0811.01(c), the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following the later of (x) the Fundamental Change Repurchase Settlement Date with respect to such Security (provided the conditions in clause (dSection 11.01(c) of Section 11.08, have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.0811.01(c). Securities in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 XIV on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphs. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to the close of business on the Business Day prior to the Fundamental Change Repurchase Settlement Date specifying: (ia) the Principal Amount of the Security with respect to which such notice of withdrawal is being submitted; and; (iib) the certificate number (if such Security is held in other than global form) of the Security in respect of which such notice of withdrawal is being submitted; and (iiic) the Principal Amount, if any, of such Security which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 11.01 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price or any applicable Make-Whole Premium with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price or any applicable Make-Whole Premium with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the any Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.081401(c), the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphsbelow) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, Holder promptly following the later of (xa) the Fundamental Change Repurchase Date with respect to such Security (provided the conditions in clause (dSection 1401(c) of Section 11.08, have been satisfied) and (yb) the time of book-entry transfer or delivery of such Security to the a Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.081401(c). Securities in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 into shares of Common Stock on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphswithdrawn. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of withdrawal Global Securities, may be delivered to the office of the Paying Agent electronically or by other means in accordance with the procedures set forth in Depositary's customary procedures) of withdrawal delivered by the Fundamental Change Company Notice Holder to a Paying Agent at any time prior to the close of business on the Business Day prior to immediately preceding the Fundamental Change Repurchase Date specifying: Date, specifying (i) the Principal Amount at Issuance of the Security or portion thereof (which must be a Principal Amount at Issuance of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted; and , (ii) if certificated Securities have been issued, the certificate number (if such Security is held in other than global form) numbers of the Security in respect of which withdrawn Securities, or if not certificated, such notice of withdrawal is being submitted; and must comply with appropriate Depositary procedures, and (iii) the Principal AmountAmount at Issuance, if any, of such Security which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.0811.02(c), the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following the later of (x) the Fundamental Change Repurchase Date with respect to such Security (provided the conditions in clause (dSection 11.02(c) of Section 11.08, have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.0811.02(c). Securities in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 hereof on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphs. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to the close of business on the Business Day prior to the Fundamental Change Repurchase Date specifying: (i) the certificate number of the Security in respect of which such notice of withdrawal is being submitted; (ii) the Principal Amount of the Security with respect to which such notice of withdrawal is being submitted; and (ii) the certificate number (if such Security is held in other than global form) of the Security in respect of which such notice of withdrawal is being submitted; and (iii) the Principal Amount, if any, of such Security which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase purchase of any Securities pursuant to Section 11.08 11.02 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof of any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. (a) Upon receipt by the any Paying Agent of the a properly completed Fundamental Change Repurchase Notice specified in clause (d) of Section 11.08from a Holder, the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphsSection 3.02(b)) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security, subject to the occurrence of the Fundamental Change Effective Date and an absence of an Event of Default, or a continuation thereof (other than a Default in the payment of the Fundamental Change Repurchase Price). Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, Holder promptly following the later of (x1) the Fundamental Change Repurchase Date with respect to such Security (provided that the conditions in clause (d) of Section 11.08, 3.01 have been satisfied) and (y2) the time of delivery of such Security to the a Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.083.01(c). Securities in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock pursuant to Article 13 4 on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in accordance with Section 3.02(b) with respect to the following two paragraphs. Securities to be converted. (b) A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of withdrawal Global Securities, may be delivered to the office of the Paying Agent electronically or by other means in accordance with the procedures set forth in Applicable Procedures) of withdrawal delivered by the Fundamental Change Company Notice Holder to a Paying Agent at any time prior to the close of business on the Business Day immediately prior to the Fundamental Change Repurchase Date specifying: Date, specifying (i1) the Principal Amount principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof, provided, however, that if Payment-in-Kind Interest is paid, the principal amount may equal $1.00 or an integral multiple of $1.00) with respect to which such notice of withdrawal is being submitted; and , (ii2) if certificated Securities have been issued, the certificate number (if such Security is held in other than global form) of the Security being withdrawn in respect of which whole or in withdrawable part (or if the Securities are not certificated, such written notice of withdrawal is being submitted; and must comply with the Applicable Procedures) and (iii3) the Principal Amount, if any, portion of such the principal amount of the Security which remains that will remain subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and , which portion must be a principal amount of $1,000 or an integral multiple thereof, provided, however, that if Payment-in-Kind Interest is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such returnpaid, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawnprincipal amount may equal a minimum of $1.00 or an integral multiple of $1.00.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.0812.08, the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following the later of (x) the Fundamental Change Repurchase Date with respect to such Security (provided the conditions in clause (d) of Section 11.0812.08, have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.0812.08. Securities in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 14 on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphs. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to the close of business on the Business Day prior to the Fundamental Change Repurchase Date specifying: (i) the Principal Amount of the Security with respect to which such notice of withdrawal is being submitted; and (ii) the certificate number (if such Security is held in other than global form) of the Security in respect of which such notice of withdrawal is being submitted; and (iii) the Principal Amount, if any, of such Security which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 12.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent Agent, or the Trustee, as applicable, of the Fundamental Change a Holder’s Option of Holder to Elect Repurchase Notice specified in clause (d) of accordance with Section 11.083.01(d), the Holder of the Security in respect of which such Fundamental Change Repurchase Notice notice was given shall (unless such Fundamental Change Repurchase Notice notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Repurchase Price, together with all accrued and unpaid interest, if any, thereon, to but not including the Fundamental Change Repurchase Price Date, with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following the later of (x) the Fundamental Change Repurchase Date with respect to such Security (provided the conditions in clause (d) of Section 11.08, have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.08. Securities in respect of which a Fundamental Change Repurchase Notice repurchase notice has been given by the Holder thereof may not be converted pursuant to Article 13 X hereof on or after the date of the delivery of such Fundamental Change Repurchase Notice notice unless such Fundamental Change Repurchase Notice notice has first been validly withdrawn as specified in the following two paragraphsparagraph. With respect to any Security which is to be submitted for repurchase only in part pursuant to Section 3.01 (with, if the Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company and the Trustee duly executed by the Holder thereof or its attorney duly authorized in writing), the Company shall execute, and the Trustee shall authenticate and make available for delivery to the Holder of such Security without charge, a new Security or Securities of the same tenor and in aggregate principal amount equal to the portion of such Security not submitted for repurchase thereunder. A Fundamental Change Holder’s Option of Holder to Elect Repurchase Notice specified in Section 3.01(d) may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to the close of business on the Business Day second business day prior to the Fundamental Change Repurchase Date Date, specifying: (ia) the Principal Amount certificate or CUSIP number, as applicable, of the Security in respect of which such notice of withdrawal is being submitted; (b) the aggregate principal amount of the Security with respect to which such notice of withdrawal is being submitted; and (iic) the certificate number (if such Security is held in other than global form) of the Security in respect of which such notice of withdrawal is being submitted; and (iii) the Principal Amountaggregate principal amount, if any, of such Security which remains subject to the original Fundamental Change Option of Holder to Elect Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will shall promptly return to notify the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment Company of the Fundamental Change Repurchase Price with respect to such Securitiesreceipt of any repurchase notice specified in Section 3.01(d) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawnor written notice of withdrawal thereof.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the any Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.081401(c), the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphsbelow) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, Holder promptly following the later of (xa) the Fundamental Change Repurchase Date with respect to such Security (provided the conditions in clause (dSection 1401(c) of Section 11.08, have been satisfied) and (yb) the time of book-entry transfer or delivery of such Security to the a Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.081401(c). Securities in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 into shares of Common Stock on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphswithdrawn. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of withdrawal Global Securities, may be delivered to the office of the Paying Agent electronically or by other means in accordance with the procedures set forth in Depositary’s customary procedures) of withdrawal delivered by the Fundamental Change Company Notice Holder to a Paying Agent at any time prior to the close of business on the Business Day prior to immediately preceding the Fundamental Change Repurchase Date specifying: Date, specifying (i) the Principal Amount principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted; and , (ii) if certificated Securities have been issued, the certificate number (if such Security is held in other than global form) numbers of the Security in respect of which withdrawn Securities, or if not certificated, such notice of withdrawal is being submitted; and must comply with appropriate Depositary procedures, and (iii) the Principal Amountprincipal amount, if any, of such Security which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent Trustee of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.083.02(c), the Holder of the Security Notes in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphsparagraph) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such SecurityNotes. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following the later of (xi) the Fundamental Change Repurchase Date with respect to such Security Notes (provided that the conditions in clause (dSection 3.02(c) of Section 11.08, have been satisfied) and (yii) the time of delivery of such Security Notes to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.083.02(c). Securities Notes in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 4 hereof on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphs. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Repurchase Notice at any time prior to the close Close of business Business on the Business Day last day prior to the Fundamental Change Repurchase Date Date, specifying: (ia) the Principal Amount principal amount of the Security Notes with respect to which such notice of withdrawal is being submitted; and, in multiples of $1,000; (iib) if Physical Notes have been issued, the certificate number (if such Security is held in other than global form) numbers of the Security Notes in respect of which such notice of withdrawal is being submitted; and (iiic) the Principal Amountprincipal amount, if any, of such Security Notes which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by Notice. If the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may beNotes are held in book entry form, the giving, by notices must also comply with the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawnApplicable Procedures.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.0811.09(a), the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following the later of (x) the Fundamental Change Repurchase Date with respect to such Security (provided the conditions in clause (dSection 11.09(a) of Section 11.08, have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.0811.09(a). Securities in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 hereof on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphs. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to the close of business on the Business Day prior to the Fundamental Change Repurchase Date Date, specifying: (i) the certificate number of the Security in respect of which such notice of withdrawal is being submitted; (ii) the Principal Amount of the Security with respect to which such notice of withdrawal is being submitted; and (ii) the certificate number (if such Security is held in other than global form) of the Security in respect of which such notice of withdrawal is being submitted; and (iii) the Principal Amount, if any, of such Security which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase purchase of any Securities pursuant to Section 11.08 11.09 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) Notice and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.0813.01(c), the Holder of the Security Note in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with in respect to of such SecurityNote. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following the later of (x) the Fundamental Change Repurchase Settlement Date with in respect to of such Security Note (provided the conditions in clause (dSection 13.01(c) of Section 11.08, have been satisfied) and (y) the time of delivery of such Security Note to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.0813.01(c). Securities Notes in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 12 on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphs. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to the close of business on the Business Day prior to the Fundamental Change Repurchase Settlement Date specifying: (ia) the Principal Amount principal amount of the Security with respect to which such notice of withdrawal is being submitted; and (ii) the certificate number (if such Security is held in other than global form) of the Security Notes in respect of which such notice of withdrawal is being submitted; (b) if certificated, the certificate numbers of the Notes in respect of which such notice of withdrawal is being submitted, or, if not certificated, such notice of withdrawal must comply with appropriate procedures of the Depositary; and (iiic) the Principal Amountprincipal amount, if any, of such Security Notes which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities Notes pursuant to Section 11.08 13.01 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such SecuritiesNotes, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with in respect to of such SecuritiesNotes). The Paying Agent will promptly return to the respective Holders thereof any Securities Notes (x) with in respect to of which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with in respect to of such SecuritiesNotes) in which case, upon such return, the Fundamental Change Repurchase Notice with in respect thereto thereof shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.0811.08(c), the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Repurchase Price (plus any Make-Whole Premium required by the terms hereof) with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following the later of (x) the Fundamental Change Repurchase Settlement Date with respect to such Security (provided the conditions in clause (dSection 11.08(c) of Section 11.08, have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.0811.08(c). Securities in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 XIII on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphs. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to the close of business on the Business Day prior to the Fundamental Change Repurchase Settlement Date specifying: (ia) the Principal Amount of the Security with respect to which such notice of withdrawal is being submitted; and; (iib) the certificate number (if such Security is held in other than global form) of the Security in respect of which such notice of withdrawal is being submitted; and (iiic) the Principal Amount, if any, of such Security which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section Sections 11.08 and 11.09 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price or any applicable Make-Whole Premium with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price or any applicable Make-Whole Premium with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.084.1(c), the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphsparagraph) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt receipts of funds cash by the Paying Agent, promptly following the later of (xa) the Fundamental Change Repurchase Date with respect to such Security (provided the conditions in clause (dSection 4.1(c) of Section 11.08, have been satisfied) and (yb) the time of delivery of such Security to the Paying Agent by the Holder or the book-entry transfer thereof in the manner required by clause (d) of Section 11.084.1(c), as the case may be. Securities in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 XII on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphsparagraph. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Repurchase Notice at any time prior to the close of business 5:00 p.m., New York City time, on the Business Day prior to immediately preceding the Fundamental Change Repurchase Date Date, specifying: (ia) if Certificated Securities have been issued, the certificate number of the Security being withdrawn; if Certificated Securities have not been issued, the written notice of withdrawal must comply with the Applicable Procedures of the Depositary; (b) the Principal Amount principal amount of the Security with respect to which such notice of withdrawal is being submitted, which amount must be $1,000 or an integral multiple of $1,000; and (iic) the certificate number (if such Security is held in other than global form) of the Security in respect of which such notice of withdrawal is being submitted; and (iii) the Principal Amountprincipal amount, if any, of such Security which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. (a) Upon receipt by the Paying Agent of the a Fundamental Change Repurchase Notice specified in clause (d) of Section 11.08Notice, the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphsbelow) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following Holder on the later of (xi) the Fundamental Change Repurchase Date (provided such Holder has satisfied the conditions in Section 3.01(d) above with respect to such Security (provided the conditions in clause (d) of Section 11.08, have been satisfiedSecurity) and (yii) the time of book-entry transfer or delivery of such Security to the Paying Agent by the Holder thereof in the manner required by clause (dSection 3.01(d) of Section 11.08above. Securities A Security in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 4 hereof on or after the date of the delivery of such Fundamental Change Repurchase Notice Notice, unless either (i) such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in accordance with Section 3.02(b) below; or (ii) there shall be a default in the following two paragraphs. payment of the Fundamental Change Repurchase Price, provided, that the conversion right with respect to such Security shall terminate at the Close of Business on the date such default is cured and such Security is purchased in accordance herewith. (b) A Fundamental Change Repurchase Notice may be withdrawn only by means any Holder delivering such Fundamental Change Repurchase Notice upon delivery of a written notice of withdrawal (which may be delivered to by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the office case of the Paying Agent Global Securities, may be delivered electronically or by other means in accordance with the procedures set forth in Applicable Procedures) to and such notice of withdrawal must be received by the Fundamental Change Company Notice Paying Agent at any time prior to the close Close of business Business on the Business Day prior to immediately preceding the Fundamental Change Repurchase Date Date, specifying: (i) if Certificated Securities are to be withdrawn, the Principal Amount certificate numbers of the Security with respect to which such notice of withdrawal is being submitted; and (ii) the certificate number (if such Security is held in other than global form) of the Security Securities in respect of which such notice of withdrawal is being submitted; (ii) the principal amount of the Securities in respect of which such notice of withdrawal is being submitted, which principal amount must be $1,000 or an integral multiple thereof; and (iii) the Principal Amountprincipal amount, if any, of such Security which the Securities that remains subject to the original Fundamental Change Repurchase Notice and which that has been or will shall be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.083.09(a)(iii), the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphsparagraph) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds Cash by the Paying Agent, promptly following on the later of (x1) the Fundamental Change Repurchase Date with respect to such Security (provided the conditions in clause (dSection 3.09(a)(iii) of Section 11.08, have been satisfied) and (y2) the time of book-entry transfer or delivery of such Security to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.083.09(a)(iii). Securities in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 4 on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphsparagraph. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Repurchase Notice at any time prior to the close of business 5:00 p.m., New York City time, on the Business Day prior to immediately preceding the Fundamental Change Repurchase Date Date, specifying: (i) the Holder’s name and election to withdraw such Fundamental Change Repurchase Notice; (ii) the Original Principal Amount of the Security (which must be in an integral multiple of $1,000 Original Principal Amount) with respect to which such notice of withdrawal is being submitted; and; (iiiii) the certificate number (if such Security is held in other than global certificated form) or the appropriate Depository procedures, if applicable, of the Security in respect of which such notice of withdrawal is being submitted; and (iiiiv) the Original Principal Amount (which must be in an integral multiple of $1,000 Original Principal Amount), if any, of such Security which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the any Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.081401(c), the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphsbelow) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, Holder promptly following the later of (xa) the Fundamental Change Repurchase Date with respect to such Security (provided the conditions in clause (dSection 1401(c) of Section 11.08, have been satisfied) and (yb) the time of book-entry transfer or delivery of such Security to the a Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.081401(c). Securities in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 into shares of Common Stock on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphswithdrawn. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of withdrawal Global Securities, may be delivered to the office of the Paying Agent electronically or by other means in accordance with the procedures set forth in Depositary's customary procedures) of withdrawal delivered by the Fundamental Change Company Notice Holder to a Paying Agent at any time prior to the close of business on the Business Day prior to immediately preceding the Fundamental Change Repurchase Date specifying: Date, specifying (i) the Principal Amount principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted; and , (ii) if certificated Securities have been issued, the certificate number (if such Security is held in other than global form) numbers of the Security in respect of which withdrawn Securities, or if not certificated, such notice of withdrawal is being submitted; and must comply with appropriate Depositary procedures, and (iii) the Principal Amountprincipal amount, if any, of such Security which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. (a) Upon receipt by the Paying Agent of the a Fundamental Change Repurchase Notice specified in clause (d) of Section 11.08Notice, the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphsbelow) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following Holder on the later of (xi) the Fundamental Change Repurchase Date ( provided such Holder has satisfied the conditions in Section 3.01(d) above with respect to such Security (provided the conditions in clause (d) of Section 11.08, have been satisfiedSecurity) and (yii) the time of book-entry transfer or delivery of such Security to the Paying Agent by the Holder thereof in the manner required by clause (dSection 3.01(d) of Section 11.08above. Securities A Security in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 4 hereof on or after the date of the delivery of such Fundamental Change Repurchase Notice Notice, unless either (i) such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in accordance with Section 3.02(b) below; or (ii) there shall be a default in the following two paragraphs. payment of the Fundamental Change Repurchase Price, provided , that the conversion right with respect to such Security shall terminate at the Close of Business on the date such default is cured and such Security is purchased in accordance herewith. (b) A Fundamental Change Repurchase Notice may be withdrawn only by means any Holder delivering such Fundamental Change Repurchase Notice upon delivery of a written notice of withdrawal (which may be delivered to by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the office case of the Paying Agent Global Securities, may be delivered electronically or by other means in accordance with the procedures set forth in Applicable Procedures) to and such notice of withdrawal must be received by the Fundamental Change Company Notice Paying Agent at any time prior to the close Close of business Business on the Business Day prior to immediately preceding the Fundamental Change Repurchase Date Date, specifying: (i) if Certificated Securities are to be withdrawn, the Principal Amount certificate numbers of the Security with respect to which such notice of withdrawal is being submitted; and (ii) the certificate number (if such Security is held in other than global form) of the Security Securities in respect of which such notice of withdrawal is being submitted; (ii) the principal amount of the Securities in respect of which such notice of withdrawal is being submitted, which principal amount must be $1,000 or an integral multiple thereof; and (iii) the Principal Amountprincipal amount, if any, of such Security which the Securities that remains subject to the original Fundamental Change Repurchase Notice and which that has been or will shall be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.0811.10(c), the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with in respect to of such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following the later of (x) the Fundamental Change Repurchase Settlement Date with in respect to of such Security (provided the conditions in clause (dSection 11.10(c) of Section 11.08, have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.0811.10(c). Securities in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 XIII on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphs. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to the close of business on the Business Day prior to the Fundamental Change Repurchase Settlement Date specifying: (ia) the Principal Amount of the Security with respect to which such notice of withdrawal is being submitted; and (ii) the certificate number (if such Security is held in other than global form) of the Security Securities in respect of which such notice of withdrawal is being submitted; (b) if certificated, the certificate numbers of the Securities in respect of which such notice of withdrawal is being submitted, or, if not certificated, such notice of withdrawal must comply with appropriate procedures of the Depositary; and (iiic) the Principal Amount, if any, of such Security Securities which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 11.10 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with in respect to of such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with in respect to of which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with in respect to of such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with in respect thereto thereof shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.0811.05(c), the Holder of the Security Note in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with in respect to of such SecurityNote. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following the later of (x) the Fundamental Change Repurchase Settlement Date with in respect to of such Security Note (provided the conditions in clause (dSection 11.05(c) of Section 11.08, have been satisfied) and (y) the time of delivery of such Security Note to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.0811.05(c). Securities Notes in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 XIII on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphs. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to the close of business on the Business Trading Day prior to the Fundamental Change Repurchase Settlement Date specifying: (ia) the Principal Amount of the Security with Outstanding Note in respect to of which such notice of withdrawal is being submitted; and; (iib) the certificate number (if such Security is held in other than global form) of the Security Note in respect of which such notice of withdrawal is being submitted; and (iiic) the Principal Amount, if any, of such Security Note which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities Notes pursuant to Section 11.08 11.07 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such SecuritiesNotes, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with in respect to of such SecuritiesNotes). The Paying Agent will promptly return to the respective Holders thereof any Securities Notes (x) with in respect to of which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with in respect to of such SecuritiesNotes) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. (a) Upon receipt by the any Paying Agent of the a Fundamental Change Repurchase Notice specified in clause (d) of Section 11.08Notice, the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphsbelow) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, Holder promptly following the later of (xi) the Fundamental Change Repurchase Date (provided such Holder has satisfied the conditions in Section 3.1(c)), with respect to such Security (provided the conditions in clause (d) of Section 11.08, have been satisfied) and (yii) the time of delivery of such Security to the a Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.083.1(c). Securities A Security in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted exchanged pursuant to Article 13 IV hereof on or after the date of the delivery of such Fundamental Change Repurchase Notice Notice, unless either (i) such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in accordance with Section 3.2(b); or (ii) there shall be a default in the following two paragraphs. payment of the Fundamental Change Repurchase Price; provided, that the exchange right with respect to such Security shall terminate at Close of Business on the date such default is cured and such Security is purchased in accordance herewith. (b) A Fundamental Change Repurchase Notice may be withdrawn only by means any Holder delivering such Fundamental Change Repurchase Notice upon delivery of a written notice of withdrawal (which may be delivered to by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the office case of the Paying Agent Global Securities, may be delivered electronically or by other means in accordance with the procedures set forth in the Fundamental Change Company Notice Applicable Procedures) to and actually received by Paying Agent at any time prior to the close Close of business Business, on the Business Day prior to immediately preceding the Fundamental Change Repurchase Date Date, specifying: (i1) if Certificated Securities are to be withdrawn, the Principal Amount certificate numbers of the Security with respect to which such notice of withdrawal is being submitted; and (ii) the certificate number (if such Security is held in other than global form) of the Security Securities in respect of which such notice of withdrawal is being submitted; (2) the Principal Amount of the Securities in respect of which such notice of withdrawal is being submitted, which Principal Amount must be $1,000 or an integral multiple thereof; and (iii3) the Principal Amount, if any, of such Security which the Securities that remains subject to the original Fundamental Change Repurchase Notice and which that has been or will shall be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. (a) Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.083.01(c), the Holder of the Security Note in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphsthis Section 3.02) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such SecurityNote. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following by 12:00 p.m. New York City time on the later of (x) the Fundamental Change Repurchase Date with respect to such Security (provided the conditions in clause (d) of Section 11.08, have been satisfied) and (y) or the time of delivery of such Security to the Paying Agent by the Holder thereof book-entry transfer (in the manner required by clause case of Global Notes) or the delivery (din the case of Certificated Notes) of Section 11.08the Notes. Securities Notes in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 10 hereof on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphs. this Section 3.02. (b) A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to before the close Close of business Business on the Business Day prior to immediately preceding the Fundamental Change Repurchase Date specifyingDate. Such notice of withdrawal shall state: (i) the Principal Amount of the Security with respect to principal amount being withdrawn, which such notice of withdrawal is being submitted; andmust be $1,000 principal amount or an integral multiple thereof; (ii) if Certificated Notes are to be withdrawn, the certificate number (if such Security is held in other than global form) numbers of the Security in respect of which Notes being withdrawn (or, if Global Notes or a portion thereof are to be withdrawn, such Holder’s notice of withdrawal is being submittedmust comply with the Applicable Procedures); and (iii) the Principal Amountprincipal amount, if any, of such Security which remains the Notes that remain subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required a Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.0811.05(c), the Holder of the Security Note in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with in respect to of such SecurityNote. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following the later of (x) the Fundamental Change Repurchase Settlement Date with in respect to of such Security Note (provided the conditions in clause (dSection 11.05(c) of Section 11.08, have been satisfied) and (y) the time of delivery of such Security Note to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.0811.05(c). Securities Notes in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 XIII on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphs. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to the close of business on the Business Trading Day prior to the Fundamental Change Repurchase Settlement Date specifying: (ia) the Principal Amount of the Security with Outstanding Note in respect to of which such notice of withdrawal is being submitted; and; (iib) the certificate number (if such Security Note is held in other than global form) of the Security Note in respect of which such notice of withdrawal is being submitted; and (iiic) the Principal Amount, if any, of such Security Note which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities Notes pursuant to Section 11.08 11.07 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such SecuritiesNotes, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with in respect to of such SecuritiesNotes). The Paying Agent will promptly return to the respective Holders thereof any Securities Notes (x) with in respect to of which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with in respect to of such SecuritiesNotes) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.080, the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphsparagraph) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds Cash by the Paying Agent, promptly following on the later of (x1) the Fundamental Change Repurchase Date with respect to such Security (provided the conditions in clause (d) of Section 11.08, 0 have been satisfied) and (y2) the time of book-entry transfer or delivery of such Security to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.080. Securities in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 0 on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphsparagraph. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Repurchase Notice at any time prior to the close of business 5:00 p.m., New York City time, on the Business Day prior to immediately preceding the Fundamental Change Repurchase Date Date, specifying: (i) the Holder’s name and election to withdraw such Fundamental Change Repurchase Notice; (ii) the Original Principal Amount of the Security (which must be in an integral multiple of $1,000 Original Principal Amount) with respect to which such notice of withdrawal is being submitted; and; (iiiii) the certificate number (if such Security is held in other than global certificated form) or the appropriate Depository procedures, if applicable, of the Security in respect of which such notice of withdrawal is being submitted; and (iiiiv) the Original Principal Amount (which must be in an integral multiple of $1,000 Original Principal Amount), if any, of such Security which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. (a) Upon receipt by the any Paying Agent of the a properly completed Fundamental Change Repurchase Notice specified in clause (d) of Section 11.08from a Holder, the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphsSection 3.03(b) hereof) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security, subject to the occurrence of the Fundamental Change Effective Date. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, Holder promptly following the later of (x1) the Fundamental Change Repurchase Date with respect to such Security (provided that the conditions in clause (d) of Section 11.08, 3.02 hereof have been satisfied) and (y2) the time of delivery of such Security to the a Paying Agent by the Holder thereof in the manner required by clause (dSection 3.02(c) of Section 11.08hereof. Securities in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock pursuant to Article 13 IV hereof on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in accordance with Section 3.03(b) hereof with respect to the following two paragraphs. Securities to be converted. (b) A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of withdrawal Global Securities, may be delivered to the office of the Paying Agent electronically or by other means in accordance with the procedures set forth in Applicable Procedures) of withdrawal delivered by the Fundamental Change Company Notice Holder to a Paying Agent at any time prior to the close of business on the Business Day immediately prior to the Fundamental Change Repurchase Date specifying: Date, specifying (i1) the Principal Amount principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted; and , (ii2) if certificated Securities have been issued, the certificate number (if such Security is held in other than global form) of the Security being withdrawn in respect whole or in withdrawable part (or if the Securities are not certificated, such written notice must comply with the procedures of which such notice of withdrawal is being submitted; and the Depositary) and (iii3) the Principal Amountportion, if any, of such the principal amount of the Security which remains that will remain subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing , which portion must be a principal amount of $1,000 or an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawnintegral multiple thereof.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.0811.09(a), the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following the later of (x) the Fundamental Change Repurchase Date with respect to such Security (provided the conditions in clause (dSection 11.09(a) of Section 11.08, have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.0811.09(a). Securities in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 hereof on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphs. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to the close of business on the Business Day prior to the Fundamental Change Repurchase Date Date, specifying: (i) : the certificate number of the Security in respect of which such notice of withdrawal is being submitted; the Principal Amount of the Security with respect to which such notice of withdrawal is being submitted; and (ii) the certificate number (if such Security is held in other than global form) of the Security in respect of which such notice of withdrawal is being submitted; and (iii) and the Principal Amount, if any, of such Security which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase purchase of any Securities pursuant to Section 11.08 11.09 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) Notice and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.0813.01(c), the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds and/or securities by the Paying Agent, promptly following the later of (x) the Fundamental Change Repurchase Date with respect to such Security (provided the conditions in clause (dSection 13.01(c) of Section 11.08, have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.0813.01(c). Securities in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 XIV hereof on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphs. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to the close of business on the Business Day prior to the Fundamental Change Repurchase Date specifying: (i) the certificate number, if any, or the appropriate Depositary procedures, if applicable, of the Security in respect of which such notice of withdrawal is being submitted; (ii) the Principal Amount of the Security with respect to which such notice of withdrawal is being submitted; and (ii) the certificate number (if such Security is held in other than global form) of the Security in respect of which such notice of withdrawal is being submitted; and (iii) the Principal Amount, if any, of such Security which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase purchase of any Securities pursuant to Section 11.08 13.01 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.083.02(c), the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following the later of (xi) the Fundamental Change Repurchase Date with respect to such Security (provided the conditions in clause (dSection 3.02(c) of Section 11.08, have been satisfied) and (yii) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.083.02(c). Securities in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 10 hereof on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphs. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Repurchase Notice at any time prior to the close Close of business Business on the Business Day last day prior to the Fundamental Change Repurchase Date Date, specifying: (ia) the Principal Amount principal amount of the Security with respect to which such notice of withdrawal is being submitted; and, in multiples of $1,000; (iib) if Certificated Securities have been issued, the certificate number (if such Security is held in other than global form) of the Security in respect of which such notice of withdrawal is being submitted; and (iiic) the Principal Amountprincipal amount, if any, of such Security which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by Notice. If the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may beare held in book entry form, the giving, by notices must also comply with the Holders appropriate procedures of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawnDTC.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.0811.01(a), the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following the later of (x) the Fundamental Change Repurchase Date with respect to such Security (provided the conditions in clause (dSection 11.01(a) of Section 11.08, have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.0811.01(a). Securities in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 hereof on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphs. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to the close of business on the Business Day prior to the Fundamental Change Repurchase Date Date, specifying: (i) the certificate number of the Security in respect of which such notice of withdrawal is being submitted; (ii) the Principal Amount of the Security with respect to which such notice of withdrawal is being submitted; and (ii) the certificate number (if such Security is held in other than global form) of the Security in respect of which such notice of withdrawal is being submitted; and (iii) the Principal Amount, if any, of such Security which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase purchase of any Securities pursuant to Section 11.08 11.01 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) Notice and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. Upon receipt by the Paying Agent Trustee of the Fundamental Change Repurchase Notice specified in clause (d) of Section 11.083.02(c), the Holder of the Security Note in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphsparagraph) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such SecurityNote. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, promptly following the later of (xi) the Fundamental Change Repurchase Date with respect to such Security Note (provided that the conditions in clause (dSection 3.02(c) of Section 11.08, have been satisfied) and (yii) the time of delivery of such Security Note to the Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.083.02(c). Securities Notes in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 4 hereof on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in the following two paragraphs. A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Repurchase Notice at any time prior to the close Close of business Business on the Business Day last day prior to the Fundamental Change Repurchase Date Date, specifying: (ia) the Principal Amount principal amount of the Security Note with respect to which such notice of withdrawal is being submitted; and, in multiples of $1,000; (iib) if Physical Notes have been issued, the certificate number (if such Security is held in other than global form) of the Security Note in respect of which such notice of withdrawal is being submitted; and (iiic) the Principal Amountprincipal amount, if any, of such Security Note which remains subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by Notice. If the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may beNotes are held in book entry form, the giving, by notices must also comply with the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawnApplicable Procedures.

Effect of Fundamental Change Repurchase Notice. (a) Upon receipt by the any Paying Agent of the a Fundamental Change Repurchase Notice specified in clause (d) of Section 11.08Notice, the Holder of the Security in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphsbelow) thereafter be entitled to receive solely the Fundamental Change Repurchase Price with respect to such Security. Such Fundamental Change Repurchase Price shall be paid to such Holder, subject to receipt of funds by the Paying Agent, Holder promptly following the later of (xi) the Fundamental Change Repurchase Date (provided such Holder has satisfied the conditions in Section 3.1(c)), with respect to such Security (provided the conditions in clause (d) of Section 11.08, have been satisfied) and (yii) the time of delivery of such Security to the a Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.083.1(c). Securities A Security in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted exchanged pursuant to Article 13 IV hereof on or after the date of the delivery of such Fundamental Change Repurchase Notice Notice, unless either (i) such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in accordance with Section 3.2(b); or (ii) there shall be a default in the following two paragraphs. payment of the Fundamental Change Repurchase Price; provided, that the exchange right with respect to such Security shall terminate at Close of Business, on the date such default is cured and such Security is purchased in accordance herewith. (b) A Fundamental Change Repurchase Notice may be withdrawn only by means any Holder delivering such Fundamental Change Repurchase Notice upon delivery of a written notice of withdrawal (which may be delivered to by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the office case of the Paying Agent Global Securities, may be delivered electronically or by other means in accordance with the procedures set forth in the Fundamental Change Company Notice Applicable Procedures) to and actually received by Paying Agent at any time prior to the close Close of business Business, on the Business Day prior to immediately preceding the Fundamental Change Repurchase Date Date, specifying: (i1) if Certificated Securities are to be withdrawn, the Principal Amount certificate numbers of the Security with respect to which such notice of withdrawal is being submitted; and (ii) the certificate number (if such Security is held in other than global form) of the Security Securities in respect of which such notice of withdrawal is being submitted; (2) the Principal Amount of the Securities in respect of which such notice of withdrawal is being submitted, which Principal Amount must be $1,000 or an integral multiple thereof; and (iii3) the Principal Amount, if any, of such Security which the Securities that remains subject to the original Fundamental Change Repurchase Notice and which that has been or will shall be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Fundamental Change Repurchase Notice. (a) Upon receipt by the any Paying Agent of the a properly completed Fundamental Change Repurchase Notice specified in clause (dfrom a Holder pursuant to Section 3.01(c) of Section 11.08hereof, the Holder of the Security Note in respect of which such Fundamental Change Repurchase Notice was given shall (unless such Fundamental Change Repurchase Notice is withdrawn as specified in the following two paragraphsSection 3.03(b)) thereafter be entitled to receive solely the Fundamental Change Repurchase Price and Fundamental Change Make-Whole Amount, if any, with respect to such SecurityNote. Such Fundamental Change Repurchase Price and Fundamental Change Make-Whole Amount, if any, shall be paid to such Holder, subject to receipt of funds by the Paying Agent, Holder promptly following the later of of: (x1) the Fundamental Change Repurchase Date with respect to such Security Date; and (provided the conditions in clause (d) of Section 11.08, have been satisfied) and (y2) the time of delivery of such Security Note to the a Paying Agent by the Holder thereof in the manner required by clause (d) of Section 11.083.01(c). Securities Notes in respect of which a Fundamental Change Repurchase Notice has been given by the Holder thereof may not be converted pursuant to Article 13 4 on or after the date of the delivery of such Fundamental Change Repurchase Notice unless such Fundamental Change Repurchase Notice has first been validly withdrawn as specified in accordance with Section 3.03(b) with respect to the following two paragraphs. Notes to be converted. (b) A Fundamental Change Repurchase Notice may be withdrawn only by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of withdrawal Global Notes, may be delivered to the office of the Paying Agent electronically or by other means in accordance with the procedures set forth in Applicable Procedures) of withdrawal delivered by the Fundamental Change Company Notice Holder to a Paying Agent at any time prior to the close of business 5:00 p.m., New York City time, on the Business Day prior to immediately preceding the Fundamental Change Repurchase Date Date, specifying: (i1) if Definitive Notes have been issued, the certificate number of the Note being withdrawn in whole or in part (or if the Notes are not certificated, such written notice must comply with the Applicable Procedures), (2) the Principal Amount principal amount of the Security Note or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted; , and (ii3) the certificate number (if such Security is held in other than global form) portion of the Security in respect principal amount of which such notice of withdrawal is being submitted; and (iii) the Principal AmountNote, if any, of such Security which remains that will remain subject to the original Fundamental Change Repurchase Notice and which has been or will be delivered for purchase or repurchase by the Company. There shall be no repurchase of any Securities pursuant to Section 11.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Fundamental Change Repurchase Notice) and is continuing , which portion must be a principal amount of $1,000 or an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Fundamental Change Repurchase Price with respect to such Securities) in which case, upon such return, the Fundamental Change Repurchase Notice with respect thereto shall be deemed to have been withdrawnintegral multiple thereof.