Common use of Redemption and Repurchase; Discharge Prior to Redemption or Maturity Clause in Contracts

Redemption and Repurchase; Discharge Prior to Redemption or Maturity. Except as set forth in the next three paragraphs, the 2019 Notes are not redeemable at the option of the Issuers. There will be no mandatory redemption or sinking fund payments applicable to the 2019 Notes. At any time prior to December 15, 2014, the Issuers may redeem the 2019 Notes, in whole or in part, on not less than 30 nor more than 60 days’ prior notice, by paying a redemption price equal to 100% of the principal amount of the 2019 Notes to be redeemed plus the Applicable Premium as of, and accrued and unpaid interest, if any, to, the applicable redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date). At any time and from time to time on or after December 15, 2014, the Issuers may redeem the 2019 Notes, in whole or in part, at a redemption price equal to the percentage of principal amount set forth below plus accrued and unpaid interest to the redemption date. 2014 104.250 % 2015 102.833 % 2016 101.417 % 2017 and thereafter 100.000 % At any time and from time to time prior to December 15, 2012, the Issuers may redeem the 2019 Notes with the net cash proceeds received by the Company from one or more Equity Offerings at a redemption price equal to 108.500% of the principal amount plus accrued and unpaid interest to the redemption date, in an aggregate principal amount for all such redemptions not to exceed 35% of the original aggregate principal amount of the 2019 Notes, including Additional Notes that are 2019 Notes, provided that (1) in each case, the redemption takes place not later than 90 days after the closing of the related Equity Offering, and (2) not less than 65% of the aggregate principal amount of the 2019 Notes originally issued on the Issue Date remains outstanding immediately thereafter. If the Issuers deposit with the Securities Administrator money or U.S. Government Obligations sufficient to pay the then outstanding principal of, premium, if any, and accrued interest on the Notes to redemption or maturity, the Issuers may in certain circumstances be discharged from the Indenture and the Notes or may be discharged from certain of its obligations under certain provisions of the Indenture.

Redemption and Repurchase; Discharge Prior to Redemption or Maturity. Except as set forth in the next three paragraphsdescribed below, the 2019 Notes are not redeemable at the Company’s option of the Issuersuntil May 15, 2014. There will be no mandatory redemption or sinking fund payments applicable to the 2019 Notes. At any time prior to December On and after May 15, 2014, the Issuers Company may redeem the 2019 Notes, in whole or in part, on upon not less than 30 nor more than 60 days’ prior noticenotice by first class mail, by paying postage prepaid, with a redemption price equal copy to 100% the Trustee, to each Holder of the principal amount of the 2019 Notes to be redeemed the address of such Holder appearing in the security register at the redemption prices (expressed as percentages of principal amount) set forth below, plus the Applicable Premium as of, and accrued and unpaid interestinterest thereon, if any, to, to the applicable redemption date (date, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date). At any time and from time to time Interest Payment Date, if redeemed during the twelve-month period beginning on or after December 15, 2014, May 15 of each of the Issuers may redeem the 2019 Notes, in whole or in part, at a redemption price equal to the percentage of principal amount set forth below plus accrued and unpaid interest to the redemption date. years indicated below: Year Percentage 2014 104.250 106.250 % 2015 102.833 103.125 % 2016 101.417 % 2017 and thereafter 100.000 % At In addition, at any time and from time to time prior to December May 15, 20122014, the Issuers Company may redeem all or any portion of the 2019 Notes with the net cash proceeds received by the Company from one or more Equity Offerings outstanding at a redemption price equal to 108.500100% of the aggregate principal amount of the Notes to be redeemed, together with accrued and unpaid interest to such redemption date (subject to the rights of Holders of record of the Notes on the relevant record date to receive payments of interest on the related Interest Payment Date), plus the Make Whole Amount. At any time prior to May 15, 2013, the Company may redeem up to 35% of the initial principal amount of the Notes with the Net Cash Proceeds of from one or more sales of its Capital Stock (other than Disqualified Stock and other than a sale to a Subsidiary) at a redemption price equal to 112.500% of their principal amount, plus accrued and unpaid interest (subject to the redemption date, in an aggregate principal amount for all such redemptions not rights of Holders of record on a record date to exceed 35% of receive interest on the original aggregate principal amount of the 2019 Notes, including Additional Notes that are 2019 Notesrelated Interest Payment Date), provided that (1) in each case, the redemption takes place not later than 90 days after the closing of the related Equity Offering, and (2) not less than that at least 65% of the aggregate principal amount of the 2019 Notes originally issued on the Issue Date under this Indenture remains outstanding immediately thereafterafter each such redemption and notice of any such redemption is mailed within 90 days of each such sale of Capital Stock. This Note is subject to optional redemption, and may be the subject of an Offer to Purchase, as further described in the Indenture. There is no sinking fund or mandatory redemption applicable to this Note. If the Issuers deposit Company deposits with the Securities Administrator Trustee money or U.S. Government Obligations sufficient to pay the then outstanding principal of, premium, if any, and accrued interest on the Notes to redemption or maturity, the Issuers Company may in certain circumstances be discharged from the Indenture and the Notes or may be discharged from certain of its obligations under certain provisions of the Indenture.

Redemption and Repurchase; Discharge Prior to Redemption or Maturity. Except as set forth in the next three paragraphs, the 2019 Notes are not redeemable at the option of the IssuersCompany. There will be no mandatory redemption or sinking fund payments applicable to for the 2019 Notes. At any time and from time to time prior to December 15August 1, 2014, the Issuers Company may redeem the 2019 Notes, in whole or in part, on not less than 30 nor more than 60 days’ prior notice, by paying a redemption price equal to 100% of the principal amount of the 2019 Notes to be redeemed plus the Applicable Premium as of, and accrued and unpaid interest, if any, to, the applicable redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date). At any time and from time to time on or after December 15August 1, 2014, the Issuers Company may redeem the 2019 Notes, in whole or in part, at a redemption price equal to the percentage of principal amount set forth below plus accrued and unpaid interest to the redemption date. 2014 104.250 105.719 % 2015 102.833 103.813 % 2016 101.417 101.906 % 2017 and thereafter 100.000 % At any time and from time to time prior to December 15August 1, 20122014, the Issuers Company may redeem the 2019 Notes with the net cash proceeds received by the Company from one or more Equity Offerings at a redemption price equal to 108.500107.625% of the principal amount plus accrued and unpaid interest to the redemption date, in an aggregate principal amount for all such redemptions not to exceed 35% of the original aggregate principal amount of the 2019 Notes, including Additional Notes that are 2019 Notes, provided that: (1) in each case, the redemption takes place not later than 90 180 days after the closing of the related Equity Offering, and (2) not less than 6550% of the aggregate principal amount of the 2019 Notes originally issued on the Issue Date remains outstanding immediately thereafter. If the Issuers deposit Company deposits with the Securities Administrator Trustee money or U.S. Government Obligations sufficient to pay the then outstanding principal of, premium, if any, and accrued interest on the Notes to redemption or maturity, the Issuers Company may in certain circumstances be discharged from the Indenture and the Notes or may be discharged from certain of its obligations under certain provisions of the Indenture.

Redemption and Repurchase; Discharge Prior to Redemption or Maturity. Except as set forth in the next three paragraphs, the 2019 2017 Notes are not redeemable at the option of the Issuers. There will be no mandatory redemption or sinking fund payments applicable to the 2019 Notes. At any time prior to December 15, 20142013, the Issuers may redeem the 2019 2017 Notes, in whole or in part, on not less than 30 nor more than 60 days’ prior notice, by paying a redemption price equal to 100% of the principal amount of the 2019 2017 Notes to be redeemed plus the Applicable Premium as of, and accrued and unpaid interest, if any, to, the applicable redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date). At any time and from time to time on or after December 15, 20142013, the Issuers may redeem the 2019 2017 Notes, in whole or in part, at a redemption price equal to the percentage of principal amount set forth below plus accrued and unpaid interest to the redemption date. 2013 104.125 % 2014 104.250 102.063 % 2015 102.833 % 2016 101.417 % 2017 and thereafter 100.000 % At any time and from time to time prior to December 15, 2012, the Issuers may redeem the 2019 2017 Notes with the net cash proceeds received by the Company from one or more Equity Offerings at a redemption price equal to 108.500108.250% of the principal amount plus accrued and unpaid interest to the redemption date, in an aggregate principal amount for all such redemptions not to exceed 35% of the original aggregate principal amount of the 2019 2017 Notes, including Additional Notes that are 2019 2017 Notes, provided that (1) in each case, the redemption takes place not later than 90 days after the closing of the related Equity Offering, and (2) not less than 65% of the aggregate principal amount of the 2019 Notes originally issued on the Issue Date remains outstanding immediately thereafter. If the Issuers deposit with the Securities Administrator money or U.S. Government Obligations sufficient to pay the then outstanding principal of, premium, if any, and accrued interest on the Notes to redemption or maturity, the Issuers may in certain circumstances be discharged from the Indenture and the Notes or may be discharged from certain of its obligations under certain provisions of the Indenture.