Common use of Supplemental Indenture With Consent of Noteholders Clause in Contracts

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall (i) reduce the principal amount of or change the Stated Maturity of any Note, (ii) reduce the rate or extend the time of payment of Interest on any Note, (iii) reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Note, (v) make the principal or Interest of any Note payable in any coin or currency other than that provided in the Notes, (vi) impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversion, (viii) modify any of the provisions of this Section 11.02 or Section 7.05, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) approval of the holders of at least a majority in aggregate principal amount of the Notes at the time outstandingNoteholders, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee Trustees may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that the entering into such supplemental indenture is approved by a resolution of the Noteholders meeting in accordance with Article 10, by the vote of Noteholders who (i) hold not less than a majority of the aggregate principal amount of the Notes at the time outstanding, determined in accordance with Section 9.04; and also (ii) hold at least 75% of the principal amount of the Notes present or represented in that Noteholders meeting; and provided further that no such supplemental indenture shall (i) reduce the principal amount of or change the Stated Maturity of any Note, (ii) reduce the rate or extend the time of payment of Interest on any Note, (iii) reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Note, (v) make the principal or Interest of any Note payable in any coin or currency other than that provided in the Notes, (vi) impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversion, (viii) modify any of term, covenant or provisions hereof which under the provisions of this Section 11.02 or Section 7.05, except to increase any such percentage or to provide that certain other provisions of this the Trust Indenture Act cannot be modified or waived amended without the consent of the holders of each or all Notes then outstanding or affected thereby, without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the CompanyIssuer, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee Trustees of evidence of the consent of Noteholders as aforesaid, the Trustee Trustees shall join with the Company Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s Trustees’ own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee Trustees may in its their discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 10.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9Nine) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided provided, however, that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Noteinterest thereon, (iii) or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption thereof, or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) or modify the provisions of this Indenture with respect to the subordination of the Notes in a manner adverse to the Noteholders in any material respect, or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holder of Notes, or impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversionincluding Section 15.6, (viii) modify any of the provisions of this Section 11.02 or Section 7.05in each case, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 11.2 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the -------------------------------------------------- consent (evidenced as provided in Article 9Nine) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided provided, however, that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Noteinterest thereon, (iii) or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption thereof, or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) or modify the provisions of this Indenture with respect to the subordination of the Notes in a manner adverse to the Noteholders in any material respect, or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holder of Notes, or impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversionincluding Section 15.6, (viii) modify any of the provisions of this Section 11.02 or Section 7.05in each case, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 11.2 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) 8) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) Note or reduce the rate or extend the time of payment of Interest on interest or additional amounts if any Notethereon or reduce the principal amount thereof or premium, (iii) if any, thereon or reduce any amount payable on redemption repurchase thereof or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Note, (v) thereof or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency or payable at any place other than that provided in this Indenture or the Notes, (vi) change the obligation of the Company to repurchase any Note upon the happening of a Fundamental Change in a manner adverse to the holders of Notes or reduce the Conversion Rate, otherwise than in accordance with the terms of this Indenture, or impair the right to convert the Notes into Common Stock or reduce the number of shares of Common Stock, the amount of cash or the amount of any other property receivable by any holder upon conversion subject to the terms set forth herein, (vii) including Section 14.07 or reduce the number of shares of Common Stock quorum or other property receivable upon conversionthe voting requirements under the Indenture, (viii) or modify any of the provisions of this Section 11.02 10.02 or Section 7.056.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) or change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.024.01, (x) reduce in each case, without the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects consent of the rights holder of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders each Note so affected or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indentureindenture or to waive any past Event of Default, without the consent of the holders of all Notes then outstandingaffected thereby. Notwithstanding the immediately preceding sentenceSubject to Section 10.05, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 10.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9Nine) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided provided, however, that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Noteinterest thereon, (iii) or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption thereof, or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) or modify the provisions of this Indenture with respect to the subordination of the Notes in a manner adverse to the Noteholders in any material respect, or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holder of Notes, or impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversionincluding Section 15.06, (viii) modify any of the provisions of this Section 11.02 or Section 7.05in each case, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. (a) With the consent (evidenced as provided in Article 9) of the holders Majority Noteholders, by act of at least a majority in aggregate principal amount of said Noteholders delivered to the Notes at Company and the time outstandingTrustee, the Company, when authorized by the resolutions of the a Board of DirectorsResolution, and the Trustee may, from time to time and at any time, may enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders Noteholders under this Indenture (including, without limitation, any modification to the provisions of this Indenture with respect to any Offer to Purchase, provided such modifications are effected prior to the Notesmailing to any Noteholder of an Offer with respect to such Offer to Purchase); provided provided, however, that no such supplemental indenture shall (i) reduce the principal amount of or change the Stated Maturity of any Note, (ii) reduce the rate or extend the time of payment of Interest on any Note, (iii) reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Note, (v) make the principal or Interest of any Note payable in any coin or currency other than that provided in the Notes, (vi) impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversion, (viii) modify any of the provisions of this Section 11.02 or Section 7.05, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indentureshall, without the consent of the holders Holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent 90% of the holders of at least a majority in aggregate principal amount of then Outstanding Notes affected thereby, (i) change the Notes at the time outstanding, may waive or modify Section 3.05 Stated Maturity of the Indenture relative principal of, or any installment of interest on, any Note, or reduce the principal amount thereof or the rate of interest thereon or any premium payable upon the redemption thereof, or change the Place of Payment where, or the coin or currency in which, any Note or any premium or interest thereon is payable, or impair the right of the Noteholders to institute suit for the Company’s obligation to make an offer to repurchase enforcement of any such payment on or after the Notes Stated Maturity thereof (or, in the case of redemption or repayment, on or after the Early Tax Redemption Date, the Optional Redemption Date or the Payment Date, as a result the case may be), or (ii) reduce the percentage in principal amount of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with Outstanding Notes, the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of whose Noteholders is required for any such supplemental indenture, and upon the filing with the Trustee of evidence of or the consent of whose Noteholders as aforesaid, the Trustee shall join is required for any waiver (of compliance with the Company in the execution certain provisions of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwisecertain Defaults hereunder and their consequences) provided for in this Indenture, in which case or (iii) following the Trustee may in its discretion, but shall not be obligated to, enter into mailing to a Noteholder of an Offer with respect to an Offer to Purchase and until the Expiration Date of such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 Offer to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.Purchase,

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 910) of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall shall, without the consent of the holder of each Note so affected, (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) reduce the rate or extend the time of payment of Interest on any Noteinterest or Liquidated Damages, if any, thereon, (iii) reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence)thereof, (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) make the principal thereof or Interest of any Note interest, Liquidated Damages or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) change the obligation of the Company to redeem any Note upon the happening of a Designated Event in a manner adverse to the Noteholders, (vii) impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) or reduce the number of shares of Common Stock or the amount of any other property receivable upon conversion, subject to the terms set forth herein, including Section 16.06, in each case, (viii) modify any of the provisions of this Section 11.02 12.02 or Section 7.058.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.026.02, (x) reduce the quorum or voting requirements set forth in Article 10, 11 or (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 12.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 98 hereof) of the holders Holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the CompanyIssuer, when authorized by the resolutions of the Board of Directors, Guarantor and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders Holders of the Notes; provided provided, that no such supplemental indenture shall shall, without the consent of the Holder of each Note affected thereby: (ia) reduce the principal amount of or change the Stated Maturity of the principal of or any Noteinstallment of interest on the Notes, (ii) reduce the principal amount of, or the rate or extend the time amount of payment of Interest on interest on, or any Note, (iii) reduce any amount premium payable on redemption of, the Notes, or repurchase adversely affect any right of repayment of the Holder of the Notes, change the place of payment, or the coin or currency, for payment of principal of or interest on any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the enforcement of any payment on any Note, (v) make the principal or Interest of any Note payable in any coin or currency other than that provided in with respect to the Notes, ; (vi) impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (viib) reduce the number percentage in principal amount of shares the outstanding Notes necessary to modify or amend this Indenture, to waive compliance with certain provisions of Common Stock this Indenture or other property receivable upon conversioncertain defaults and their consequences provided in this Indenture, or to reduce the requirements of quorum or change voting requirements set forth in this Indenture; (viiic) modify or affect in any manner adverse to the Holders the terms and conditions of the obligations of the Issuer or the Guarantor (except as provided in Section 15.04) in respect of the due and punctual payments of principal and interest; or (d) modify any of this Section 9.02 or 6.07 hereof or any of the provisions relating to the waiver of this Section 11.02 certain past Defaults or Section 7.05certain covenants, except to increase any such the required percentage to effect the action or to provide that certain other provisions of this Indenture canmay not be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation Holders of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the CompanyIssuer, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary General Partner authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company Issuer and the Guarantor in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.45 DM_US 172750087-7.111690.0021

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9Nine) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstandingoutstanding as determined in accordance with Section 9.4, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided provided, however, that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Noteinterest thereon, (iii) or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) thereof, or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) or modify the provisions of this Indenture with respect to the subordination of the Notes in a manner adverse to the Noteholders in any material respect, or change the obligation of the Company to repurchase any Note upon the happening of a Fundamental Change in a manner adverse to the holder of Notes, or impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) including Section 15.6, or reduce the number of shares of Common Stock quorum or other property receivable upon conversion, (viii) modify any of the provisions of this Section 11.02 or Section 7.05, except to increase any such percentage or to provide that certain other provisions voting requirements of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth specified in Section 5.02this Indenture, (x) reduce in each case, without the quorum or voting requirements set forth in Article 10consent of the holder of each Note so affected, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary and authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 11.2 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) of the holders of at least not less than - a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of for payment of Interest on any Noteinterest thereon, (iii) or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) thereof, or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) or modify the provisions of this Indenture with respect to the subordination of the Notes in a manner adverse to the Noteholders in any material respect, or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holder of Notes, or impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversionincluding Section 15.06, (viii) modify any of the provisions of this Section 11.02 or Section 7.05in each case, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each ----- Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indentureindenture or reduce the quorum or voting requirements of this Indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 to approve the particular form of any proposed supplemental ----- indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or the Notes or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall (i) reduce the principal amount of or change the Stated Maturity of any Note, (ii) reduce the rate or extend the time of payment of Interest on any Note, (iii) reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence)repurchased, (iv) impair the right of any Noteholder to institute suit for the payment on any Note, (v) make the principal or Interest of any Note payable in any coin or currency other than that provided in the Notes, (vi) impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversionconversion other than as contemplated in this Indenture, (viii) modify any of the provisions of this Section 11.02 or Section 7.057.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 (or, to the extent there are Subsidiary Guarantors, to the provisions of the Subsidiary Guarantor Supplemental Indenture that deal with subordination) that adversely affects the rights of any Noteholder under Article 16 or Article 1816, (xiixi) to the extent there are any subsidiary guarantees of the Notes as provided for in Section 17 hereof, modify the Subsidiary Guarantees subsidiary guarantees in any manner adverse to the Noteholders or (xiiixii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With Subject to Section 11.1, with the consent (evidenced as provided in Article 9IX) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided provided, however, that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Noteinterest thereon, (iii) or reduce the principal amount thereof, or reduce any amount payable on redemption thereof, or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof, or Interest of any Note interest thereon payable in any coin or currency other than that provided in the Notes, (vi) or modify the provisions of this Indenture with respect to the subordination of the 37 38 Notes in a manner adverse to the Noteholders in any material respect, or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holder of Notes, or impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversionincluding Section 15.7, (viii) modify any of the provisions of this Section 11.02 or Section 7.05in each case, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary and authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 11.2 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) 8) of the holders of not less than at least a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Noteinterest thereon, (iii) or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) thereof, or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) or change the obligation of the Company to redeem any Note on a redemption date in a manner adverse to the holders of Notes, or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holders of Notes, or change the obligation of the Company to repurchase any Note on a Repurchase Date in a manner adverse to the holders of Notes, or impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) including Section 14.06, or reduce the number quorum or the voting requirements under the Indenture, in each case, without the consent of shares the holder of Common Stock each Note so affected, or other property receivable upon conversion, (viii) modify any of the provisions of this Section 11.02 10.02 or Section 7.056.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) or change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.024.01, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 10.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Notethereon, (iii) or reduce the principal amount thereof or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) thereof, or change the time obligation of the Company to repurchase any Note at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject option of a Noteholder on a Repurchase Date in a manner adverse to the immediately succeeding sentence)holders of Notes, (iv) or change the obligation of the Company to repurchase any Note upon the happening of a Designated Event in a manner adverse to the holders of Notes, or impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note thereon payable in any coin or currency other than that provided in the Notes, (vi) or impair the right to convert the Notes into Common Stock Ordinary Shares or reduce the number of Ordinary Shares or any other property receivable by a Noteholder upon conversion subject to the terms set forth herein, (vii) including Section 15.06, in each case, without the consent of the holder of each Note so affected, reduce the number quorum of shares of Common Stock voting requirements hereunder, or other property receivable upon conversion, (viii) modify any of the provisions of this Section 11.02 or Section 7.057.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) or change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) 5.02 or reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders 10 or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9Nine) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided provided, however, that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Noteinterest thereon, (iii) or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption thereof, or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) or modify the provisions of this Indenture with respect to the subordination of the Notes in a manner adverse to the Noteholders in any material respect, or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holder of Notes, or impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversionincluding Section 15.6, (viii) modify any of the provisions of this Section 11.02 or Section 7.05in each case, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.in

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9VIII) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) Note or reduce the rate or extend the time of payment of interest or Additional Interest on any Notethereon or reduce the principal amount thereof or premium, (iii) if any, thereon or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) thereof or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Note, (v) thereof or make the principal thereof or interest or Additional Interest of any Note or premium, if any, thereon payable in any coin or currency or payable at any place other than that provided in this Indenture or the Notes, (vi) impair or change the right obligation of the Company to convert the Notes into Common Stock subject redeem any Note on a Redemption Date in a manner adverse to the terms set forth herein, (vii) holders of Notes or change the obligation of the Company to redeem any Note upon the happening of a Change of Control Triggering Event in a manner adverse to the holders of Notes or change the obligation of the Company to repurchase any Note upon the happening of a Special Mandatory Redemption Triggering Event in a manner adverse to the holders of Notes or reduce the number of shares of Common Stock quorum or other property receivable upon conversionthe voting requirements under the Indenture, (viii) or modify any of the provisions of this Section 11.02 10.02 or Section 7.056.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) or change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.024.01, (x) reduce in each case, without the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects consent of the rights holder of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders each Note so affected or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indentureindenture or to waive any past Event of Default, without the consent of the holders of all Notes then outstandingaffected thereby. Notwithstanding the immediately preceding sentenceSubject to Section 10.05, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties duties, liabilities or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 10.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) 8) of the holders of not less than at least a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Noteinterest thereon, (iii) or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) thereof, or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) or change the obligation of the Company to redeem any Note on a redemption date in a manner adverse to the holders of Notes, or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holders of Notes, or change the obligation of the Company to repurchase any Note on a Repurchase Date in a manner adverse to the holders of Notes, or impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) including Section 14.06, or reduce the number quorum or the voting requirements under the Indenture, in each case, without the consent of shares the holder of Common Stock each Note so affected, or other property receivable upon conversion, (viii) modify any of the provisions of this Section 11.02 10.02 or Section 7.056.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) or change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.024.01, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 10.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) 8) of the holders of at least a majority in aggregate principal amount of the Notes at the time outstandingoutstanding determined as provided in Section 8.04, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall (i) reduce the principal amount of or change the Stated Maturity of any Note, (ii) reduce the rate or extend the time of payment of Interest on any Note, (iii) reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental ChangeChange of Control) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Note, (v) make the principal or Interest of any Note payable in any coin or currency other than that provided in the Notes, (vi) impair the right to convert the Notes into Common Stock or cash or a combination thereof subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversion, (viii) modify any of the provisions of this Section 11.02 10.02 or Section 7.056.05, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.024.02, (x) reduce the quorum or voting requirements set forth in Article 109, (xi) make any change in Article 16 or Article 18 15 that adversely affects the rights of any Noteholder under Article 16 15 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstandingoutstanding determined as provided in Section 8.04. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstandingoutstanding determined as provided in Section 8.04, may waive or modify Section 3.05 of the this Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change of Control (other than reducing the Fundamental Change of Control Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 10.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided provided, however, that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Noteinterest thereon, (iii) or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption thereof, or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) or modify the provisions of this Indenture with respect to the subordination of the Notes in a manner adverse to the Noteholders in any material respect, or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holder of Notes, or impair the right to convert the Notes into Common Stock subject pursuant to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversionincluding Section 15.06, (viii) modify any of the provisions of this Section 11.02 or Section 7.05in each case, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) 8) of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of DirectorsTrustees, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the Trustee, the holders of the NotesNotes or of the Company; provided that no such supplemental indenture shall (i) reduce the principal percentage in Principal Amount of the Notes whose holders must consent to an amendment, (ii) reduce the rate of or extend the time for payment of Interest on the Notes or reduce the amount of any Interest payment to be made with respect to the Notes and to alter the manner of calculation or rate of Additional Amounts payable on any Note or extend the time for payment of any such amount, (iii) reduce the Principal of or change the Stated Maturity of any NotePrincipal of the Notes, (iiiv) reduce the rate or extend the time of payment of Interest on any NoteRedemption Price, (iii) reduce any amount payable on redemption or repurchase of any Note Purchase Price (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notepurchased, (v) make change the principal or Interest of currency in which any Note payable in any coin or currency other than that provided in the Notesis payable, (vi) impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversion, (viii) modify make any of change in the provisions of this Section 11.02 Indenture relating to waivers of defaults or Section 7.05, except to increase any such percentage or to provide amendments that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affectedrequire unanimous consent, (ixvii) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.024.02, (viii) change any place of payment where any Note or interest thereon is payable, (ix) make any change that adversely affects the conversion rights of the holders of the Notes, (x) reduce impair the quorum right to institute suit for the enforcement of any payment with respect to the Notes, or voting requirements set forth in Article 10with respect to conversion of the Notes, or (xi) make modify any change of the foregoing provisions, except to increase the percentage in Article 16 or Article 18 that adversely affects the rights Principal Amount of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiii) reduce the aforesaid percentage of Notes, the Notes whose holders of which are required to must consent to any such supplemental indenture, an amendment or to provide that applicable provisions of this Indenture cannot be modified or waived without the consent of the holders holder of all Notes then outstanding. Notwithstanding each outstanding Note affected by the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive modification or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding)waiver. Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors Trustees certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture adversely affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 10.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9Nine) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided provided, however, that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Noteinterest thereon, (iii) or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption thereof, or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) or modify the provisions of this Indenture with respect to the subordination of the Notes in a manner adverse to the Noteholders in any material respect, or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holder of Notes, or impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversionincluding Section 15.6, (viii) modify any of the provisions of this Section 11.02 or Section 7.05in each case, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary and authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 11.2 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) 8) of the holders of not less than at least a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of for payment of Interest on any Noteinterest or Liquidated Damages thereon, (iii) or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) thereof, or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in or contemplated by the Notes or this Indenture, or change the obligation of the Company to redeem any Note on a redemption date in a manner adverse to the holders of Notes, (vi) or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holders of Notes, or impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) including Section 14.09, or reduce the number quorum or the voting requirements under the Indenture, in each case, without the consent of shares the holder of Common Stock each Note so affected, or other property receivable upon conversion, (viii) modify any of the provisions of this Section 11.02 10.02 or Section 7.056.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) or change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.024.01, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 10.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 910) of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall shall, without the consent of the holder of each Note so affected, (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) reduce the rate or extend the time of payment of Interest on any Noteinterest or Liquidated Damages, if any, thereon, (iii) reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence)thereof, (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) make the principal thereof or Interest of any Note interest, Liquidated Damages or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) change the obligation of the Company to redeem any Note on a redemption date in a manner adverse to the holders of Notes, or change the obligation of the Company to redeem any Note upon the happening of a Designated Event in a manner adverse to the Noteholders, (vii) impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) or reduce the number of shares of Common Stock or the amount of any other property receivable upon conversion, subject to the terms set forth herein, including Section 16.06, (viii) modify any of the provisions of this Section 11.02 12.02 or Section 7.058.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.026.02, (x) reduce the quorum or voting requirements set forth in Article 10, 11 or (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 12.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9Nine) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided provided, however, that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Noteinterest thereon, (iii) or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption thereof, or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) or modify the provisions of this Indenture with respect to the subordination of the Notes in a manner adverse to the Noteholders in any material respect, or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holder of Notes, or impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversionincluding Section 15.6, (viii) modify any of the provisions of this Section 11.02 or Section 7.05in each case, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders affected or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 11.2 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) 8) of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) reduce the rate or extend the time of payment of Interest on any Notethereon, (iii) reduce the principal amount thereof or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence)thereof, (iv) change the obligation of the Company to repurchase any Note at the option of a Noteholder on a Repurchase Date in a manner adverse to the holders of Notes, (v) change the obligation of the Company to repurchase any Note upon the happening of a Designated Event in a manner adverse to the holders of Notes, (vi) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (vvii) make the principal thereof or Interest of any Note thereon payable in any coin or currency other than that provided in the Notes, (viviii) impair the right to convert the Notes into or reduce the amount of cash, the number of shares of Common Stock or any other property receivable by a Noteholder upon conversion subject to the terms set forth herein, (vii) reduce including Section 14.07, in each case, without the number consent of shares the holder of Common Stock or other property receivable upon conversioneach Note so affected, (viiiix) modify any of the provisions of this Section 11.02 10.02 or Section 7.056.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ixx) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.024.02, (xxi) reduce the quorum or voting requirements set forth in Article 109, (xixii) make any change in Article 16 or Article 18 15 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders 15 or (xiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 10.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the -------------------------------------------------- consent (evidenced as provided in Article 9Nine) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided provided, however, that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Noteinterest thereon, (iii) or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) thereof, or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) or modify the provisions of this Indenture with respect to the subordination of the Notes in a manner adverse to the Noteholders in any material respect, or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holder of Notes, or impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce including Section 15.6, or decrease the number amount of shares cash payable to a holder if the Company elects to convert the Notes into cash in lieu of Common Stock or (other property receivable upon conversion, (viii) modify any than rights of the provisions Company to revoke or otherwise terminate a Cash Conversion Notice pursuant to the terms of this Section 11.02 Indenture), or Section 7.05, except to increase any such percentage reduce the quorum or to provide that certain other provisions voting requirements of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth specified in Section 5.02this Indenture, (x) reduce in each case, without the quorum or voting requirements set forth in Article 10consent of the holder of each Note so affected, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary and authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 11.2 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall shall, without the consent of the holder of each Note so affected, (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) reduce the rate or extend the time of payment of Interest on any Noteinterest thereon, (iii) reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence)thereof, (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) change the obligation of the Company to repurchase any Note upon the occurrence of a Change in Control in a manner adverse to the Noteholders, (vii) impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) or reduce the number of shares of Common Stock or the amount of any other property receivable upon conversion, subject to the terms set forth herein, including Section 15.06, in each case, (viii) modify any of the provisions of this Section 11.02 or Section 7.057.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, 10 or (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall (i) reduce the principal amount of or change the Stated Maturity of any Note, (ii) reduce the rate or extend the time of payment of Interest on any Note, (iii) reduce any amount payable on redemption or repurchase of any Note (including 57 upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Note, (v) make the principal or Interest of any Note payable in any coin or currency other than that provided in the Notes, (vi) impair the right to convert the Notes into cash and shares of Common Stock Stock, if any, subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock Stock, if any, or other property receivable upon conversion, (viii) modify any of the provisions of this Section 11.02 or Section 7.05, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders Noteholders, except to remove a Subsidiary Guarantor’s guarantee as provided in Article 16 or (xiiixii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) 8) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) Note or reduce the rate or extend the time of payment of Interest on any Noteinterest thereon or reduce the principal amount thereof or premium, (iii) if any, thereon or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) thereof or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Note, (v) thereof or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency or payable at any place other than that provided in this Indenture or the Notes, (vi) or change the obligation of the Company to redeem any Note on a redemption date in a manner adverse to the holders of Notes or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holders of Notes or change the obligation of the Company to repurchase any Note on a Repurchase Date in a manner adverse to the holders of Notes or reduce the Conversion Rate, otherwise than in accordance with the terms of this Indenture, or impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) including Section 14.06 or adversely modify, in any material respect, the provisions of Article 15, or reduce the number of shares of Common Stock quorum or other property receivable upon conversionthe voting requirements under the Indenture, (viii) or modify any of the provisions of this Section 11.02 10.02 or Section 7.056.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) or change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.024.01, (x) reduce in each case, without the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects consent of the rights holder of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders each Note so affected or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indentureindenture or to waive any past Event of Default, without the consent of the holders of all Notes then outstandingaffected thereby. Notwithstanding the immediately preceding sentenceSubject to Section 10.05, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties duties, liabilities or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 10.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9Nine) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided provided, however, that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Noteinterest thereon, (iii) or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption thereof, or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or 72 84 make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) or modify the provisions of this Indenture with respect to the subordination of the Notes in a manner adverse to the Noteholders in any material respect, or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holder of Notes, or impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversionincluding Section 15.6, (viii) modify any of the provisions of this Section 11.02 or Section 7.05in each case, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 11.2 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) reduce the rate or extend the time of payment of Interest on any Notethereon, (iii) reduce the principal amount thereof or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence)thereof, (iv) change the obligation of the Company to repurchase any Note at the option of a Noteholder on a Repurchase Date in a manner adverse to the holders of Notes, (v) change the obligation of the Company to repurchase any Note upon the happening of a Designated Event in a manner adverse to the holders of Notes, (vi) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (vvii) make the principal thereof or Interest of any Note thereon payable in any coin or currency other than that provided in the Notes, (viviii) impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) or reduce the number of shares of Common Stock or any other property receivable by a Noteholder upon conversionconversion subject to the terms set forth herein, including Section 15.06, in each case, without the consent of the holder of each Note so affected, (viiiix) modify any of the provisions of this Section 11.02 or Section 7.057.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ixx) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (xxi) reduce the quorum or voting requirements set forth in Article 10, (xixii) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) 8) of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall (i) reduce the principal amount of or change the Stated Maturity of any Note, (ii) reduce the rate or extend the time of payment of Interest on any Note, (iii) reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Note, (v) make the principal or Interest of any Note payable in any coin or currency other than that provided in the Notes, (vi) impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce the amount of cash, number of shares of Common Stock or other property receivable upon conversion, (viii) modify any of the provisions of this Section 11.02 10.02 or Section 7.056.05, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.024.02, (x) reduce the quorum or voting requirements set forth in Article 109, (xi) make any change in Article 16 15 or Article 18 17 that adversely affects the rights of any Noteholder under Article 16 15 or Article 1817, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 10.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 910) of the holders of at least a majority in aggregate principal amount of the Notes at the time outstandingOutstanding, the Company, when authorized by the resolutions a resolution of the its Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that that, without the consent of the holders of all Notes then Outstanding, no such supplemental indenture shall (ia) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (iib) reduce the rate or extend the time of for payment of Interest or Additional Amounts, if any, thereon, (c) reduce the principal amount thereof, (d) reduce any amount payable upon redemption or repurchase thereof, (e) change the obligation of the Company to redeem any Note on a redemption date in a manner adverse to the holders of the Notes, (f) change the obligation of the Company to repurchase any Note on a Repurchase Date in a manner adverse to the holders of the Notes, (g) change the obligation of the Company to repurchase any Note upon the happening of a Fundamental Change in a manner adverse to the holders of the Notes, (h) reduce the amount of the Additional Shares or otherwise impair the right of a holder to receive the Additional Shares due on any Note, (iii) reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (ivi) impair the right of any Noteholder Note holder to institute suit for the payment on any Notethereof, (vj) make the principal thereof, Interest thereon, or Interest of any Note Additional Amounts, if any, thereon, payable in any coin or currency other than that provided in the Notes, (vik) impair the right of any Noteholder to convert any Note or reduce the Notes into Common Stock subject to the terms set forth hereinamount of cash, (vii) reduce the number of shares of Common Stock or amount of other property receivable upon conversionconversion of the Notes, (viiil) reduce the quorum or voting requirements set forth in Article 11, (m) modify any of the provisions of this Section 11.02 12.02 or Section 7.058.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiin) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of or (o) modify Article 4 in a manner that materially adversely affects the holders of all Notes then outstandingthe Notes. Notwithstanding the immediately preceding sentenceforegoing, if the Company and has made the Trusteeirrevocable election set forth in Section 17.02(d), with the consent of the holders of at least a majority in of the aggregate principal amount of the Notes at the time outstandingOutstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation , when authorized by a resolution of its Board of Directors, and the Trustee may, from time to make time and at any time, enter into an offer indenture or indentures supplemental hereto for the purpose of modifying Section 17.02 such that, from and after the date of such modification or amendment, the Company shall have the ability to repurchase satisfy the Notes as a result Conversion Obligation upon conversion of a Fundamental Change (other than reducing Note in cash, Common Stock or any combination thereof; provided, however, that the Fundamental Change Repurchase Price which can only be modified with Company may, without the consent of the holders, (i) increase the percentage of such holders of all Notes then outstanding)required to approve the amendment or modification set forth in this paragraph or (ii) eliminate the Company's right to implement any such amendment or modification. Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors of the Company certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 12.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) 8) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) Note or reduce the rate or extend the time of payment of Interest on interest or additional amounts if any Notethereon or reduce the principal amount thereof or premium, (iii) if any, thereon or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) thereof or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Note, (v) thereof or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency or payable at any place other than that provided in this Indenture or the Notes, (vi) or change the obligation of the Company to redeem any Note on a redemption date in a manner adverse to the holders of Notes or change the obligation of the Company to redeem any Note upon the happening of a Designated Event in a manner adverse to the holders of Notes or change the obligation of the Company to redeem or repurchase any Note on a Repurchase Date in a manner adverse to the holders of Notes or reduce the Conversion Rate, otherwise than in accordance with the terms of this Indenture, or impair the right to convert the Notes into Common Stock or reduce the number of shares of Common Stock, the amount of cash or the amount of any other property receivable by any holder upon conversion subject to the terms set forth herein, (vii) including Section 14.07 or reduce the number of shares of Common Stock quorum or other property receivable upon conversionthe voting requirements under the Indenture, (viii) or modify any of the provisions of this Section 11.02 10.02 or Section 7.056.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) or change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.024.01, (x) reduce in each case, without the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects consent of the rights holder of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders each Note so affected or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indentureindenture or to waive any past Event of Default, without the consent of the holders of all Notes then outstandingaffected thereby. Notwithstanding the immediately preceding sentenceSubject to Section 10.05, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 10.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided provided, however, that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Noteinterest thereon, (iii) or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) thereof, or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) or modify the provisions of this Indenture with respect to the subordination of the Notes in a manner adverse to the Noteholders in any material respect, or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holder of Notes, or impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversionincluding Section 15.06 hereof, (viii) modify any of the provisions of this Section 11.02 or Section 7.05in each case, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) 8) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) Note or reduce the rate or extend the time of payment of Interest on interest or additional amounts if any Notethereon or reduce the principal amount thereof or premium, (iii) if any, thereon or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) thereof or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Note, (v) thereof or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency or payable at any place other than that provided in this Indenture or the Notes, (vi) or change the obligation of the Company to redeem any Note on a redemption date in a manner adverse to the holders of Notes or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holders of Notes or change the obligation of the Company to redeem or repurchase any Note on a Repurchase Date in a manner adverse to the holders of Notes or reduce the Conversion Rate, otherwise than in accordance with the terms of this Indenture, or impair the right to convert the Notes into Common Stock or reduce the number of shares of Common Stock, the amount of cash or the amount of any other property receivable by any holder upon conversion subject to the terms set forth herein, (vii) including Section 14.07 or reduce the number of shares of Common Stock quorum or other property receivable upon conversionthe voting requirements under the Indenture, (viii) or modify any of the provisions of this Section 11.02 10.02 or Section 7.056.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) or change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.024.01, (x) reduce in each case, without the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects consent of the rights holder of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders each Note so affected or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indentureindenture or to waive any past Event of Default, without the consent of the holders of all Notes then outstandingaffected thereby. Notwithstanding the immediately preceding sentenceSubject to Section 10.05, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 10.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9Nine) of the holders Holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstandingOutstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders Holders of the Notes; provided provided, however, that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Noteinterest (including Liquidated Damages, (iiiif any) thereon, or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption thereof, or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the Noteholders, or impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversionincluding Section 15.6, (viii) modify any of the provisions of this Section 11.02 or Section 7.05in each case, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder Holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiiii) reduce the aforesaid percentage of Notes, the holders Holders of which are required to consent to any such supplemental indenture, without the consent of the holders Holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding)Outstanding. Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 11.2 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9Nine) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures 92 102 supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided provided, however, that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Noteinterest thereon, (iii) or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption thereof, or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) or modify the provisions of this Indenture with respect to the subordination of the Notes in a manner adverse to the Noteholders in any material respect, or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holder of Notes, or impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversionincluding Section 15.6, (viii) modify any of the provisions of this Section 11.02 or Section 7.05in each case, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary and authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 11.2 to approve the 93 103 particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Notethereon, (iii) or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) thereof, or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) impair or change the right obligation of the Company to convert the Notes into Common Stock subject redeem any Note on a Redemption Date in a manner adverse to the terms set forth hereinholders of Notes, (vii) reduce or change the number obligation of shares the Company to repurchase any Note upon a Change of Common Stock Control in a manner adverse to the holders of Notes, in each case, without the consent of the holder of each Note so affected, or other property receivable upon conversion, (viii) modify any of the provisions of this Section 11.02 or Section 7.057.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders 10 or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) 8) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided PROVIDED that no such supplemental indenture shall (i) reduce the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) Note or reduce the rate or extend change the time of payment of Interest on any Note, (iii) interest thereon or reduce the principal amount thereof or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) thereof or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Note, (v) thereof or make the principal thereof or Interest of any Note interest thereon payable in any coin or currency or payable at any place other than that provided in this Indenture or the Notes, (vi) or change the obligation of the Company to redeem any Note on a redemption date in a manner adverse to the holders of Notes or change the obligation of the Company to redeem any Note upon the happening of a Designated Event in a manner adverse to the holders of Notes or change the obligation of the Company to repurchase any Note on a Repurchase Date in a manner adverse to the holders of Notes or reduce the Conversion Rate, otherwise than in accordance with the terms of this Indenture, or impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) including Section 14.06 or reduce the number of shares of Common Stock quorum or other property receivable upon conversionthe voting requirements under the Indenture, (viii) or modify any of the provisions of this Section 11.02 10.02 or Section 7.056.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) or change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.024.01, (x) reduce in each case, without the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects consent of the rights holder of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders each Note so affected or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indentureindenture or to waive any past Event of Default, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding)affected thereby. Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 10.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 910) of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall shall, without the consent of the holder of each Note so affected, (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) reduce the rate or extend the time of payment of Interest on any Noteinterest or Liquidated Damages, if any, thereon, (iii) reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence)thereof, (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) make the principal thereof or Interest of any Note interest, Liquidated Damages or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the Noteholders, (vii) impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) or reduce the number of shares of Common Stock or the amount of any other property receivable upon conversion, subject to the terms set forth herein, including Section 16.06, in each case, (viii) modify any of the provisions of this Section 11.02 12.02 or Section 7.058.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.026.02, (x) reduce the quorum or voting requirements set forth in Article 10, 11 or (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 12.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) reduce the rate or extend the time of payment of Interest on any Notethereon, (iii) reduce the principal amount thereof or reduce any amount payable on redemption or repurchase thereof, (iv) change the obligation of the Company to repurchase any Note at the option of a Noteholder on a Repurchase Date in a manner adverse to the holders of Notes, (including v) change the obligation of the Company to repurchase any Note upon the occurrence happening of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject Change in a manner adverse to the immediately succeeding sentence)holders of Notes, (ivvi) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (vvii) make the principal thereof or Interest of any Note thereon payable in any coin or currency other than that provided in the Notes, (viviii) impair the right to convert the Notes into or reduce the amount of cash, the number of shares of Common Stock or any other property receivable by a Noteholder upon conversion subject to the terms set forth herein, (vii) reduce including Section 15.08, in each case, without the number consent of shares the holder of Common Stock or other property receivable upon conversioneach Note so affected, (viiiix) modify any of the provisions of this Section 11.02 or Section 7.057.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ixx) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (xxi) reduce the quorum or voting requirements set forth in Article 10, (xixii) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided provided, however, that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Noteinterest thereon, (iii) or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption thereof, or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) or modify the provisions of this Indenture with respect to the subordination of the Notes in a manner adverse to the Noteholders in any material respect, or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holder of Notes, or impair the right to convert the Notes into Common Stock subject pursuant to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversionincluding Section 15.06, (viii) modify any of the provisions of this Section 11.02 or Section 7.05in each case, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 to approve the particular form of any proposed supplemental 66 indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 910) of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided that no such supplemental indenture shall shall, without the consent of the holder of each Note so affected, (i) reduce extend the principal amount fixed maturity of or change the Stated Maturity of any such Note, (ii) reduce the rate or extend the time of payment of Interest on any Noteinterest or Liquidated Damages, if any, thereon, (iii) reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence)thereof, (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) make the principal thereof or Interest of any Note interest, Liquidated Damages or premium, if any, thereon payable in any coin or currency other than that provided in the Notessuch Note, (vi) change the obligation of the Company to redeem such Note upon the happening of a Designated Event in a manner adverse to such Noteholder, (vii) impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) such Note or reduce the number of shares of Common Stock or the amount of any other property receivable upon conversion, subject to the terms set forth herein, including Section 16.06, in each case, (viii) modify any of the provisions of this Section 11.02 12.02 or Section 7.058.07, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.026.02, (x) reduce the quorum or voting requirements set forth in Article 10, 11 or (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 12.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 912) of the holders of at least a majority in aggregate principal amount of the Notes at the time outstandingMajority Holders, the Company, when authorized by the resolutions of the Board of Directors, Issuer and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture Indenture, the Notes or of any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided Noteholders, provided, that no such supplemental indenture shall (ia) reduce the principal amount of or change the Stated Maturity final maturity of any Note, (ii) reduce the rate Note or extend the time of payment of Interest on any Noteprincipal thereof, (iii) or reduce the principal amount thereof, or any Make- Whole Amount thereon or reduce any amount payable on redemption thereof or repurchase reduce the amount of any Note (including principal or Make-Whole Amount that would be due and payable upon the occurrence of a Fundamental Change) an Event of Default, or change impair or affect the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right rights of any Noteholder to institute suit for the payment on any Note, (v) make the principal or Interest of any Note payable in any coin or currency other than that provided in the Notes, (vi) impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversion, (viii) modify any of the provisions of this Section 11.02 or Section 7.05, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived thereof without the consent of the holder of each Note Noteholder so affected, (ixb) change reduce any obligation amount required to be collected or retained in any Trust Account, (c) except as provided in Articles 3 and 4, release any part of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders Trust Estate or (xiiid) reduce the aforesaid percentage of Notes, Notes the holders consent of the Holders of which are is required to consent to for any such supplemental indenture, acceleration or rescission without the consent of the holders Holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding)each Note so affected. Upon the written request of the CompanyIssuer, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, indenture and upon the filing with the Trustee of evidence of the consent of Noteholders the Majority Holders or any greater percentage of Holders as aforesaidrequired by this Section 11.02 and other documents, if any, required by Section 12.02, the Trustee shall join with the Company Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this the Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9Nine) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided provided, however, that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Noteinterest thereon, (iii) or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption thereof, or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) or modify the provisions of this Indenture with respect to the subordination of the Notes in a manner adverse to the Noteholders in any material respect, or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holder of Notes, or impair the right to convert the Notes into Common Stock subject to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversionincluding Section 15.6, (viii) modify any of the provisions of this Section 11.02 or Section 7.05in each case, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary and authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may 82 91 in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 11.2 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.

Supplemental Indenture With Consent of Noteholders. With the consent (evidenced as provided in Article 9) of the holders of at least not less than a majority in aggregate principal amount of the Notes at the time outstanding, the Company, when authorized by the resolutions of the Board of Directors, and the Trustee may, from time to time and at any time, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or any supplemental indenture or of modifying in any manner the rights of the holders of the Notes; provided provided, however, that no such supplemental indenture shall (i) reduce extend the principal amount of or change the Stated Maturity fixed maturity of any Note, (ii) or reduce the rate or extend the time of payment of Interest on any Noteinterest thereon, (iii) or reduce the principal amount thereof or premium, if any, thereon, or reduce any amount payable on redemption thereof, or repurchase of any Note (including upon the occurrence of a Fundamental Change) or change the time at which or the circumstances under which the Notes may or shall be redeemed or repurchased (subject to the immediately succeeding sentence), (iv) impair the right of any Noteholder to institute suit for the payment on any Notethereof, (v) or make the principal thereof or Interest of any Note interest or premium, if any, thereon payable in any coin or currency other than that provided in the Notes, (vi) or change the obligation of the Company to redeem any Note upon the happening of a Fundamental Change in a manner adverse to the holder of Notes, or impair the right to convert the Notes into Common Stock subject pursuant to the terms set forth herein, (vii) reduce the number of shares of Common Stock or other property receivable upon conversionincluding Section 15.06, (viii) modify any of the provisions of this Section 11.02 or Section 7.05in each case, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the holder of each Note so affected, (ix) change any obligation of the Company to maintain an office or agency in the places and for the purposes set forth in Section 5.02, (x) reduce the quorum or voting requirements set forth in Article 10, (xi) make any change in Article 16 or Article 18 that adversely affects the rights of any Noteholder under Article 16 or Article 18, (xii) modify the Subsidiary Guarantees in any manner adverse to the Noteholders or (xiiiii) reduce the aforesaid percentage of Notes, the holders of which are required to consent to any such supplemental indenture, without the consent of the holders of all Notes then outstanding. Notwithstanding the immediately preceding sentence, the Company and the Trustee, with the consent of the holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, may waive or modify Section 3.05 of the Indenture relative to the Company’s obligation to make an offer to repurchase the Notes as a result of a Fundamental Change (other than reducing the Fundamental Change Repurchase Price which can only be modified with the consent of the holders of all Notes then outstanding). Upon the written request of the Company, accompanied by a copy of the resolutions of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Noteholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Noteholders under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.