Common use of Notice to Holders; Waiver Clause in Contracts

Notice to Holders; Waiver. Where this Indenture provides for notice or other communication to Holders of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if given in writing and mailed by first class mail (registered or certified, return receipt requested) or sent by overnight air courier guaranteeing next Business Day delivery, to each Holder affected by such event, at such Holder’s address as it appears in the Security Register, not later than the latest date (if any), and not earlier than the earliest date (if any), prescribed for the giving of such notice or other communication. Any notice or other communication shall also be so mailed or sent to any Person described in Section 313(c) of the Trust Indenture Act, to the extent required by the Trust Indenture Act. Failure to mail or send a notice or other communication to a Holder or any defect in it shall not affect its sufficiency with respect to other Holders. If a notice or communication is mailed or sent in the manner provided above within the time prescribed, it is duly given, whether or not the addressee receives it. Where this Indenture provides for notice or other communication in any manner, such notice or other communication may be waived in writing by the Person entitled to receive such notice or other communication, either before or after the event, and such waiver shall be the equivalent of such notice or other communication. Waivers of notice or other communication by Holders shall be filed with the Trustee, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. If the Company mails a notice or communication to the Holders, it shall mail a copy to the Trustee at the same time. In case by reason of the suspension of regular mail service or by reason of any other cause it shall be impracticable to give such notice or other communication by mail, then such notification as shall be made with the approval of the Trustee shall constitute a sufficient notification for every purpose hereunder. Where this Indenture provides for notice or other communication with respect to any event to a Holder of a Global Security, such notice or other communication shall be sufficiently given if given to the Depositary for such Security (or its designee), pursuant to its Applicable Procedures, not later than the latest date (if any), and not earlier than the earliest date (if any), prescribed for the giving of such notice or other communication.

Notice to Holders; Waiver. Where this Indenture provides for notice or other communication to Holders of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if given in writing and mailed sent, first-class postage prepaid, or by first class mail (registered or certified, return receipt requested) or sent by overnight air courier guaranteeing next Business Day delivery, email in PDF format to each Holder affected by such event, at such Holder’s its address or email address as it appears in the Security Register, not later than the latest date (if any), and not earlier than the earliest date (if any), prescribed for the giving of such notice. In any case where notice to Holders is given by mail or other communication. Any email, neither the failure to mail or email such notice, nor any defect in any notice or other communication shall also be so mailed or sent emailed, to any Person described in Section 313(c) particular Holder shall affect the sufficiency of the Trust Indenture Act, to the extent required by the Trust Indenture Act. Failure to mail or send a such notice or other communication to a Holder or any defect in it shall not affect its sufficiency with respect to other Holders. If a Holders and any notice or communication which is mailed or sent in the manner herein provided above within the time prescribed, it is shall be conclusively presumed to have been duly given, whether or not the addressee receives it. Where this Indenture provides for notice or other communication in any manner, such notice or other communication may be waived in writing by the Person entitled to receive such notice or other communicationnotice, either before or after the event, and such waiver shall be the equivalent of such notice or other communicationnotice. Waivers of notice or other communication by Holders shall be filed with the Trustee, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. If the Company mails a notice or communication to the Holders, it shall mail a copy to the Trustee at the same time. In case by reason of the suspension of regular mail service or by reason of any other cause it shall be impracticable to give such notice by mail or other communication by mailemail, then such notification as shall be made with the approval of the Trustee shall constitute a sufficient notification for every purpose hereunder. Where Notwithstanding any other provision of this Indenture or any Security, where this Indenture or any Security provides for notice or other communication with respect to of any event (including any notice of redemption or repurchase) to a Holder of a Global SecuritySecurity (whether by mail or otherwise), such notice or other communication shall be sufficiently given if given to the Depositary for such Security (or its designee), ) pursuant to the standing instructions from the Depositary or its designee, including by electronic mail in accordance with Applicable Procedures, not later than the latest date (if any), and not earlier than the earliest date (if any), prescribed for the giving of such notice or other communication.

Notice to Holders; Waiver. Where this Indenture provides for notice or other communication to Holders of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if given in writing and mailed by first mailed, first-class mail (registered or certified, return receipt requested) or sent by overnight air courier guaranteeing next Business Day deliverypostage prepaid, to each Holder affected by such event, at such Holder’s address as it appears in the Security Register, not later than the latest date (if any)date, and not earlier than the earliest date (if any)date, prescribed for the giving of such notice. In any case where notice or other communication. Any notice or other communication shall also be so mailed or sent to any Person described in Section 313(c) of Holders is given by mail, neither the Trust Indenture Act, to the extent required by the Trust Indenture Act. Failure failure to mail or send a notice or other communication to a Holder or such notice, nor any defect in it any notice so mailed, to any particular Holder shall not affect its the sufficiency of such notice with respect to other Holders. If Any notice mailed to a notice or communication is mailed or sent Holder in the manner provided above within the time prescribedherein prescribed shall be conclusively deemed to have been received by such Holder, it is duly given, regardless of whether or not the addressee such Holder actually receives itsuch notice. Where this Indenture provides for notice or other communication in any manner, such notice or other communication may be waived in writing by the Person entitled to receive such notice or other communicationnotice, either before or after the event, and such waiver shall be the equivalent of such notice or other communicationnotice. Waivers of notice or other communication by Holders shall be filed with the Trustee, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. If the Company mails a notice or communication to the Holders, In case it shall be impracticable to give such notice by mail a copy to the Trustee at the same time. In case by reason of the suspension of regular mail service or by reason of any other cause it shall be impracticable to give such notice or other communication by mailcause, then such notification as shall be made with the approval of the Trustee shall constitute a sufficient notification for every purpose hereunder. Where Notwithstanding any other provision of this Indenture or any Security, where this Indenture or any Security provides for notice or other communication with respect to of any event (including any notice of redemption or purchase) to a Holder of a Global SecuritySecurity (whether by mail or otherwise), such notice or other communication shall be sufficiently given if given to the Depositary for such Security (or its designee), Depository pursuant to its Applicable Proceduresthe standing instructions from the Depository, not later than including by electronic mail in accordance with rules and procedures of the latest date (if any), and not earlier than the earliest date (if any), prescribed for the giving of such notice or other communicationDepository.

Notice to Holders; Waiver. Where this Indenture Agreement provides for notice or other communication to Holders of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if given in writing and mailed by first mailed, first-class mail (registered or certified, return receipt requested) or sent by overnight air courier guaranteeing next Business Day deliverypostage prepaid, to each Holder affected by such event, at such Holder’s its address as it appears in the Security Register, such mailing to occur not later than the latest date (if any)date, and not earlier than the earliest date (if any)date, prescribed for the giving of such notice or other communication. Any notice or other communication shall also be so mailed or sent to notice; provided, however, that if any Person described Common Equity Units registered in Section 313(c) the name of the Trust Indenture ActDepositary or the nominee of the Depositary, then, notwithstanding anything herein to the extent required contrary, the notice may be given to the Depositary in accordance with the Depositary’s rules and practices and none of the Company, the Company’s agent or the Stock Purchase Contract Agent shall, except as set forth herein, have any obligations to the Beneficial Owners of such Common Equity Units. In any case where notice to Holders is given by mail, neither the Trust Indenture Act. Failure failure to mail or send a notice or other communication to a Holder or such notice, nor any defect in it any notice so mailed to any particular Holder, shall not affect its the sufficiency of such notice with respect to other Holders. If a notice or communication is mailed or sent in the manner provided above within the time prescribed, it is duly given, whether or not the addressee receives it. Where this Indenture Agreement provides for notice or other communication in any manner, such notice or other communication may be waived in writing by the Person entitled to receive such notice or other communicationnotice, either before or after the event, and such waiver shall be the equivalent of such notice or other communicationproviding timely notice. Waivers of notice or other communication by Holders shall be filed with the TrusteeStock Purchase Contract Agent, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. If the Company mails a notice or communication to the Holders, it shall mail a copy to the Trustee at the same time. In case by reason of the suspension of regular mail service or by reason of any other cause it shall be impracticable to give such notice or other communication by mail, then such notification as shall be made with the approval of the Trustee Stock Purchase Contract Agent shall constitute a sufficient notification for every purpose hereunder. Where this Indenture provides for notice or other communication with respect to any event to a Holder of a Global Security, such notice or other communication shall be sufficiently given if given to the Depositary for such Security (or its designee), pursuant to its Applicable Procedures, not later than the latest date (if any), and not earlier than the earliest date (if any), prescribed for the giving of such notice or other communication.

Notice to Holders; Waiver. Where this Indenture provides for notice or other communication to Holders of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if given in writing and mailed by first mailed, first-class mail (registered or certified, return receipt requested) or sent by overnight air courier guaranteeing next Business Day deliverypostage prepaid, to each Holder affected by such event, at such Holder’s his address as it appears in the Security Register, not later than the latest date (if any)date, and not earlier than the earliest date (if any)date, prescribed for the giving of such notice. In any case where notice or other communication. Any notice or other communication shall also be so mailed or sent to any Person described in Section 313(c) of Holders is given by mail, neither the Trust Indenture Act, to the extent required by the Trust Indenture Act. Failure failure to mail or send a notice or other communication to a Holder or such notice, nor any defect in it any notice so mailed, to any particular Holder shall not affect its the sufficiency of such notice with respect to other Holders. If a Any notice or communication is mailed or sent in the manner provided above within the time prescribed, it is prescribed by this Indenture shall be conclusively presumed to have been duly given, given whether or not the addressee receives itreceived by any particular Holder. Where this Indenture provides for notice or other communication in any manner, such notice or other communication may be waived in writing by the Person entitled to receive such notice or other communicationnotice, either before or after the event, and such waiver shall be the equivalent of such notice or other communicationnotice. Waivers of notice or other communication by Holders shall be filed with the Trustee, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. If the Company mails a notice or communication to the Holders, it shall mail a copy to the Trustee at the same time. In case by reason of the suspension of regular mail service or by reason of any other cause it shall be impracticable to give such notice or other communication by mail, then such notification as shall be made with the approval of the Trustee shall constitute a sufficient notification for every purpose hereunder. Where this Indenture provides for In any case where notice or other communication to Holders is given by mail, neither the failure to mail such notice, nor any defect in any notice so mailed, to any particular Holder shall affect the sufficiency of such notice with respect to any event other Holders. In the case of Global Securities, notices or communications to a Holder of a Global Security, such notice or other communication be given to Holders shall be sufficiently given if given to the Depositary for such Security (or Depository, in accordance with its designee), pursuant applicable policies from time to its Applicable Procedures, not later than the latest date (if any), and not earlier than the earliest date (if any), prescribed for the giving of such notice or other communicationtime.

Notice to Holders; Waiver. Where this Indenture provides for notice or other communication to Holders of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if given in writing and mailed by first class mail (registered or certified, return receipt requested) or sent by overnight air courier guaranteeing next Business Day delivery, to each Holder affected by such event, at such Holder’s address as it appears in the Security Register, not later than the latest date (if any), and not earlier than the earliest date (if any), prescribed for the giving of such notice or other communication. Any notice or other communication shall also be so mailed or sent to any Person described in Section 313(c) of the Trust Indenture Act, to the extent required by the Trust Indenture Act. Failure to mail or send a notice or other communication to a Holder or any defect in it shall not affect its sufficiency with respect to other Holders. If a notice or communication is mailed or sent in the manner provided above within the time prescribed, it is duly given, whether or not the addressee receives it. Where this Indenture provides for notice or other communication in any manner, such notice or other communication may be waived in writing by the Person entitled to receive such notice or other communication, either before or after the event, and such waiver shall be the equivalent of such notice or other communication. Waivers of notice or other communication by Holders shall be filed with the Trustee, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. If the Company mails a notice or communication to the Holders, it shall mail a copy to the Trustee at the same time. In case by reason of the suspension of regular mail service or by reason of any other cause it shall be impracticable to give such notice or other communication by mail, then such notification as shall be made with the approval of the Trustee shall constitute a sufficient notification for every purpose hereunder. Where Notwithstanding anything to the contrary in this Indenture or the Securities, where this Indenture provides for notice or other communication with respect to any event to a Holder of a Global Security, such notice or other communication shall be sufficiently given if given to the Depositary for such Security (or its designee), pursuant to its Applicable Procedures, . The Trustee will not later than have any liability relating to the latest date (if any), and not earlier than the earliest date (if any), prescribed for the giving contents of such any notice that it sends to any Holder pursuant to any Company Order or other communicationCompany Request.

Notice to Holders; Waiver. Where this Indenture provides for notice or other communication to Holders of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if given in writing and mailed by first class mail (registered or certified, return receipt requested) or sent by overnight air courier guaranteeing next Business Day delivery, to each Holder affected by such event, at such Holder’s address as it appears in the Security Register, not later than the latest date (if any), and not earlier than the earliest date (if any), prescribed for the giving of such notice or other communication. Any notice or other communication shall also be so mailed or sent to any Person described in Section 313(c) of the Trust Indenture Act, to the extent required by the Trust Indenture Act. Failure to mail or send a notice or other communication to a Holder or any defect in it shall not affect its sufficiency with respect to other Holders. If a notice or communication is mailed or sent in the manner provided above within the time prescribed, it is duly given, whether or not the addressee receives it. Where this Indenture provides for notice or other communication in any manner, such notice or other communication may be waived in writing by the Person entitled to receive such notice or other communication, either before or after the event, and such waiver shall be the equivalent of such notice or other communication. Waivers of notice or other communication by Holders shall be filed with the Trustee, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. If the Company an Issuer mails a notice or communication to the Holders, it shall mail a copy to the Trustee at the same time. In case by reason of the suspension of regular mail service or by reason of any other cause it shall be impracticable to give such notice or other communication by mail, then such notification as shall be made with the approval of the Trustee shall constitute a sufficient notification for every purpose hereunder. Where Notwithstanding anything to the contrary in this Indenture or the Securities, where this Indenture provides for notice or other communication with respect to any event to a Holder of a Global Security, such notice or other communication shall be sufficiently given if given to the Depositary for such Security (or its designee), pursuant to its Applicable Procedures, . The Trustee will not later than have any liability relating to the latest date (if any), and not earlier than the earliest date (if any), prescribed for the giving contents of such any notice that it sends to any Holder pursuant to any Company Order or other communicationCompany Request.

Notice to Holders; Waiver. Where (a) Except as otherwise expressly provided herein, where this Indenture provides for notice or other communication to Holders of any eventevent to Holders, such notice shall be sufficiently given (unless otherwise herein expressly provided) to Holders if given in writing and mailed by first mailed, first-class mail (registered or certified, return receipt requested) or sent by overnight air courier guaranteeing next Business Day deliverypostage prepaid, to each Holder affected by such event, at the address of such Holder’s address Holder as it appears in the Security Note Register, not later than the latest date (if any), and not earlier than the earliest date (if any), prescribed for the giving of such notice or other communicationnotice. Any notice or other communication shall also be so mailed or sent to any Person described in Section 313(c) In case by reason of the Trust Indenture Actsuspension of regular mail service, or by reason of any other cause, it shall be impracticable to give such notice to Holders by mail, then such notification as shall be made with the extent required approval of the Trustee shall constitute a sufficient notification for every purpose hereunder. In any case where notice to Holders is given by mail, neither the Trust Indenture Act. Failure failure to mail or send a notice or other communication to a Holder or such notice, nor any defect in it any notice so mailed, to any particular Holder of a Note shall not affect its the sufficiency of such notice with respect to other Holders. If a notice or communication is mailed or sent in the manner provided above within the time prescribed, it is duly given, whether or not the addressee receives it. Where this Indenture provides for notice or other communication in any manner, such notice or other communication may be waived in writing by the Person entitled to receive such notice or other communication, either before or after the event, and such waiver shall be the equivalent of such notice or other communicationnotice. Waivers of notice or other communication by Holders of Notes shall be filed with the Trustee, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. If . (b) Notwithstanding the Company mails foregoing, so long as the Notes are represented by a notice or communication Global Note, notices to, requests for consent by, and other communications to the Holders, it Holders of Regulation S Notes shall mail a copy to the Trustee at the same time. In case be given by reason delivery of the suspension of regular mail service or by reason of any other cause it shall be impracticable to give such notice relevant notice, request or other communication to DTC for further delivery to Euroclear and Clearstream for further transmittal to such Holders by mailEuroclear and Clearstream through the internal communication systems of Euroclear or Clearstream (as the case may be) from time to time utilized by them for communication with its respective member organizations. Any such notice shall be deemed to have been given on the date of its first delivery as provided above. In the event that a Global Note is exchanged in whole for Definitive Notes as provided herein, such notice shall be given by the Company by publication in one or more newspapers, in the official language of the country of publication or in the English language, customarily published on each Business Day, whether or not published on Saturdays, Sundays or holidays, and of general circulation, in such market regions as the Company shall determine are appropriate. Any such notice shall be deemed to have been given on the date on which such publication is first made. If at any time publication in any such newspaper is not practicable, then such notification in lieu thereof as shall be made with by the approval Company shall constitute sufficient provision of such notice, if such notification shall, so far as may be practicable, approximate the terms and conditions of the Trustee shall constitute a sufficient notification for every purpose hereunderpublication in lieu of which it is given. Where this Indenture provides for Neither the failure to give notice or other communication with respect nor any defect in any notice given to any event particular Holder shall affect the sufficiency of any notice to a Holder any other Holder. (c) The costs of a Global Security, any such notice or other communication to Holders as provided in this Section 15.2 shall be sufficiently given if given to paid by the Depositary for such Security (or its designee), pursuant to its Applicable Procedures, not later than the latest date (if any), and not earlier than the earliest date (if any), prescribed for the giving of such notice or other communicationCompany.

Notice to Holders; Waiver. Where this Indenture provides for notice or other communication of any event to Holders of any eventRegistered Securities by the Company or the Trustee, such notice shall be sufficiently given (unless otherwise herein expressly provided) if given in writing and mailed by first mailed, first-class mail (registered or certifiedpostage prepaid, return receipt requested) or sent by overnight air courier guaranteeing next Business Day day delivery, by facsimile or by electronic mail to each such Holder affected by such event, at such Holder’s his address, facsimile number or email address as it appears in the Security Register, not later than the latest date (if any)date, and not earlier than the earliest date (if any)date, prescribed for the giving of such notice or other communicationnotice. Any notice or other communication shall also be so mailed or sent delivered to any Person described in TIA Section 313(c) of the Trust Indenture Act), to the extent required by the Trust Indenture ActTIA. Failure In any case where notice to mail or Holders of Registered Securities is given as provided herein, neither the failure to send a notice or other communication to a Holder or such notice, nor any defect in it any notice so sent, to any particular Holder shall not affect its the sufficiency of such notice with respect to other HoldersHolders of Registered Securities. If a Any notice or communication is mailed or sent to a Holder in the manner provided above within the time prescribed, it is duly givenherein prescribed shall be conclusively deemed to have been received by such Holder, whether or not such Holder actually receives such notice. In the addressee receives itcase of a global Security, notices shall be given in accordance with the applicable procedures of the Depositary. Notwithstanding any other provision of this Indenture or any Note, where this Indenture or any Note provides for notice of any event (including any notice of redemption or repurchase) to a Holder of a global Security (whether by mail or otherwise), such notice shall be sufficiently given if given to the Depositary (or its designee) pursuant to the standing instructions from the Depositary or its designee, including by electronic mail in accordance with Applicable Procedures. If by reason of the suspension of or irregularities in regular mail service or by reason of any other cause it shall be impracticable to give such notice by mail, then such notification to Holders of Registered Securities as shall be made with the approval of the Trustee shall constitute a sufficient notification to such Holders for every purpose hereunder. Any request, demand, authorization, direction, notice, consent or waiver required or permitted under this Indenture shall be in the English language, except that any published notice may be in an official language of the country of publication. Where this Indenture provides for notice or other communication in any manner, such notice or other communication may be waived in writing by the Person entitled to receive such notice or other communicationnotice, either before or after the event, and such waiver shall be the equivalent of such notice or other communicationnotice. Waivers of notice or other communication by Holders shall be filed with the Trustee, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. If the Company mails a notice or communication to the Holders, it shall mail a copy to the Trustee at the same time. In case by reason of the suspension of regular mail service or by reason of any other cause it shall be impracticable to give such notice or other communication by mail, then such notification as shall be made with the approval of the Trustee shall constitute a sufficient notification for every purpose hereunder. Where this Indenture provides for notice or other communication with respect to any event to a Holder of a Global Security, such notice or other communication shall be sufficiently given if given to the Depositary for such Security (or its designee), pursuant to its Applicable Procedures, not later than the latest date (if any), and not earlier than the earliest date (if any), prescribed for the giving of such notice or other communication.