REPORTS BY ISSUER.
THE ISSUER WILL FILE WITH THE TRUSTEE WITHIN
15 DAYS AFTER THE ISSUER IS REQUIRED TO FILE THE SAME WITH THE COMMISSION,
COPIES OF THE ANNUAL REPORTS AND OF THE INFORMATION, DOCUMENTS AND OTHER REPORTS
(OR COPIES OF SUCH PORTIONS OF ANY OF THE FOREGOING AS THE COMMISSION MAY
PRESCRIBE) WHICH THE ISSUER IS REQUIRED TO FILE WITH THE COMMISSION PURSUANT TO
SECTION 13 OR SECTION 15(D) OF THE EXCHANGE ACT. IF THE ISSUER IS NOT REQUIRED
TO FILE INFORMATION, DOCUMENTS OR REPORTS PURSUANT TO EITHER OF THOSE SECTIONS,
THEN IT WILL FILE WITH THE TRUSTEE AND THE COMMISSION SUCH REPORTS AS MAY BE
PRESCRIBED BY THE COMMISSION AT SUCH TIME.
DELIVERY OF SUCH REPORTS,
INFORMATION AND DOCUMENTS TO THE TRUSTEE IS FOR INFORMATIONAL PURPOSES ONLY AND
THE TRUSTEE'S RECEIPT OF SUCH SHALL NOT CONSTITUTE CONSTRUCTIVE
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NOTICE OF ANY INFORMATION CONTAINED THEREIN OR DETERMINABLE FROM INFORMATION
CONTAINED THEREIN, INCLUDING THE ISSUER'S COMPLIANCE WITH ANY OF ITS COVENANTS
HEREUNDER (AS TO WHICH THE TRUSTEE IS ENTITLED TO RELY EXCLUSIVELY ON AN
OFFICERS' CERTIFICATE).
ARTICLE 6
REMEDIES OF THE TRUSTEE AND NOTEHOLDERS ON AN EVENT OF DEFAULT
SECTION 6.01.
EVENTS OF DEFAULT.
"EVENT OF DEFAULT," WHEREVER USED HEREIN,
MEANS ANY ONE OF THE FOLLOWING EVENTS (WHATEVER THE REASON FOR SUCH EVENT OF
DEFAULT AND WHETHER IT SHALL BE VOLUNTARY OR INVOLUNTARY OR BE EFFECTED BY
OPERATION OF LAW OR PURSUANT TO ANY JUDGMENT, DECREE OR ORDER OF ANY COURT OR
ANY ORDER, RULE OR REGULATION OF ANY ADMINISTRATIVE OR GOVERNMENTAL BODY):
(A)
DEFAULT IN THE PAYMENT OF ANY PRINCIPAL AMOUNT OR ANY REDEMPTION
PRICE OR CHANGE IN CONTROL PURCHASE PRICE DUE WITH RESPECT TO THE NOTES WHEN THE
SAME SHALL BE DUE AND PAYABLE, WHETHER AT MATURITY, UPON REDEMPTION OR
REPURCHASE, BY ACCELERATION OR OTHERWISE; OR
(B)
DEFAULT IN THE PAYMENT OF INTEREST (INCLUDING ADDITIONAL INTEREST,
IF ANY) UNDER THE NOTES AS AND WHEN THE SAME SHALL BE DUE AND PAYABLE, AND
CONTINUANCE OF SUCH DEFAULT FOR A PERIOD OF THIRTY (30) CALENDAR DAYS; OR
(C)
DEFAULT IN THE DELIVERY WHEN DUE OF THE AMOUNTS OWING UPON
CONVERSION, WHETHER DUE IN CASH OR SHARES OF THE ISSUER'S COMMON STOCK, ON THE
TERMS SET FORTH HEREIN AND IN THE NOTES, UPON EXERCISE OF A HOLDER'S CONVERSION
RIGHT IN ACCORDANCE WITH ARTICLE 13; OR
(D)
FAILURE BY THE ISSUER TO PROVIDE AN ISSUER REPURCHASE NOTICE AFTER
THE OCCURRENCE OF A CHANGE IN CONTROL WITHIN THE TIME PERIOD REQUIRED BY SECTION
3.05(B); OR
(E)
FAILURE ON THE PART OF THE ISSUER TO COMPLY WITH ANY OTHER TERM,
COVENANT OR AGREEMENT IN THE NOTES OR IN THIS INDENTURE (OTHER THAN A COVENANT
OR AGREEMENT A DEFAULT IN WHOSE PERFORMANCE OR WHOSE BREACH IS ELSEWHERE IN THIS
SECTION 6.01 SPECIFICALLY DEALT WITH) AND SUCH FAILURE CONTINUES FOR A PERIOD OF
THIRTY (30) CALENDAR DAYS AFTER THE DATE ON WHICH WRITTEN NOTICE OF SUCH
FAILURE, REQUIRING THE ISSUER TO REMEDY THE SAME, SHALL HAVE BEEN GIVEN TO THE
ISSUER BY THE TRUSTEE, OR