Common use of Limitation on Suit Clause in Contracts

Limitation on Suit. No Holder of any Note may pursue any remedy with respect to this Indenture or the Notes (including instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of (including the Fundamental Change Repurchase Price, if applicable), or interest on, the Notes or Default in the payment or delivery of the consideration due upon conversion of Notes, unless: (a) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b) the Holders of at least 25% in aggregate principal amount of the Notes then Outstanding shall have made a written request to the Trustee to pursue the remedy; (c) such Holder or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any loss, costs, liabilities, claims or expenses incurred in complying with such request; (d) the Trustee does not, within 60 days after receipt of the request and offer of indemnity, receive an inconsistent direction from the Holders of a majority in principal amount of the Notes; and (e) the Trustee has failed to comply with the request for 60 days after the receipt of such request and an offer of indemnity. A Holder of Notes may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders).

Limitation on Suit. No Holder of any Note may pursue any remedy with respect to this Indenture or the Notes (including instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of (including the Fundamental Change Repurchase Price, if applicable), or interest on, the Notes or Default in the payment or delivery of the consideration shares of Common Stock and payment of cash in lieu of fractional shares due upon conversion of Notes, unless: (a) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b) the Holders of at least 25% in aggregate principal amount of the Notes then Outstanding shall have made a written request to the Trustee to pursue the remedy; (c) such Holder or Holders have offered the Trustee security or indemnity reasonably satisfactory to the Trustee against any loss, costs, liabilities, claims liabilities or expenses incurred in complying with such request; (d) the Trustee does not, within 60 days after receipt of the request and offer of indemnity, receive an inconsistent direction from the Holders of a majority in principal amount of the Notes; and (e) the Trustee has failed to comply with the request for 60 days after the receipt of such request and an offer of indemnity. A Holder of Notes may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders).

Limitation on Suit. No Holder of any Note may pursue any remedy with respect to this Indenture or the Notes (including instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of (including the Redemption Price, the Repurchase Price or the Fundamental Change Repurchase Price, if applicable), ) or interest on, on the Notes or Default in the payment or delivery of the consideration shares of Common Stock and payment of cash in lieu of fractional shares due upon conversion of Notes, unless: (a) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b) the Holders of at least 25% in aggregate principal amount of the Notes then Outstanding shall have made a written request to the Trustee to pursue the remedy; (c) such Holder or Holders have offered the Trustee security or indemnity reasonably satisfactory to the Trustee against any loss, costs, liabilities, claims liabilities or expenses incurred in complying with such request; (d) the Trustee does not, within 60 days after receipt of the request and offer of indemnity, receive an inconsistent direction from the Holders of a majority in principal amount of the Notes; and (e) the Trustee has failed to comply with the request for 60 days after the receipt of such request and an offer of indemnity. A Holder of Notes may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders).

Limitation on Suit. No Holder of any Note may pursue any remedy with respect to this Indenture or the Notes (including instituting any proceeding, judicial or otherwise, with respect to this Indenture or for the appointment of a receiver or trustee), except, in the case of a Default or Event of Default in the payment of the principal of (including the Fundamental Change Repurchase Price, if applicable), or interest on, the Notes or Default in the payment or delivery of the consideration due upon conversion of Notes, unless: (a) such Holder has previously given written notice to the Trustee of an Event of Default that is continuing; (b) the Holders of at least 25% in aggregate principal amount of the Notes then Outstanding shall have made a written request to the Trustee to pursue the remedy; (c) such Holder or Holders have offered the Trustee security or indemnity satisfactory to the Trustee against any loss, costs, liabilities, claims liabilities or expenses incurred in complying with such request; (d) the Trustee does not, within 60 days after receipt of the request and offer of indemnity, receive an inconsistent direction from the Holders of a majority in principal amount of the Notes; and (e) the Trustee has failed to comply with the request for 60 days after the receipt of such request and an offer of indemnity. A Holder of Notes may not use this Indenture to prejudice the rights of another Holder of Notes or to obtain a preference or priority over another Holder of Notes (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders).