Common use of Holders’ Right to Avoid Tax Redemption Clause in Contracts

Holders’ Right to Avoid Tax Redemption. Notwithstanding anything to the contrary in this Article XIV, if the Company has given a Tax Redemption Notice as described in Section 14.02 (Notice of Tax Redemption), each Holder of Notes will have the right to elect that such Holder’s Notes will not be subject to Tax Redemption. If a Holder elects not to be subject to a Tax Redemption, the Company will not be required to pay any Additional Amounts (including consideration due in respect of conversion or Fundamental Change Repurchase Price, and whether payable in cash, Conversion Securities or otherwise) with respect to any payment of interest, payment of principal or delivery made in respect of such Holder’s Notes following the Tax Redemption Date solely as a result of the Change in Tax Law that caused such Additional Amounts to be paid after the Tax Redemption Date, and all subsequent payments in respect of such Holder’s Notes will be subject to any tax required to be withheld or deducted under the laws of a Relevant Taxing Jurisdiction, as a result of the Change in Tax Law. The obligation to pay Additional Amounts to any electing Holder for periods up to the Tax Redemption Date shall remain subject to the exceptions set forth under Section 4.06 (Additional Amounts). Where no election is made, the Holder will have its Notes redeemed without any further action. Holders must exercise their option to elect to avoid a Tax Redemption by written notice to the Company no later than the close of business on the fifteenth Business Day immediately preceding the Tax Redemption Date, provided that a Holder that has complied with the requirements set forth in Section 11.02 (

Holders’ Right to Avoid Tax Redemption. Notwithstanding anything to the contrary in this Article XIV16, if the Company has given a Notice of Tax Redemption Notice as described in Section 14.02 (Notice of Tax Redemption)16.02, each Holder of Notes will have the right to elect that such Holder’s Notes will not be subject to the Tax Redemption. If a Holder elects that its Notes will not to be subject to a the Tax Redemption, the Company will not be required to pay any Additional Amounts (including consideration due in respect of conversion or Fundamental Change Repurchase Price, and whether payable in cash, Conversion Securities or otherwise) with respect to any payment of interest, payment of principal or delivery payments made in respect of such Holder’s Notes following the Tax Redemption Date solely as a result of the Change in Tax Law that caused such Additional Amounts to be paid after the Tax Redemption Date, and all subsequent payments in respect of such Holder’s Notes will be subject to any tax required to be withheld or deducted under the laws of a Relevant Taxing Jurisdiction, as a result of the Change in Tax Law. The obligation to pay Additional Amounts to any electing Holder for payments made in periods up prior to the Tax Redemption Date shall remain continue to apply, subject to the exceptions set forth under Section 4.06 (4.10. Holders must exercise their option to elect to avoid the Tax Redemption by written notice thereof to the Trustee no later than the 15th Business Day prior to the Tax Redemption Date; provided that a Holder complying with the requirements for conversion pursuant to Section 14.02 before the close of business on the second Scheduled Trading Day immediately preceding the Tax Redemption Date shall be deemed to have validly delivered a notice of its election not to have its Notes redeemed in the Tax Redemption, and the Company will pay Additional Amounts), if any are due, with respect to such Holder’s conversion of its Notes. Where If no election is made or deemed to have been made, the Holder will have its Notes redeemed without any further action. Holders must exercise their option to elect to avoid a Tax Redemption by written notice to the Company no later than the close of business on the fifteenth Business Day immediately preceding the Tax Redemption Date, provided that a Holder that has complied with the requirements set forth in Section 11.02 (.

Holders’ Right to Avoid Tax Redemption. Notwithstanding anything to the contrary in this Article XIV‎Article 16, if the Company has given a Notice of Tax Redemption Notice as described in Section 14.02 (Notice of Tax Redemption‎Section 16.02(a), each Holder of Notes will shall have the right to elect that all or a part of such Holder’s Notes will not be subject to the Tax Redemption. If a Holder elects that its Notes shall not to be subject to a Tax Redemption, neither the Company will not nor the Guarantor, as the case may be, shall be required to pay any Additional Amounts (including consideration due in respect of conversion or Fundamental Change Repurchase Price, and whether payable in cash, Conversion Securities or otherwise) with respect to any payment of interest, payment of principal or delivery payments made in respect of such Holder’s Notes following the Tax Redemption Date solely as a result of the Change in Tax Law that caused such Additional Amounts to be paid after the Tax Redemption Date, and all subsequent payments in respect of such Holder’s Notes will shall be subject to any tax required to be withheld or deducted under the laws of a Relevant Taxing an applicable Tax Jurisdiction, as a result of the Change in Tax Law. The obligation to pay Additional Amounts to any electing Holder for payments made in periods up prior to the Tax Redemption Date shall remain subject to the exceptions set forth under Section 4.06 (Additional Amounts). Where no election is made, the Holder will have its Notes redeemed without any further action4.10. Holders must exercise their option to elect to avoid a Tax Redemption by written notice (a “No Tax Redemption Notice”) to the Company Trustee no later than the 10th calendar day prior to the Tax Redemption Date; provided that a Holder that complies with the requirements for exchange of its Notes as described in ‎Article 14 before the close of business on the fifteenth Business Day immediately preceding the Tax Redemption DateDate (or, provided that if the Company fails to pay the Tax Redemption Price, such later date on which the Company pays or duly provides for the Tax Redemption Price) shall be deemed to have validly delivered a Holder that has complied with the requirements set forth in Section 11.02 (No Tax Redemption Notice.

Holders’ Right to Avoid Tax Redemption. Notwithstanding anything to the contrary in this Article XIV16, if the Company has given a Notice of Tax Redemption Notice as described in Section 14.02 (Notice of Tax Redemption)16.02, each Holder of Notes will have the right to elect that such Holder’s Notes will not be subject to the Tax Redemption. If a Holder elects that its Notes will not to be subject to a the Tax Redemption, the Company will not be required to pay any Additional Amounts (including consideration due in respect of conversion or Fundamental Change Repurchase Price, and whether payable in cash, Conversion Securities or otherwise) with respect to any payment of interest, payment of principal or delivery payments made in respect of such Holder’s Notes following the Tax Redemption Date solely as a result of the Change in Tax Law that caused such Additional Amounts to be paid after the Tax Redemption Date, and all subsequent payments in respect of such Holder’s Notes will be subject to any tax required to be withheld or deducted under the laws of a Relevant Taxing Jurisdiction, as a result of the Change in Tax Law. The obligation to pay Additional Amounts to any electing Holder for payments made in periods up prior to the Tax Redemption Date shall remain continue to apply, subject to the exceptions set forth under Section 4.06 (Additional Amounts). Where no election is made, the Holder will have its Notes redeemed without any further action4.10. Holders must exercise their option to elect to avoid a the Tax Redemption by written notice thereof to the Company Trustee no later than the 15th Business Day prior to the Tax Redemption Date; provided that a Holder complying with the requirements for conversion pursuant to Section 14.02 before the close of business on the fifteenth Business Scheduled Trading Day immediately preceding the Tax Redemption DateDate shall be deemed to have validly delivered a notice of its election not to have its Notes redeemed in the Tax Redemption, provided that a and the Company will pay Additional Amounts, if any are due, with respect to such Holder’s conversion of its Notes. If no election is made or deemed to have been made, the Holder that has complied with the requirements set forth in Section 11.02 (will have its Notes redeemed pursuant to this Article 16 without any further action.

Holders’ Right to Avoid Tax Redemption. Notwithstanding anything to the contrary in this Article XIV‎Article 16, if the Company has given a Notice of Tax Redemption Notice as described in Section 14.02 (Notice of Tax Redemption)‎‎Section 16.02, each Holder of Notes will have the right to elect that such Holder’s Notes will not be subject to the Tax Redemption. If a Holder elects that its Notes will not to be subject to a the Tax Redemption, the Company will not be required to pay any Additional Amounts (including consideration due in respect of conversion or Fundamental Change Repurchase Price, and whether payable in cash, Conversion Securities or otherwise) with respect to any payment of interest, payment of principal or delivery payments made in respect of such Holder’s Notes following the Tax Redemption Date solely as a result of the such Change in Tax Law that caused resulted in the obligation to pay such Additional Amounts (for the avoidance of doubt, excluding any obligation to be paid after pay Additional Amounts (if any) that did not result from a Change in Tax Law for which the Tax Redemption DateCompany will continue to pay Additional Amounts), and all subsequent payments in respect of such Holder’s Notes will be subject to any tax required to be withheld or deducted under the laws of a Relevant Taxing Jurisdiction, as a result of the Change in Tax Law. The obligation to pay Additional Amounts to any electing Holder for payments made in periods up prior to the Tax Redemption Date shall remain continue to apply, subject to the exceptions set forth under ‎Section 4.10. Subject to applicable procedures of DTC in the case of Global Notes, Holders must exercise their option to elect to avoid the Tax Redemption by written notice thereof to the Trustee no later than the 15th Business Day prior to the Tax Redemption Date; provided that a Holder complying with the requirements for conversion pursuant to Section 4.06 (14.02 before the close of business on the second Scheduled Trading Day immediately preceding the Tax Redemption Date shall be deemed to have validly delivered a notice of its election not to have its Notes redeemed in the Tax Redemption, and the Company will pay Additional Amounts), if any are due, with respect to such Holder’s conversion of its Notes. Where If no election is made or deemed to have been made, the Holder will have its Notes redeemed without any further action. Holders must exercise their option to elect to avoid a Tax Redemption by written notice to the Company no later than the close of business on the fifteenth Business Day immediately preceding the Tax Redemption Date, provided that a Holder that has complied with the requirements set forth in Section 11.02 (.

Holders’ Right to Avoid Tax Redemption. (a) . Notwithstanding anything to the contrary in this Article XIV16, if the Company has given a Notice of Tax Redemption Notice as described in Section 14.02 (Notice of Tax Redemption)16.02, each Holder of Notes will have the right to elect that such Holder’s Notes will not be subject to the Tax Redemption. If a Holder elects that its Notes will not to be subject to a the Tax Redemption, the Company will not be required to pay any Additional Amounts (including consideration due in respect of conversion or Fundamental Change Repurchase Price, and whether payable in cash, Conversion Securities or otherwise) with respect to any payment of interest, payment of principal or delivery payments made in respect of such Holder’s Notes following the Tax Redemption Date solely as a result of the Change in Tax Law that caused such Additional Amounts to be paid after the Tax Redemption Date, and all subsequent payments in respect of such Holder’s Notes will be subject to any tax required to be withheld or deducted under the laws of a Relevant Taxing Jurisdiction, as a result of the Change in Tax Law. The obligation to pay Additional Amounts to any electing Holder for payments made in periods up prior to the Tax Redemption Date shall remain continue to apply, subject to the exceptions set forth under Section 4.06 (4.07. Holders must exercise their option to elect to avoid the Tax Redemption by written notice thereof to the Trustee and the Paying Agent no later than the 15th Day prior to the Tax Redemption Date; provided that a Holder complying with the requirements for conversion pursuant to Section 14.02 before the close of business on the second Scheduled Trading Day immediately preceding the Tax Redemption Date shall be deemed to have validly delivered a notice of its election not to have its Notes redeemed in the Tax Redemption, and the Company will pay Additional Amounts), if any are due, with respect to such Holder’s conversion of its Notes. Where If no election is made or deemed to have been made, the Holder will have its Notes redeemed without any further action. Holders must exercise their option to elect to avoid a Tax Redemption by written notice to the Company no later than the close of business on the fifteenth Business Day immediately preceding the Tax Redemption Date, provided that a Holder that has complied with the requirements set forth in Section 11.02 (.

Holders’ Right to Avoid Tax Redemption. Notwithstanding anything to the contrary in this Article XIVXVI, if the Company has given a Tax Redemption Notice as described in Section 14.02 16.02 (Notice of Tax Redemption), each Holder of Notes will have the right to elect that such HolderXxxxxx’s Notes will not be subject to Tax Redemption. If a Holder elects not to be subject to a Tax Redemption, the Company will not be required to pay any Additional Amounts (including consideration due in respect of conversion or Fundamental Change Repurchase Price, and whether payable in cash, Conversion Securities or otherwise) with respect to any payment of interest, payment of principal or delivery made in respect of such Holder’s Notes following the Tax Redemption Date solely as a result of the Change in Tax Law that caused such Additional Amounts to be paid after the Tax Redemption Date, and all subsequent payments in respect of such Holder’s Notes will be subject to any tax required to be withheld or deducted under the laws of a Relevant Taxing Jurisdiction, as a result of the Change in Tax Law. The obligation to pay Additional Amounts to any electing Holder for periods up to the Tax Redemption Date shall remain subject to the exceptions set forth under Section 4.06 4.07 (Additional Amounts). Where no election is made, the Holder will have its Notes redeemed without any further action. Holders must exercise their option to elect to avoid a Tax Redemption by written notice to the Company no later than the close of business on the fifteenth Business Day immediately preceding the Tax Redemption Date, provided that a Holder that has complied with the requirements set forth in Section 11.02 (

Holders’ Right to Avoid Tax Redemption. Notwithstanding anything to the contrary in this Article XIV16, if the Company has given a Notice of Tax Redemption Notice as described in Section 14.02 (Notice of Tax Redemption)16.02, each Holder of Notes will have the right to elect that such Holder’s Notes will not be subject to the Tax Redemption. If a Holder elects that its Notes will not to be subject to a the Tax Redemption, the Company will not be required to pay any Additional Amounts (including consideration due in respect of conversion or Fundamental Change Repurchase Price, and whether payable in cash, Conversion Securities or otherwise) with respect to any payment of interest, payment of principal or delivery payments made in respect of such Holder’s Notes following the Tax Redemption Date solely as a result of the such Change in Tax Law that caused resulted in the obligation to pay such Additional Amounts (for the avoidance of doubt, excluding any obligation to be paid after pay Additional Amounts (if any) that did not result from a Change in Tax Law for which the Tax Redemption DateCompany will continue to pay Additional Amounts), and all subsequent payments in respect of such Holder’s Notes will be subject to any tax required to be withheld or deducted under the laws of a Relevant Taxing Jurisdiction, as a result of the Change in Tax Law. The obligation to pay Additional Amounts to any electing Holder for payments made in periods up prior to the Tax Redemption Date shall remain continue to apply, subject to the exceptions set forth under Section 4.06 (4.10. Subject to applicable procedures of DTC in the case of Global Notes, Holders must exercise their option to elect to avoid the Tax Redemption by written notice thereof to the Trustee no later than the 15th Business Day prior to the Tax Redemption Date; provided that a Holder complying with the requirements for conversion pursuant to Section 14.02 before the close of business on the second Scheduled Trading Day immediately preceding the Tax Redemption Date shall be deemed to have validly delivered a notice of its election not to have its Notes redeemed in the Tax Redemption, and the Company will pay Additional Amounts), if any are due, with respect to such Holder’s conversion of its Notes. Where If no election is made or deemed to have been made, the Holder will have its Notes redeemed without any further action. Holders must exercise their option to elect to avoid a Tax Redemption by written notice to the Company no later than the close of business on the fifteenth Business Day immediately preceding the Tax Redemption Date, provided that a Holder that has complied with the requirements set forth in Section 11.02 (.

Holders’ Right to Avoid Tax Redemption. Notwithstanding anything to the contrary in this Article XIV‎Article 16, if the Company has given a Tax Redemption Notice as described in Section 14.02 (Notice of Tax Redemption)‎Section 16.02, each Holder of Notes will have the right to elect that such HolderHxxxxx’s Notes will not be subject to such Tax Redemption. If a Holder elects that its Notes will not to be subject to a such Tax Redemption, the Company will not be required to pay any Additional Amounts (including consideration due in respect of conversion or Fundamental Change Repurchase Price, and whether payable in cash, Conversion Securities or otherwise) with respect to any payment of interest, payment of principal or delivery payments made in respect of such Holder’s Notes following the Tax Redemption Date solely as a result of the Change in Tax Law that caused such Additional Amounts to be paid after the Tax Redemption Date, and all subsequent payments in respect of such HolderHxxxxx’s Notes will be subject to any tax required to be withheld or deducted under the laws of a the Relevant Taxing Jurisdiction, as a result of the Change in Tax Law. The obligation obligations to pay Additional Amounts to any electing Holder for payments made in periods up prior to the Tax Redemption Date shall remain continue to apply, subject to the exceptions set forth under Section 4.06 (Additional Amounts). Where no election is made, the Holder will have its Notes redeemed without any further actionin ‎Section 4.10. Holders must exercise their option to elect to avoid a Tax Redemption by written notice thereof to the Company Trustee no later than the close of business on the fifteenth 15th Business Day immediately preceding prior to the Tax Redemption Date, ; provided that a Holder that has complied complying with the requirements set forth for conversion described in Section 11.02 (‎Section 14.02 during the related Redemption Period shall be deemed to have validly delivered a notice of its election not to have its Notes redeemed in the Tax Redemption, and the Company will pay Additional Amounts, if any are due, with respect to such Holder’s conversion of its Notes. If no election is made or deemed to have been made, the Holder will have its Notes redeemed pursuant to this ‎Article 16 without any further action.

Holders’ Right to Avoid Tax Redemption. (a) Notwithstanding anything to the contrary in this Article XIV16, if the Company has given upon receiving a Tax Redemption Notice as described in Section 14.02 (Notice of Tax Redemption)Notice, each Holder of Notes will shall have the right to elect that such Holder’s to not have its Notes redeemed, in which case the Obligors will not be subject to Tax Redemption. If a Holder elects not to be subject to a Tax Redemption, the Company will not be required obligated to pay any Additional Amounts (including consideration due in respect of conversion or Fundamental Change Repurchase Price, and whether payable in cash, Conversion Securities or otherwise) on any payment with respect to any payment of interest, payment of principal or delivery made in respect of such Holder’s Notes following the Tax Redemption Date solely as a result of the Change in Tax Law with respect to such Tax Redemption that caused resulted in the obligation to pay such Additional Amounts (whether upon exchange, required repurchase in connection with a Fundamental Change, maturity or otherwise, and whether in cash, ADSs, Reference Property or otherwise) after the Tax Redemption Date (or, if the Company fails to be paid after pay the Redemption Price on the Tax Redemption Date, such later date on which the Company pays the Redemption Price), and all subsequent payments in with respect of to such Holder’s Notes will be subject to any tax the deduction or withholding of such Relevant Jurisdiction’s taxes as required by law to be deducted or withheld or deducted under the laws of a Relevant Taxing Jurisdiction, as a result of the such Change in Tax Law; provided that, notwithstanding the foregoing, if a Holder electing not to have its Notes redeemed exchanges its Notes in connection with such Tax Redemption as set forth in Section 14.03, the Obligors shall be obligated to pay Additional Amounts, if any, with respect to such exchange. The obligation to pay Additional Amounts to any electing Holder for payments made in periods up prior to the Tax Redemption Date shall remain subject to the exceptions set forth under Section 4.06 4.07. (Additional Amountsb) Upon receiving a Tax Redemption Notice, each Holder who does not wish to have the Company redeem its Notes pursuant to this Article 16 (any such Holder, an “Excluded Holder”) must deliver to the Paying Agent a written notice of its election to avoid such Tax Redemption (the “Notice of Tax Redemption Election”) so as to be received by the Paying Agent prior to the close of business on the second Business Day immediately preceding the relevant Tax Redemption Date; provided that a Holder that complies with the requirements for exchange of its Notes as described in Article 14 prior to the close of business on the second Business Day immediately preceding the Tax Redemption Date (or, if the Company fails to pay the Redemption Price on the Tax Redemption Date, such later date on which the Company pays the Redemption Price), shall be deemed to have validly delivered a Notice of Tax Redemption Election. A Holder may withdraw any Notice of Tax Redemption Election (other than such a deemed Notice of Tax Redemption Election) by delivering to the Paying Agent a written notice of withdrawal prior to the close of business on the second Business Day immediately preceding the Tax Redemption Date (or, if the Company fails to pay the Redemption Price on the Tax Redemption Date, such later date on which the Company pays the Redemption Price). Where If no such election is made or deemed to have been made, the Holder will have its Notes redeemed without any further action. Holders must exercise their option to elect to avoid a Tax Redemption by written notice to the Company no later than the close of business on the fifteenth Business Day immediately preceding the Tax Redemption Date, provided that a Holder that has complied with the requirements set forth in Section 11.02 (.

Holders’ Right to Avoid Tax Redemption. Notwithstanding anything to the contrary in this Article XIV‎Article 16, if the Company has given a Notice of Tax Redemption Notice as described in Section 14.02 (Notice of Tax Redemption)‎‎Section 16.02, each Holder of Notes will shall have the right to elect that such Holder’s Notes will not be subject to the Tax Redemption. If a Holder elects that its Notes will not to be subject to a the Tax Redemption, the Company will shall not be required to pay any Additional Amounts (including consideration due in respect of conversion or Fundamental Change Repurchase Price, and whether payable in cash, Conversion Securities or otherwise) with respect to any payment of interest, payment of principal or delivery payments made in respect of such Holder’s Notes following the Tax Redemption Date solely as a result of the Change in Tax Law that caused such Additional Amounts to be paid after the Tax Redemption Date, and all subsequent payments in respect of such Holder’s Notes will shall be subject to any tax required to be withheld or deducted under the laws of a the Relevant Taxing Jurisdiction, as a result of the Change in Tax Law. The obligation to pay Additional Amounts to any electing Holder for payments made in periods up prior to the Tax Redemption Date shall remain continue to apply, subject to the exceptions set forth under ‎Section 4.10. Holders must exercise their option to elect to avoid the Tax Redemption by written notice thereof to the Trustee no later than the 15th calendar day prior to the Tax Redemption Date; provided that a Holder complying with the requirements for conversion pursuant to Section 4.06 (14.02 before the close of business on the Scheduled Trading Day immediately preceding the Tax Redemption Date shall be deemed to have validly delivered a notice of its election not to have its Notes redeemed in the Tax Redemption, and the Company shall pay Additional Amounts)Amounts with respect to such Holder’s conversion of its Notes. Where If no election is made or deemed to have been made, the Holder will have its Notes redeemed without any further action. Holders must exercise their option to elect to avoid a Tax Redemption by written notice to the Company no later than the close of business on the fifteenth Business Day immediately preceding the Tax Redemption Date, provided that a Holder that has complied with the requirements set forth in Section 11.02 (.

Holders’ Right to Avoid Tax Redemption. (a) Notwithstanding anything to the contrary in this Article XIV16, if the Company has given upon receiving a Tax Redemption Notice as described in Section 14.02 (Notice of Tax Redemption)Notice, each Holder of Notes will shall have the right to elect that such Holder’s to not have its Notes redeemed, in which case the Obligors will not be subject to Tax Redemption. If a Holder elects not to be subject to a Tax Redemption, the Company will not be required obligated to pay any Additional Amounts (including consideration due in respect of conversion or Fundamental Change Repurchase Price, and whether payable in cash, Conversion Securities or otherwise) on any payment with respect to any payment of interest, payment of principal or delivery made in respect of such Holder’s Notes following the Tax Redemption Date solely as a result of the Change in Tax Law with respect to such Tax Redemption that caused resulted in the obligation to pay such Additional Amounts to be paid (whether upon exchange (including Mandatory Exchange), required repurchase in connection with a Fundamental Change, maturity or otherwise, and whether in cash, ADSs, Reference Property or otherwise) after the Tax Redemption Date (or, if the Company fails to pay the Redemption Price on the Redemption Date, such later date on which the Company pays the Redemption Price), and all subsequent payments in with respect of to such Holder’s Notes will be subject to any tax the deduction or withholding of such Relevant Jurisdiction’s taxes as required by law to be deducted or withheld or deducted under the laws of a Relevant Taxing Jurisdiction, as a result of the such Change in Tax Law; provided that, notwithstanding the foregoing, if a Holder electing not to have its Notes redeemed exchanges its Notes in connection with such Tax Redemption as set forth in Section 14.03, the Obligors shall be obligated to pay Additional Amounts, if any, with respect to such exchange. The obligation to pay Additional Amounts to any electing Holder for payments made in periods up prior to the Tax Redemption Date shall remain subject to the exceptions set forth under Section 4.06 4.07. (Additional Amountsb) Upon receiving a Redemption Notice, each Holder who does not wish to have the Company redeem its Notes pursuant to this Article 16 (any such Holder, an “Excluded Holder”) must deliver to the Paying Agent a written notice of its election to avoid such Tax Redemption (the “Notice of Tax Redemption Election”) so as to be received by the Paying Agent prior to the close of business on the second Business Day immediately preceding the relevant Redemption Date; provided that a Holder that complies with the requirements for exchange of its Notes as described in Article 14 prior to the close of business on the second Business Day immediately preceding the Redemption Date (or, if the Company fails to pay the Redemption Price on the Redemption Date, such later date on which the Company pays the Redemption Price), shall be deemed to have validly delivered a Notice of Tax Redemption Election. A Holder may withdraw any Notice of Tax Redemption Election (other than such a deemed Notice of Tax Redemption Election) by delivering to the Paying Agent a written notice of withdrawal prior to the close of business on the second Business Day immediately preceding the Redemption Date (or, if the Company fails to pay the Redemption Price on the Redemption Date, such later date on which the Company pays the Redemption Price). Where If no such election is made or deemed to have been made, the Holder will have its Notes redeemed without any further action. Holders must exercise their option to elect to avoid a Tax Redemption by written notice to the Company no later than the close of business on the fifteenth Business Day immediately preceding the Tax Redemption Date, provided that a Holder that has complied with the requirements set forth in Section 11.02 (.

Holders’ Right to Avoid Tax Redemption. Notwithstanding anything to the contrary in this Article XIVXVI, if the Company has given a Tax Redemption Notice as described in Section 14.02 16.02 (Notice of Tax Redemption), each Holder of Notes will have the right to elect that such HolderXxxxxx’s Notes will not be subject to Tax Redemption. If a Holder elects not to be subject to a Tax Redemption, the Company will not be required to pay any Additional Amounts (including consideration due in respect of conversion or Fundamental Change Repurchase Price, and whether payable in cash, Conversion Securities or otherwise) with respect to any payment of interest, payment of principal or delivery made in respect of such Holder’s Notes following the Tax Redemption Date solely as a result of the Change in Tax Law that caused such Additional Amounts to be paid after the Tax Redemption Date, and all subsequent payments in respect of such Holder’s Notes will be subject to any tax required to be withheld or deducted under the laws of a Relevant Taxing Jurisdiction, as a result of the Change in Tax Law. The obligation to pay Additional Amounts to any electing Holder for periods up to the Tax Redemption Date shall remain subject to the exceptions set forth under Section 4.06 4.07 (Additional Amounts). Where no election is made, the Holder will have its Notes redeemed without any further action. Holders must exercise their option to elect to avoid a Tax Redemption by written notice to the Company no later than the close of business on the fifteenth Business Day immediately preceding the Tax Redemption Date, provided that a Holder that has complied with the requirements set forth in Section 11.02 (Holder