Common use of Rights of Redemption Clause in Contracts

Rights of Redemption. (a) Except as described in this subsection (a) or subsection (c) hereof, the Securities may not be redeemed until November 1, 2013. At any time prior to November 1, 2013, upon not less than 15 nor more than 60 days’ prior notice as provided for in Section 1105, the Issuer may redeem the Securities, in whole but not in part, at a redemption price equal to 100% of the principal amount of the Securities redeemed plus the Applicable Premium plus accrued and unpaid interest, if any, to the Redemption Date, subject to the rights of Holders of Securities on the relevant Record Date to receive interest due on the relevant Interest Payment Date. (b) From and after November 1, 2013, the Issuer may redeem the Securities, in whole or, from time to time, in part, upon not less than 15 nor more than 60 days’ prior notice as provided for in Section 1105 at the redemption prices (expressed as percentages of principal amount of the Securities to be redeemed), plus accrued and unpaid interest thereon, if any, to the applicable Redemption Date (subject to the right of Holders of Securities of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date) if redeemed during the twelve-month period beginning on November 1 of each of the years indicated below: 2013 104.625 % 2014 102.313 % 2015 and thereafter 100.000 % (c) At any time on or prior to November 1, 2012, the Issuer may redeem up to 35% of the principal amount of Securities issued under this Indenture with the net proceeds of one or more Equity Offerings of the Issuer at 109.25% of the aggregate principal amount, together with accrued and unpaid interest, if any, to the Redemption Date (subject to the right of Holders of record on relevant record dates to receive interest due on an Interest Payment Date); provided that: (i) at least 65% of the original principal amount of the Securities (calculated after giving effect to any issuance of Additional Securities) remains Outstanding after each such redemption; and (ii) the redemption occurs within 90 days after the closing of such Equity Offering. Notice of any redemption upon any Equity Offering may be given prior to the completion of such Equity Offering, and any such redemption or notice may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of the related Equity Offering.

Rights of Redemption. (a) Except as described in this subsection (a) or subsection (c) hereof, the Securities may not be redeemed until November 1, 2013. At any time prior to November October 1, 2013, upon not less than 15 nor more than 60 days’ prior notice as provided for in Section 11052017, the Issuer Company may redeem the Securities, in whole but not or in part, on not less than 30 nor more than 90 days’ prior notice to the Holders, in amounts of $2,000 or an integral multiple of $1,000 in excess thereof, at a redemption price equal to 100% of the principal amount of the Securities redeemed thereof plus the Applicable Premium plus accrued as of, and unpaid interest, if any, to the Redemption Date, subject to the rights of Holders of Securities on the relevant Record Date to receive interest due on the relevant Interest Payment Date. (b) From and after November 1, 2013, the Issuer may redeem the Securities, in whole or, from time to time, in part, upon not less than 15 nor more than 60 days’ prior notice as provided for in Section 1105 at the redemption prices (expressed as percentages of principal amount of the Securities to be redeemed), plus accrued and unpaid interest thereon, if any, to to, the applicable Redemption Date date of redemption (subject to the right rights of Holders of Securities of record on the relevant Regular Record Date Dates and Special Record Dates to receive interest due on the relevant Interest Payment Date) if redeemed during the twelve-month period beginning on November 1 of each of the years indicated below: 2013 104.625 % 2014 102.313 % 2015 Dates and thereafter 100.000 % (c) At Special Payment Dates). The Securities are subject to redemption at any time on or prior to November after October 1, 2012, 2017 at the Issuer may redeem up to 35% option of the principal amount Company, in whole or in part, subject to the conditions, and at the Redemption Prices, specified in the form of Securities issued under this Indenture with the net proceeds of one or more Equity Offerings of the Issuer at 109.25% of the aggregate principal amountSecurity, together with accrued and unpaid interest, if any, to the Redemption Date (subject to the right of Holders of record on relevant Regular Record Dates and Special Record Dates to receive interest due on relevant Interest Payment Dates and Special Payment Dates). In addition, at any time prior to October 1, 2015, the Company, at its option, may use the Net Cash Proceeds of one or more Equity Offerings to redeem up to an aggregate of 40% of the aggregate principal amount of the Securities issued under this Indenture at a redemption price equal to 105.75% of the aggregate principal amount of the Securities redeemed, plus accrued and unpaid interest, if any, to the Redemption Date (subject to the rights of Holders of record dates on relevant Regular Record Dates and Special Record Dates to receive interest due on an Interest Payment Date); provided that: (i) at . At least 6560% of the original aggregate principal amount of Securities issued under this Indenture shall remain outstanding immediately after the Securities (calculated after giving effect to any issuance occurrence of Additional Securities) remains Outstanding after each such redemption; and (ii) . In order to effect this redemption, the Company must deliver a notice of redemption occurs within 90 no later than 30 days after the closing of such Equity Offering. Notice of any redemption upon any Equity Offering may be given prior to the completion of such Equity Offering, and any such redemption or notice may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of the related Equity Offering and must complete such redemption within 90 days of the closing of the Equity Offering.

Rights of Redemption. (a) Except as described in this subsection (a) The Securities are subject to redemption at any time on or subsection (c) hereof, the Securities may not be redeemed until November after May 1, 2013. At any time prior to November 1, 2013, upon not less than 15 nor more than 60 days’ prior notice as provided for in Section 1105, 2016 at the Issuer may redeem option of the SecuritiesCompany, in whole but not or in part, at a redemption price equal to 100% of the principal amount of the Securities redeemed plus the Applicable Premium plus accrued and unpaid interest, if any, to the Redemption Date, subject to the rights of Holders of Securities on the relevant Record Date to receive interest due on the relevant Interest Payment Date. (b) From conditions, and after November 1, 2013, the Issuer may redeem the Securities, in whole or, from time to time, in part, upon not less than 15 nor more than 60 days’ prior notice as provided for in Section 1105 at the redemption prices (expressed Redemption Prices, specified in the Form of Security attached as percentages of principal amount of the Securities to be redeemed), plus accrued and unpaid interest thereon, if any, to the applicable Redemption Date (subject to the right of Holders of Securities of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date) if redeemed during the twelve-month period beginning on November 1 of each of the years indicated below: 2013 104.625 % 2014 102.313 % 2015 and thereafter 100.000 % (c) At any time on or prior to November 1, 2012, the Issuer may redeem up to 35% of the principal amount of Securities issued under this Indenture with the net proceeds of one or more Equity Offerings of the Issuer at 109.25% of the aggregate principal amountExhibit A hereto, together with accrued and unpaid interest, if any, to the Redemption Date Date. (subject b) In addition, at any time prior to May 1, 2016, the Company, at its option, may use the net proceeds of one or more Equity Offerings to redeem up to an aggregate of 35% of the aggregate principal amount of Securities issued under this Indenture (including the principal amount of any Additional Securities) at a redemption price equal to 105.50% of the aggregate principal amount thereof, plus accrued and unpaid interest thereon, if any, to the right of Holders of record on relevant record dates to receive interest due on an Interest Payment Redemption Date); provided that: (i) that at least 65% of the original initial aggregate principal amount of Securities (including the principal amount of any Additional Securities) remains outstanding immediately after the occurrence of such redemption. In order to effect the foregoing redemption, the Company must deliver a notice of redemption no later than 30 days after the closing of the related Equity Offering and must consummate such redemption within 60 days of the closing of the Equity Offering. (c) In addition, at any time prior to May 1, 2016, the Company may redeem the Securities at its option, in whole at any time or in part from time to time, upon not less than 30 nor more than 60 days’ notice at a Redemption Price equal to 101% of the principal amount of the Securities redeemed plus the Applicable Premium, plus accrued and unpaid interest, if any, to the applicable Redemption Date. (calculated after giving effect d) In addition, if upon the earlier to any issuance occur of Additional Securities(I) remains Outstanding after each March 15, 2017 (or if such redemption; and day is not a Business Day, the immediately succeeding Business Day), if the Trustee has not received on or within five days prior to such date an Officers’ Certificate, in the form attached hereto as Exhibit E, stating that (i) the Company’s Consolidated EBITDA is at least equal to or greater than $35 million for the most recent four full fiscal quarters for which financial statements are available as of such date and (ii) the redemption occurs within 90 days after Company’s Consolidated Fixed Charge Coverage Ratio is at least equal to or greater than 3.25 to 1.00 for the closing most recent four full fiscal quarters for which financial statements are available as of such Equity Offering. Notice of any redemption upon any Equity Offering date or (II) the date on which the Company notifies the Trustee in writing (which date may be given at any time on or after March 1, 2017 (or if such day is not a Business Day, the immediately succeeding Business Day) but on or prior to March 15, 2017 (or if such day is not a Business Day, the completion immediately succeeding Business Day)) that the Company cannot or will not deliver the Officers’ Certificate described in the foregoing subclause (I) (the earliest such event, a “Special Mandatory Offer Event”), then, unless the Company has given on or prior to Xxxxx 00, 0000 (xxx not withdrawn) a notice of such Equity Offering, and any such redemption or notice may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of all of the related Equity OfferingSecurities, the Company will make an offer to purchase (the “Special Mandatory Offer to Purchase”) all of the Securities in accordance with the procedures set forth in this Indenture, in cash in an amount (the “Special Mandatory Offer Price”) equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date of purchase (the “Special Mandatory Purchase Date”). In the event that the Trustee receives an Officer’s Certificate described in subclause (I) of the preceding sentence on or within five days prior to March 15, 2017, the Company will be under no obligation to make a Special Mandatory Offer to Purchase.

Rights of Redemption. (a) Except as described in this subsection (a) or subsection (c) hereof, the The Securities may not be redeemed until November 1redeemed, 2013. At at the Company’s option, in whole or from time to time in part, at any time prior to November 1on or after March 15, 20132007, upon not less than 15 30 nor more than 60 days’ prior notice by first class mail to each Holder of Securities to be redeemed at its address appearing in the Security Register and prior to Maturity at the following redemption prices (“Redemption Prices”), expressed as provided percentages of the principal amount, plus accrued interest to the dated fixed for in Section 1105such redemption (the “Redemption Date”), subject to the right of Holders of record on the relevant Regular Record Date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date. If less than all of the Securities are to be redeemed, the Issuer may redeem Trustee shall select the SecuritiesSecurities or portions thereof to be redeemed pro rata, by lot or by any other method the Trustee shall deem fair and reasonable. (b) If redeemed during the twelve-month period beginning March 15, in whole but not in partthe year indicated, at a redemption price equal to the Redemption Price shall be: 2007 104.000 % 2008 102.667 % 2009 101.333 % and thereafter 100% of the principal amount of the Securities redeemed plus the Applicable Premium plus amount, in each case together with accrued and unpaid interest, if any, to the Redemption Date, subject to the rights of Holders of Securities on the relevant Record Date to receive interest due on the relevant Interest Payment Date. (b) From and after November 1, 2013, the Issuer may redeem the Securities, in whole or, from time to time, in part, upon not less than 15 nor more than 60 days’ prior notice as provided for in Section 1105 at the redemption prices (expressed as percentages of principal amount of the Securities to be redeemed), plus accrued and unpaid interest thereon, if any, to the applicable Redemption Date (subject to the right of the Holders of Securities of record on the relevant Record Date record dates to receive interest due on the relevant an Interest Payment Date) if redeemed during the twelve-month period beginning on November 1 of each of the years indicated below: 2013 104.625 % 2014 102.313 % 2015 and thereafter 100.000 %). (c) At any time on or prior to November 1March 15, 20122005, the Issuer Company may redeem up to 3525% of the principal amount of Securities issued under this the Indenture with the net proceeds of one or more a Public Equity Offerings Offering of the Issuer Company at 109.25108.000% of the aggregate principal amount, together with accrued and unpaid interest, if any, to the Redemption Date (subject to the right of Holders of record on relevant record dates to receive interest due on an Interest Payment Date); provided that: (i) at least 65% of the original principal amount of the Securities (calculated after giving effect to any issuance of Additional Securities) remains Outstanding after each such redemption; and (ii) the redemption occurs within 90 days after the closing of such Equity Offering. Notice of any redemption upon any Equity Offering may be given prior to the completion of such Equity Offering, and any such redemption or notice may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of the related Equity Offering.”

Rights of Redemption. (a) Except as described in this subsection (a) or subsection (c) hereof, the The Securities may not be redeemed until November 1, 2013. At are subject to redemption at any time prior to November 1on or after May 15, 20132004, upon not less than 15 nor more than 60 days’ prior notice as provided for in Section 1105, at the Issuer may redeem option of the SecuritiesIssuers, in whole but not or in part, at a redemption price equal to 100% of the principal amount of the Securities redeemed plus the Applicable Premium plus accrued and unpaid interest, if any, to the Redemption Date, subject to the rights of Holders of Securities on the relevant Record Date to receive interest due on the relevant Interest Payment Date. (b) From conditions, and after November 1, 2013, the Issuer may redeem the Securities, in whole or, from time to time, in part, upon not less than 15 nor more than 60 days’ prior notice as provided for in Section 1105 at the redemption prices (expressed as percentages Redemption Prices, specified in the form of principal amount of the Securities to be redeemed), plus accrued and unpaid interest thereon, if any, to the applicable Redemption Date (subject to the right of Holders of Securities of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date) if redeemed during the twelve-month period beginning on November 1 of each of the years indicated below: 2013 104.625 % 2014 102.313 % 2015 and thereafter 100.000 % (c) At any time on or prior to November 1, 2012, the Issuer may redeem up to 35% of the principal amount of Securities issued under this Indenture with the net proceeds of one or more Equity Offerings of the Issuer at 109.25% of the aggregate principal amountSecurity, together with accrued and unpaid interest, if any, to the Redemption Date (subject to the right of Holders of record on relevant Regular Record Dates and Special Record Dates to receive interest due on relevant Interest Payment Dates and Special Payment Dates). (b) In addition, at any time prior to May 15, 2002, the Issuers, at their option, may use the net proceeds of one or more Public Equity Offerings to redeem up to an aggregate of 35% of the aggregate principal amount of Securities issued under this Indenture (including the principal amount of any Additional Securities) at a redemption price equal to 111% of the aggregate principal amount thereof, plus accrued and unpaid interest thereon, if any, to the Redemption Date; provided that at least 65% of the initial aggregate principal amount of Securities (including the principal amount of any Additional Securities) remains outstanding immediately after the occurrence of such redemption. In order to effect the foregoing redemption, the Company must mail a notice of redemption no later than 20 days after the closing of the related Public Equity Offering and must consummate such redemption within 45 days of the closing of the Public Equity Offering. (c) In addition, the Securities may be redeemed upon a Change of Control at any time prior to May 15, 2004, at the option of the Issuers, in whole and not in part, within 60 days of such Change of Control at a redemption price equal to (i) 100% of the principal amount of the Securities, plus (ii) accrued interest to the Redemption Date (subject to the rights of Holders of record on relevant record dates to receive interest due on an Interest Payment Date); provided that: interest payment date) plus (iiii) at least 65% the Applicable Premium, if any. In no event will the redemption price of the original Securities be less than 105.5% (the Redemption Price for the Securities on May 15, 2004) of the principal amount of the Securities (calculated after giving effect to any issuance of Additional Securities) remains Outstanding after each such redemption; and (ii) the redemption occurs within 90 days after the closing of such Equity Offering. Notice of any redemption upon any Equity Offering may be given prior , plus accrued interest to the completion of such Equity Offering, and any such redemption or notice may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of the related Equity Offeringapplicable Redemption Date.

Rights of Redemption. (a) Except as described in this subsection (a) or subsection (c) hereof, the The Securities may not be redeemed until November 1redeemed, 2013. At at the Company’s option, in whole or from time to time in part, at any time prior to November 1on or after December 15, 20132006, upon not less than 15 30 nor more than 60 days’ prior notice by first class mail to each Holder of Securities to be redeemed at its address appearing in the Security Register and prior to Maturity at the following redemption prices (“Redemption Prices”), expressed as provided percentages of the principal amount, plus accrued interest to the dated fixed for in Section 1105such redemption (the “Redemption Date”), subject to the right of Holders of record on the relevant Regular Record Date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date. If less than all of the Securities are to be redeemed, the Issuer may redeem Trustee shall select the SecuritiesSecurities or portions thereof to be redeemed pro rata, by lot or by any other method the Trustee shall deem fair and reasonable. (b) If redeemed during the twelve-month period beginning December 15, in whole but not in partthe year indicated, at a redemption price equal to the Redemption Price shall be: 2006 104.375 % 2007 102.917 % 2008 101.458 % and thereafter 100% of the principal amount of the Securities redeemed plus the Applicable Premium plus amount, in each case together with accrued and unpaid interest, if any, to the Redemption Date, subject to the rights of Holders of Securities on the relevant Record Date to receive interest due on the relevant Interest Payment Date. (b) From and after November 1, 2013, the Issuer may redeem the Securities, in whole or, from time to time, in part, upon not less than 15 nor more than 60 days’ prior notice as provided for in Section 1105 at the redemption prices (expressed as percentages of principal amount of the Securities to be redeemed), plus accrued and unpaid interest thereon, if any, to the applicable Redemption Date (subject to the right of the Holders of Securities of record on the relevant Record Date record dates to receive interest due on the relevant an Interest Payment Date) if redeemed during the twelve-month period beginning on November 1 of each of the years indicated below: 2013 104.625 % 2014 102.313 % 2015 and thereafter 100.000 %). (c) At any time on or prior to November 1December 15, 20122004, the Issuer Company may redeem up to 3525% of the principal amount of Securities issued under this the Indenture with the net proceeds of one or more a Public Equity Offerings Offering of the Issuer Company at 109.25108.75% of the aggregate principal amount, together with accrued and unpaid interest, if any, to the Redemption Date (subject to the right of Holders of record on relevant record dates to receive interest due on an Interest Payment Date); provided that: (i) at least 65% of the original principal amount of the Securities (calculated after giving effect to any issuance of Additional Securities) remains Outstanding after each such redemption; and (ii) the redemption occurs within 90 days after the closing of such Equity Offering. Notice of any redemption upon any Equity Offering may be given prior to the completion of such Equity Offering, and any such redemption or notice may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of the related Equity Offering.”

Rights of Redemption. (a) Except as described in this subsection (a) or subsection (c) In addition to the provisions of Sections 4.13 and 11.1 hereof, the Securities may not be redeemed until November are subject to redemption at any time on or after January 1, 2013. At any time prior to November 12009, 2013, upon not less than 15 nor more than 60 days’ prior notice as provided for in Section 1105, at the Issuer may redeem option of the SecuritiesIssuer, in whole but not or in part, subject to the conditions, and at a redemption price equal to 100% the Redemption Prices, specified in the form of the principal amount of the Securities redeemed plus the Applicable Premium plus Security attached hereto as Exhibit A, together with accrued and unpaid interest, if any, to to, but not including, the Redemption Date, Date (subject to the rights of Holders of Securities on the relevant Record Date Dates to receive interest due on the relevant an Interest Payment Date). (b) From and after November In addition, at any time prior to January 1, 20132009, the Issuer Issuer, at its option, may use the net cash proceeds of one or more Equity Offerings in a single transaction or a series of related transactions to redeem up to an aggregate of 35% of the Securities, in whole or, from time to time, in part, upon not less than 15 nor more than 60 days’ prior notice as provided for in Section 1105 at the redemption prices (expressed as percentages of aggregate principal amount of Securities issued under this Indenture (including Additional Securities) at a Redemption Price equal to 110.0% of the Securities to be redeemed)aggregate principal amount thereof, plus accrued and unpaid interest thereon, if any, to the applicable Redemption Date (subject to the right of Holders of Securities of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date) if redeemed during the twelve-month period beginning on November 1 of each of the years indicated below: 2013 104.625 % 2014 102.313 % 2015 and thereafter 100.000 % (c) At any time on or prior to November 1to, 2012but not including, the Issuer may redeem up to 35% of the principal amount of Securities issued under this Indenture with the net proceeds of one or more Equity Offerings of the Issuer at 109.25% of the aggregate principal amount, together with accrued and unpaid interest, if any, to the Redemption Date (subject to the right rights of Holders of record on relevant record dates Record Dates to receive interest due on an Interest Payment Date); provided that: (i) that at least 65% of the original aggregate principal amount of Securities (including Additional Securities) remains outstanding immediately after the occurrence of such redemption; provided further that any such redemption may not occur in connection with a Change of Control. In order to effect the foregoing redemption, the Issuer must consummate such redemption within 90 days of the closing of the Equity Offering. (c) In addition, the Securities may be redeemed upon a Change of Control at any time prior to January 1, 2009, at the option of the Issuer, in whole and not in part, within 60 days of such Change of Control. Prior to January 1, 2008, the Redemption Price will be equal to (i) 110.0% of the principal amount of the Securities (calculated after giving effect to any issuance of Additional Securities) remains Outstanding after each such redemption; and , plus (ii) accrued interest to, but not including, the redemption occurs within 90 days Redemption Date (subject to the rights of Holders on relevant Record Dates to receive interest due on an Interest Payment Date). On or after January 1, 2008, but prior to January 1, 2009, the closing Redemption Price will be equal to (i) 100% of such Equity Offering. Notice the principal amount of any redemption upon any Equity Offering the Securities, plus (ii) accrued interest to, but not including, the Redemption Date (subject to the rights of Holders on relevant Record Dates to receive interest due on an Interest Payment Date) plus (iii) the Applicable Premium, if any. (d) In addition, the Securities may be given redeemed at any time prior to the completion of such Equity OfferingJanuary 1, and any such redemption or notice may2009, at the option of the Issuer’s discretion, in whole but not in part, with the Net Cash Proceeds of a sale of assets that would be subject considered an Asset Sale, within 60 days of such sale of assets. Prior to one or more conditions precedentJanuary 1, including2008, the Redemption Price will be equal to (i) 110.0% of the principal amount of the Securities, plus (ii) accrued interest to, but not limited including, the Redemption Date (subject to the rights of Holders on relevant Record Dates to receive interest due on an Interest Payment Date). On or after January 1, 2008 but prior to January 1, 2009, the Redemption Price will be equal to (i) 100% of the principal amount of the Securities, plus (ii) accrued interest to, completion but not including, the Redemption Date (subject to the rights of Holders on relevant Record Dates to receive interest due on an Interest Payment Date), plus (iii) the related Equity OfferingApplicable Premium, if any.

Rights of Redemption. (a) Except as described in this subsection (a) or subsection (c) hereof, the Securities may not be redeemed until November 1, 2013. At any time prior to November September 1, 20132022, the Company may, at its option, redeem all or a part of the Notes, upon not less than 15 10 nor more than 60 days’ prior notice as provided for in Section 1105, the Issuer may redeem the Securitiesnotice, in whole but not amounts of $2,000 or an integral multiple of $1,000 in partexcess thereof, at a redemption price Redemption Price equal to the sum of (i) 100% of the principal amount of the Securities redeemed thereof plus (ii) the Applicable Premium as of the Redemption Date, plus (iii) accrued and unpaid interest, if any, on the Notes redeemed, to the Redemption Date, Date (subject to the rights of Holders of Securities record on the relevant Regular Record Date Dates to receive interest due on the relevant an Interest Payment Date). (b) From and The Notes shall be subject to redemption at any time on or after November September 1, 20132022, at the Issuer may redeem option of the SecuritiesCompany, in whole or, from time to time, or in part, upon on not less than 15 10 nor more than 60 days’ prior notice as provided for notice, in Section 1105 amounts of $2,000 or an integral multiple of $1,000 in excess thereof, at the redemption prices following Redemption Prices (expressed as percentages of the principal amount of the Securities to be redeemedamount), plus accrued and unpaid interest thereon, if any, to the applicable Redemption Date (subject to the right of Holders of Securities of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date) if redeemed during the twelve-month period beginning on November 1 of in each of the years indicated below: 2013 104.625 % 2014 102.313 % 2015 and thereafter 100.000 % (c) At any time on or prior to November 1, 2012, the Issuer may redeem up to 35% of the principal amount of Securities issued under this Indenture with the net proceeds of one or more Equity Offerings of the Issuer at 109.25% of the aggregate principal amountcase, together with accrued and unpaid interest, if any, to the Redemption Date (subject to the right rights of Holders of record on relevant record dates Regular Record Dates to receive interest due on an Interest Payment Date); provided that:, if redeemed during the 12-month period beginning September 1 of the years indicated below: ​ ​ September 1, 2022 101.750% September 1, 2023 100.875% September 1, 2024 and thereafter 100.000% ​ ​ (ic) Notwithstanding the provisions of Section 11.8(a), at least 65any time prior to September 1, 2022, the Company, at its option, may use the Net Cash Proceeds of one or more Equity Offerings to redeem up to an aggregate of 40% of the original aggregate principal amount of the Securities Notes issued under this Indenture at a Redemption Price equal to 103.500% of the aggregate principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the Redemption Date (calculated subject to the rights of Holders of record on relevant Regular Record Dates to receive interest due on an Interest Payment Date). At least 50% of the aggregate principal amount of Notes issued under this Indenture must remain outstanding immediately after giving effect to any issuance the occurrence of Additional Securities) remains Outstanding after each such redemption; and (ii) . In order to effect this redemption, the Company must complete such redemption occurs within 90 180 days after of the closing of such the Equity Offering. . (d) Notwithstanding the foregoing, in connection with any tender offer for the Notes (including, but not limited to, in connection with any Change of Control Offer, Offer in connection with Section 10.12(c) or Alternate Offer), if Holders of not less than 90% in aggregate principal amount of the outstanding Notes validly tender and do not withdraw such Notes in such tender offer and the Company, or any third party making such tender offer in lieu of the Company as described herein, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company or such third party will have the right, upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following such purchase date, to redeem (with respect to the Company) or purchase (with respect to a third party) all Notes that remain outstanding following such purchase at a price equal to the price paid to each other Holder in such tender offer (which may be less than par) plus, to the extent not included in the tender offer payment, accrued and unpaid interest, if any, thereon, to, but excluding, the Redemption Date or purchase date, subject to the right of Holders of record on the relevant Regular Record Date to receive interest due on the relevant Interest Payment Date falling on or prior to the Redemption Date or purchase date. (e) Notice of any optional redemption upon any Equity Offering may of the Notes may, at the Company’s discretion, be given prior to the completion of such a transaction (including an Equity Offering, an incurrence of Indebtedness, a Change of Control or other transaction) and any such redemption or notice may, at the IssuerCompany’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of the related an Equity Offering, other offering or other corporate transaction or event. In addition, the Company may provide in such notice that payment of the Redemption Price and performance of the Company’s obligations with respect to such redemption may be performed by another Person. (f) Any redemption pursuant to this Section 11.8 shall be made pursuant to the provisions of Sections 11.1 through 11.7 hereof.