Common use of Redemption Notice Clause in Contracts

Redemption Notice. In respect of any Optional Redemption of any Series or Class of Notes to be made out of amounts available for such purposes, the Indenture Trustee will give a Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance of giving any such Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least ten (10) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) the applicable Redemption Date, (ii) the Notes being redeemed (which may be some or all of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption Date.

Redemption Notice. In respect connection with any redemption of any Optional Redemption of any Series or Class of Notes Securities pursuant to be made out of amounts available for such purposesthis Article 7, the Indenture Trustee will give a Redemption Notice to each Noteholder of shall specify the Notes Securities to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) the Applicable Conversion Rate; (d) the name and address of the Paying Agent and Conversion Agent; (e) that Securities called for redemption may be converted at any time before the Close of Business on the Business Day immediately preceding the Redemption Date; (f) that Holders who want to each Hedge Provider convert Securities must satisfy the requirements set forth therein and Liquidity Facility Providerin this Indenture, including the limitations on conversion set forth in Section 6.17; (g) that Securities called for redemption must be surrendered to the Paying Agent for cancellation to collect the Redemption Price; (h) the aggregate principal amount of Securities to be redeemed; and (i) if any Security is to be redeemed in part only, upon surrender of such Security, a new Security or Securities in principal amount equal to the unredeemed portion thereof will be issued. A Redemption Notice may be given by the Company or, at the Company’s request, the Trustee shall give such Redemption Notice in the Company’s name and at the Company’s expense; provided that the Indenture Trustee text of the Redemption Notice shall have been notified in writing be prepared by the Issuer or Company. In connection with any redemption pursuant to this Article 7, the Administrator in advance of giving any such Redemption Notice whether funds are or Company will, on to the applicable Redemption Dateextent required, be available for such Optional Redemption. Such Redemption Notice must be given at least ten (10) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) comply with the provisions of Rule 13e-4, Rule 14e-1 (or any successor provision) and any other tender offer rules under the Exchange Act that may be applicable Redemption Dateat the time of the purchase of the Securities, (ii) file the Notes being redeemed related Schedule TO (which may be some or all of a Series any successor schedule, form or Class, as permitted report) or any other schedule required in connection with any offer by Section 3.12 the Company to purchase the Securities under the Exchange Act and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) otherwise comply with all federal and state securities laws so as to permit the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes rights and obligations under this Article 7 to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults exercised in the payment of time and in the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption Datemanner specified in this Article 7.

Redemption Notice. In respect of To call any Optional Redemption of any Series or Class of Notes to be made out of amounts available for such purposesRedemption, the Indenture Trustee will give a Redemption Notice Issuer must (i) deliver to each Noteholder Holder of such Notes, the Notes to be redeemed Trustee and to each Hedge Provider the Paying Agent a written notice of such Redemption (a “Redemption Notice”); and Liquidity Facility Provider(ii) substantially contemporaneously therewith, provided that the Indenture Trustee shall have been notified in writing by either (x) issue a press release through such national newswire service as the Issuer then uses; (y) publish the same through such other widely disseminated public medium as the Issuer then uses, including its website; or (z) file or furnish a Form 8-K (or any successor form) with the Administrator SEC, in advance each case of giving any such clauses (x), (y) and (z), containing the information set forth in the Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional RedemptionNotice. Such Redemption Notice must be given at least ten (10) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state state: (i) that such Notes have been called for Redemption, briefly describing the applicable Issuer’s Redemption Date, right under this Indenture; (ii) the Notes being redeemed (which may be some or all of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of Redemption Date for such Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), Redemption; (iii) the Indenture Trustee’s arrangements Redemption Price per $1,000 principal amount of Notes for making payments due on such Redemption (and, if the Redemption Date is after a Regular Record Date and on or before the next Interest Payment Date, the amount, manner and timing of the interest payment payable pursuant to the proviso to Section 4.03(F)); (iv) the Redemption Price name and address of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, Paying Agent; (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and [Reserved]; (vi) that, unless [Reserved]; (vii) [Reserved]; and (viii) the Issuer defaults in the payment of the Redemption PriceCUSIP and ISIN numbers, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after Notes. On or before the Redemption Notice Date, the Issuer will deliver a copy of such Redemption Notice to the Trustee and the Paying Agent. At the Issuer’s request, given in an Officer’s Certificate delivered to the Trustee at least five (5) days prior to the requested date of delivery (or such shorter period of time as may be acceptable to the Trustee), the Trustee shall give such notice in the Issuer’s name; provided, however that in all cases, the text of such Redemption Notice shall be prepared by the Issuer.

Redemption Notice. In respect of any Optional Redemption of any Series or Class of Equipment Notes to be made out of amounts available for such purposes, the Indenture Trustee will give a Redemption Notice to each Noteholder Holder of the Equipment Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator determined in advance of giving any such Redemption Notice whether that funds are or will, on the applicable Redemption Date, be available for such Optional Redemptiontherefor. Such Redemption Notice must be given at least ten twenty (1020) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) the applicable Redemption Date, (ii) the Equipment Notes being redeemed (which may be some or all of a Series or Class, as permitted by Section 3.12 and any the applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Equipment Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders Holders of the applicable Equipment Notes pro rata in the same manner as partial repayments of principal on the Equipment Notes made pursuant to the Flow of Funds and the Indenture Trustee’s 's notice shall contain information to that effect), (iii) the Indenture Trustee’s 's arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Equipment Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Equipment Notes or of all Outstanding Equipment Notes, that the Equipment Notes to be redeemed must be surrendered (which action may be taken by any Noteholder Holder of the Equipment Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Equipment Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Equipment Notes called for redemption will cease to accrue on and after the Redemption Date.

Redemption Notice. In respect of any Optional Redemption of any Series or Class of Equipment Notes to be made out of amounts available for such purposes, the Indenture Trustee will give a Redemption Notice to each Noteholder Holder of the Equipment Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator determined in advance of giving any such Redemption Notice whether that funds are or will, on the applicable Redemption Date, be available for such Optional Redemptiontherefor. Such Redemption Notice must be given at least ten twenty (1020) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) the applicable Redemption Date, (ii) the Equipment Notes being redeemed (which may be some or all of a Series or Class, as permitted by Section 3.12 and any the applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Equipment Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders Holders of the applicable Equipment Notes pro rata in the same manner as partial repayments of principal on the Equipment Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Equipment Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (vProvider(v) for an Optional Redemption of an entire Class or Series of Equipment Notes or of all Outstanding Equipment Notes, that the Equipment Notes to be redeemed must be surrendered (which action may be taken by any Noteholder Holder of the Equipment Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Equipment Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Equipment Notes called for redemption will cease to accrue on and after the Redemption Date.

Redemption Notice. In respect Subject to the provisions set forth in this Section 11.01, each Member (other than the Corporation) shall be entitled to cause the Company to redeem (a “Redemption”) its Common Units (the “Redemption Right”) at any time beginning on the earlier of any Optional Redemption (i) 180 days after the Effective Time or (ii) if such Member has entered into a contractual lock-up agreement with the underwriters in connection with the IPO relating to the shares of any Series or Class of Notes to be made out of amounts available for the Corporation owned by such purposesMember, the Indenture Trustee will give date such lock-up agreement has been waived or terminated as it applies to such Member. A Member desiring to exercise its Redemption Right (the “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to the Corporation. The Redemption Notice to each Noteholder shall specify the number of Common Units (the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided “Redeemed Units”) that the Indenture Trustee shall Redeeming Member intends to have been notified in writing by the Issuer or the Administrator in advance of giving any such Redemption Notice whether funds are or willCompany redeem and a date, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least not less than seven (7) Business Days nor more than ten (10) days but not more than sixty (60) days before Business Days after delivery of such Redemption Notice (unless and to the extent that the Manager in its sole discretion agrees in writing to waive such time periods), on which exercise of the Redemption Right shall be completed (the “Redemption Date. Each ”); provided that the Company, the Corporation and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice must state to another number and/or date by mutual agreement signed in writing by each of them; provided further that a Redemption Notice may be conditioned on (ix) the applicable Redeeming Member having entered into a valid and binding agreement with a third party for the sale of shares of Class A Common Stock that may be issued in connection with such proposed Redemption Date(whether in a tender or exchange offer, private sale or otherwise) and such agreement is subject to customary closing conditions for agreements of this kind and the delivery of the Class A Common Stock by the Redeeming Member to such third party, (iiy) the Notes being redeemed (closing of an announced merger, consolidation or other transaction in which the shares of Class A Common Stock that may be some issued in connection with such proposed Redemption would be exchanged or all converted or become exchangeable for or convertible into cash or other securities or property and/or (z) the closing of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion an underwritten distribution of the Outstanding Principal Balance shares of Class A Common Stock that may be issued in connection with such Notes that is proposed Redemption. Unless the Redeeming Member timely has delivered a Retraction Notice as provided in Section 11.01(b) or has revoked or delayed a Redemption as provided in Section 11.01(c), on the Redemption Date (to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable effective immediately prior to the applicable Hedge Provider) will be distributed to the Noteholders close of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due business on the Redemption Date): (A) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, free and clear of all liens and encumbrances, and (B) the Company shall (x) cancel the Redeemed Units, (ivy) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable transfer to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that Redeeming Member the Notes consideration to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge ProviderRedeeming Member is entitled under Section 11.01(b), and (viz) thatif the Units are certificated, unless issue to the Issuer defaults in Redeeming Member a certificate for a number of Common Units equal to the payment of the Redemption Price, difference (if any, interest on ) between the portion number of Common Units evidenced by the Outstanding Principal Balance certificate surrendered by the Redeeming Member pursuant to clause (A) of this Section 11.01(a) and the Notes called for redemption will cease to accrue on and after the Redemption DateRedeemed Units.

Redemption Notice. In respect (i) Subject to the provisions set forth in this Section 11.01, each Member (other than the Corporation) shall be entitled to cause the Company to redeem (a “Redemption”) its Common Units (the “Redemption Right”) at any time beginning on the earlier of any Optional Redemption (A) 180 days after the Effective Time or (B) if such Member has entered into a contractual lock-up agreement with the underwriters in connection with the IPO and relating to the shares of any Series or Class of Notes the Corporation that may be applicable to be made out of amounts available for such purposesMember, the Indenture Trustee will give date such lock-up agreement has been waived or terminated as it applies to such Member; provided, however, that the Original Members shall be entitled to effect a Redemption pursuant to the IPO Common Unit Redemption Agreement of a number of their Common Units equal to the number of shares of Class A Common Stock needed by the Original Members to fulfill their obligations to sell shares of Class A Common Stock to the underwriters pursuant to the Underwriting Agreement, including in connection with any exercise by the underwriters of the Over-Allotment Option. A Member desiring to exercise its Redemption Right (the “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to the Corporation. The Redemption Notice shall specify the number of Common Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem and a date (unless and to the extent that the Manager in its sole discretion agrees in writing to waive such time periods) on which exercise of the Redemption Right shall be completed, which complies with the requirements set forth in Section 11.01(a)(ii) (the “Redemption Date”); provided that (x) if the Redemption Date occurs in a Restricted Taxable Year, the Redemption Date must be a date that satisfies the conditions of Section 11.01(a)(ii), and (y) the Company, the Corporation and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to another number and/or date by mutual agreement signed in writing by each of them; provided further that a Redemption Notice to each Noteholder may be conditioned on the closing of an underwritten distribution of the Notes to shares of Class A Common Stock that may be redeemed and to each Hedge Provider and Liquidity Facility Provider, issued in connection with such proposed Redemption. Unless the Redeeming Member timely has delivered a Retraction Notice as provided that the Indenture Trustee shall have been notified in writing by the Issuer Section 11.01(b) or the Administrator has revoked or delayed a Redemption as provided in advance of giving any such Redemption Notice whether funds are or willSection 11.01(c), on the applicable Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (A) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, be available free and clear of all liens and encumbrances, and (B) the Company shall (x) cancel the Redeemed Units, (y) transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 11.01(b), and (z), if the Units are certificated, issue to the Redeeming Member a certificate for such Optional Redemption. Such a number of Common Units equal to the difference (if any) between the number of Common Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (B) of this Section 11.01(a)(i) and the Redeemed Units. (ii) Except as provided in Section 11.01(f), any Redemption Notice Date that occurs in a Restricted Taxable Year must be given at least ten (10) days but a Quarterly Redemption Date not more less than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) after delivery of the applicable Redemption DateNotice. Except as provided in Section 11.01(f), (ii) the Notes being redeemed (which may be some or all of any Redemption Date that occurs in a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes year that is to not a Restricted Taxable Year must be redeemed not less than seven (and in respect thereof, the Redemption Price 7) Business Days nor more than ten (less an amount equal to any portion thereof payable to the applicable Hedge Provider10) will be distributed to the Noteholders Business Days after delivery of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption DateNotice.

Redemption Notice. In respect connection with any redemption of any Optional Redemption of any Series or Class of Notes Securities pursuant to be made out of amounts available for such purposesthis Article 7, the Indenture Trustee will give a Redemption Notice to each Noteholder of shall specify the Notes Securities to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) the Applicable Conversion Rate; (d) the name and address of the Paying Agent and Conversion Agent; (e) that Securities called for redemption may be converted at any time before the Close of Business on the Business Day immediately preceding the Redemption Date; (f) that Holders who want to each Hedge Provider convert Securities must satisfy the requirements set forth therein and Liquidity Facility Providerin this Indenture, including the limitations on conversion set forth in Section 6.16; (g) that Securities called for redemption must be surrendered to the Paying Agent for cancellation to collect the Redemption Price; (h) the aggregate principal amount of Securities to be redeemed; and (i) if any Security is to be redeemed in part only, upon surrender of such Security, a new Security or Securities in principal amount equal to the unredeemed portion thereof will be issued. A Redemption Notice may be given by the Company or, at the Company’s request, the Trustee shall give such Redemption Notice in the Company’s name and at the Company’s expense; provided that the Indenture Trustee text of the Redemption Notice shall have been notified in writing be prepared by the Issuer or Company. In connection with any redemption pursuant to this Article 7, the Administrator in advance of giving any such Redemption Notice whether funds are or Company will, on to the applicable Redemption Dateextent required, be available for such Optional Redemption. Such Redemption Notice must be given at least ten (10) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) comply with the provisions of Rule 13e-4, Rule 14e-1 (or any successor provision) and any other tender offer rules under the Exchange Act that may be applicable Redemption Dateat the time of the purchase of the Securities, (ii) file the Notes being redeemed related Schedule TO (which may be some or all of a Series any successor schedule, form or Class, as permitted report) or any other schedule required in connection with any offer by Section 3.12 the Company to purchase the Securities under the Exchange Act and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) otherwise comply with all federal and state securities laws so as to permit the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes rights and obligations under this Article 7 to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults exercised in the payment of time and in the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption Datemanner specified in this Article 7.

Redemption Notice. In respect of any Optional If the Series A-1 Redemption of any Notice shall have been given, from and after the Series A-1 Redemption Date, unless the Partnership defaults in providing or Class of Notes to be made out of amounts available securing funds sufficient for such purposesredemption at the time and place specified for payment pursuant to the Series A-1 Redemption Notice, the Indenture Trustee will give a Redemption Notice to each Noteholder of the Notes all Series A-1 Distributions on such Series A-1 Preferred Units to be redeemed shall cease and all rights of holders of such Series A-1 Preferred Units with respect to each Hedge Provider such Series A-1 Preferred Units shall cease, except the right to receive the Series A-1 Redemption Price, including any amount equal to declared and Liquidity Facility Provider, provided that unpaid distributions to the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance of giving any such Redemption Notice whether funds are or will, on the applicable Series A-1 Redemption Date, and such Series A-1 Preferred Units shall not thereafter be available for such Optional Redemption. Such Redemption Notice must be given at least ten (10) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) transferred on the applicable Redemption Date, (ii) books of the Notes being redeemed (which may be some Series A-1 Transfer Agent or all of a Series or Classthe Partnership, as permitted by Section 3.12 and the case may be, or be deemed to be outstanding for any applicable purpose whatsoever. The Partnership shall be entitled to receive from the Series Supplement) andA-1 Transfer Agent the interest income, if applicableany, earned on such funds deposited with the portion of the Outstanding Principal Balance of such Notes that is to be redeemed Series A-1 Transfer Agent (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed extent that such interest income is not required to pay the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Series A-1 Redemption Price of the Notes Series A-1 Preferred Units to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) thatthe holders of any Series A-1 Preferred Units so redeemed shall have no claim to any such interest income. Any funds deposited with the Series A-1 Transfer Agent hereunder by the Partnership for any reason, unless including redemption of Series A-1 Preferred Units, that remain unclaimed or unpaid after two years after the Issuer defaults in applicable Series A-1 Redemption Date or other payment date, shall be, to the extent permitted by law, repaid to the Partnership upon its written request, after which repayment the Series A-1 Holders entitled to such redemption or other payment shall have recourse only to the Partnership. Notwithstanding any Series A-1 Redemption Notice, there shall be no redemption of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes any Series A-1 Preferred Units called for redemption will cease until funds sufficient to accrue on and after pay the full Series A-1 Redemption DatePrice of such Series A-1 Preferred Units shall have been deposited by the Partnership with the Series A-1 Transfer Agent or, if the General Partner is acting in the capacity of the Series A-1 Transfer Agent, secured by the General Partner for such purposes.

Redemption Notice. In respect connection with any redemption of any Optional Redemption of any Series or Class of Notes Securities pursuant to be made out of amounts available for such purposesSection 7.01, the Indenture Trustee will give a Redemption Notice to each Noteholder of shall specify the Notes Securities to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) the Applicable Conversion Rate; (d) the name and address of the Paying Agent and Conversion Agent; (e) that Securities called for redemption may be converted at any time before the Closing of Business on the Business Day immediately preceding the Redemption Date; (f) that Holders who want to each Hedge Provider convert Securities must satisfy the requirements set forth therein and Liquidity Facility Providerin this Indenture; (g) that Securities called for redemption must be surrendered to the Paying Agent for cancellation to collect the Redemption Price; (h) the aggregate principal amount of Securities to be redeemed; and (i) if any Security is to be redeemed in part only, upon surrender of such Security, a new Security or Securities in principal amount equal to the unredeemed portion thereof will be issued. A Redemption Notice may be given by the Company or, at the Company’s request, the Trustee shall give such Redemption Notice in the Company’s name and at the Company’s expense; provided that the Indenture Trustee text of the Redemption Notice shall have been notified in writing be prepared by the Issuer or Company. In connection with any redemption pursuant to Section 7.01, the Administrator in advance of giving any such Redemption Notice whether funds are or Company will, on to the applicable Redemption Dateextent required, be available for such Optional Redemption. Such Redemption Notice must be given at least ten (10) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) comply with the provisions of Rule 13e-4, Rule 14e-1 (or any successor provision) and any other tender offer rules under the Exchange Act that may be applicable Redemption Dateat the time of the purchase of the Securities, (ii) file the Notes being redeemed related Schedule TO (which may be some or all of a Series any successor schedule, form or Class, as permitted report) or any other schedule required in connection with any offer by Section 3.12 the Company to purchase the Securities under the Exchange Act and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) otherwise comply with all federal and state securities laws so as to permit the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes rights and obligations under Section 7.01 to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults exercised in the payment of time and in the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption Datemanner specified in Section 7.01.

Redemption Notice. (a) In respect of any Optional Redemption of any Series case the Company exercises its right to redeem the Securities, in whole or Class of Notes in part, in accordance with, and subject to be made out of amounts available the conditions set forth in, Section 6.01(a), it shall fix a Business Day as the date for such purposesredemption (each, the Indenture Trustee will give a Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance of giving any such Redemption Notice whether funds are or will, on the applicable “Redemption Date, be available for such Optional Redemption”). Such Redemption Notice must be given at At least ten (10) 40 days but not more than sixty (60) 60 days before such a Redemption Date. Each , the Company shall mail a notice of redemption (a “Redemption Notice”) by first-class mail, postage prepaid, to the Trustee, the Paying Agent and each Holder of Securities to be redeemed. (b) The Redemption Notice must state shall specify the Securities to be redeemed and shall state: (i) the applicable Redemption Date, ; (ii) the Notes being redeemed (which may be some or all of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), Price; (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, then-current Conversion Rate; (iv) the Redemption Price name and address of the Notes Paying Agent and Conversion Agent; (v) subject to Section 8.02(d), that Securities called for redemption may be converted at any time before the close of business on the Business Day immediately preceding the Redemption Date (at which time the right to convert such Securities will expire unless another condition for conversion shall be satisfied under this Indenture); (vi) that Holders who want to convert Securities must satisfy the requirements set forth therein and in this Indenture, including, without limitation, compliance with Section 8.02(d); (vii) that Securities called for redemption must be surrendered to the Paying Agent for cancellation to collect the Redemption Price; (viii) if fewer than all the Outstanding Securities are to be redeemed, including a description the certificate numbers (if such Securities are Physical Securities) and Principal Amounts of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes particular Securities to be redeemed must be surrendered redeemed; (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (viix) that, unless the Issuer Company defaults in the making payment of the such Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption Date; and (x) the CUSIP number of the Securities. At the Company’s written request delivered at least 30 days prior to the date such notice is to be given (unless a shorter time period shall be acceptable to the Trustee), the Trustee shall give the Redemption Notice to each Holder of Securities to be redeemed in the Company’s name and at the Company’s expense.

Redemption Notice. In respect of any Optional Redemption of any Series or Class of Notes to be made out of amounts available for such purposes, the Indenture Trustee will give a Redemption Notice to each Noteholder Holder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance of giving any such Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least ten (10) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) the applicable Redemption Date, (ii) the Notes being redeemed (which may be some or all of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders Holders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder Holder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption Date.

Redemption Notice. In respect Notice of any Optional redemption (a “Redemption of any Series or Class Notice”) shall be given in accordance with Section 12.08(c) to each Holder of Notes (with a copy to be made out of amounts available for such purposes, the Indenture Trustee will give a Trustee). (a) The Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance of giving any such Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least ten (10) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state state: (i) the applicable Redemption Date, Date (which must be a Business Day); (ii) the Redemption Price; (iii) that on the Redemption Date, the Redemption Price will become due and payable upon each such Note, and that interest thereon, if any, shall cease to accrue on and after said date; (iv) the place or places where such Notes being redeemed are to be surrendered for payment of the Redemption Price; (v) the time at which may the Holders’ right to convert the Notes called for redemption will expire, which will be some or all the Close of Business on the second Business Day immediately preceding the Redemption Date; (vi) the procedures a Series or Classconverting Holder must follow to convert its Notes, as permitted by Section 3.12 and any applicable Series Supplement) the Conversion Settlement Method, Make-Whole Settlement Method and, if applicable, the portion Cash Amount and Cash Make-Whole Premium Amount; (vii) the Conversion Rate and, if applicable, the number of Additional Shares under Section 4.04; (viii) the Outstanding Principal Balance of CUSIP, ISIN or other similar numbers, if any, assigned to such Notes that Notes; and (ix) in case any Note is to be redeemed (and in respect thereofpart only, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease principal amount thereof to accrue be redeemed and on and after the Redemption Date, upon surrender of such Note, a new Note in principal amount equal to the unredeemed portion thereof shall be issued. (b) A Redemption Notice shall be given by the Company or, at the Company’s request, by the Trustee in the name and at the expense of the Company; provided, that the Company shall have delivered to the Trustee, at least five Business Days before the Redemption Notice is required to be given (or such shorter period agreed to by the Trustee), an Officer’s Certificate requesting that the Trustee give such notice and attaching the form of Redemption Notice and including the information to be stated in such notice. (c) A Redemption Notice shall be irrevocable. (d) A Redemption Notice, if given in the manner herein provided, shall be conclusively presumed to have been duly given whether or not a Holder receives such notice. In any case, a failure to give such Redemption Notice or any defect in the Redemption Notice to the Holder of any Notes shall not affect the validity of the proceedings for the redemption of any other Notes.

Redemption Notice. In respect (i) Subject to the provisions set forth in this Section 11.01, each Class B Unitholder (other than USCo2) shall be entitled (the “Redemption Right”) to cause the Company to redeem its Class B Units at any time after the Effective Time, unless such Class B Unitholder has entered into a contractual lock-up agreement in connection with the Arrangement Agreement or otherwise and relating to the shares of any Optional Pubco that may be applicable to such Class B Unitholder, and then beginning on the date such lock-up agreement has been waived or terminated as it applies to such Class B Unitholder (the “Redemption”). A Class B Unitholder desiring to exercise its Redemption Right (the “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to the Manager, to Acreage and to Pubco. The Redemption Notice shall specify the number of any Series or Class B Units (the “Redeemed Units”), that the Redeeming Member intends to have the Company redeem and a date (unless and to the extent that the Manager in its sole discretion agrees in writing to waive such time periods) on which exercise of Notes to the Redemption Right shall be made out of amounts available for such purposescompleted, which complies with the requirements set forth in Section 11.01(a)(ii) (the “Redemption Date”); provided that (x) if the Redemption Date occurs in a Restricted Taxable Year, the Indenture Trustee will give Redemption Date must be a date that satisfies the conditions of Section 11.01(a)(ii), and (y) the Company, the Manager and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified another number and/or date by mutual agreement signed in writing by each of them. Unless the Issuer Redeeming Member has revoked or the Administrator delayed a Redemption as provided in advance of giving any such Redemption Notice whether funds are or willSection 11.01(c), on the applicable Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (A) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, be available free and clear of all liens and encumbrances, and (B) the Company shall transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 11.01(b), provided that, if such Units are certificated, the Company shall issue to the Redeeming LEGAL\41134311\10 Member a certificate for such Optional Redemption. Such a number of Class B Units equal to the difference (if any) between the number of Class B Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (B) of this Section 11.01(a)(i) and the Redeemed Units. (ii) Any Redemption Notice Date that occurs in a Restricted Taxable Year must be given at least ten (10) days but a Quarterly Redemption Date not more less than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) after delivery of the applicable Redemption Date, (ii) the Notes being redeemed (which may be some or all of Notice. Any Redemption Date that occurs in a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes year that is to not a Restricted Taxable Year must be redeemed not less than seven (and in respect thereof, the Redemption Price 7) Business Days nor more than ten (less an amount equal to any portion thereof payable to the applicable Hedge Provider10) will be distributed to the Noteholders Business Days after delivery of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption DateNotice.

Redemption Notice. In respect Notice of any Optional redemption (a “Redemption of any Series or Class Notice”) shall be given in accordance with Section 12.08, to each Holder of Notes (with a copy to be made out of amounts available for such purposes, the Indenture Trustee will give a Trustee). (a) The Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance of giving any such Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least ten (10) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state state: (i) the applicable Redemption Date, Date (which must be a Business Day); (ii) the Redemption Price; (iii) that on the Redemption Date, the Redemption Price will become due and payable upon each such Note, and that interest thereon, if any, shall cease to accrue on and after said date; (iv) the place or places where such Notes being redeemed are to be surrendered for payment of the Redemption Price; (v) that Holders have a right to convert the Notes called for redemption upon satisfaction of the requirements set forth in this Indenture; (vi) the Settlement Method and Observation Period which may will apply to all conversions after the Company issues such Redemption Notice and on or prior to the second Business Day immediately preceding the Redemption Date (the “Redemption Period”); (vii) the time at which the Holders’ right to convert the Notes called for redemption will expire, which will be some or all the Close of Business on the second Business Day immediately preceding the Redemption Date; (viii) the procedures a Series or Class, as permitted by Section 3.12 and any applicable Series Supplementconverting Holder must follow to convert its Notes; (ix) the Conversion Rate and, if applicable, the portion number of the Outstanding Principal Balance of such Notes that is to be redeemed Additional Shares under Section 4.06(a); and (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iiix) the Indenture Trustee’s arrangements for making payments due on the Redemption DateCUSIP, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class ISIN or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Priceother similar numbers, if any, interest on assigned to such Notes. (b) A Redemption Notice shall be given by the portion Company or, at the Company’s request, by the Trustee in the name and at the expense of the Outstanding Principal Balance Company; provided that the Company shall have delivered to the Trustee, at least five (5) Business Days before the Redemption Notice is required to be given (or such shorter period agreed to by the Trustee), an Officer’s Certificate requesting that the Trustee give such notice and attaching the form of Redemption Notice and including the information to be stated in such notice. (c) A Redemption Notice, if given in the manner herein provided, shall be conclusively presumed to have been duly given, whether or not a Holder receives such notice. In any case, a failure to give such Redemption Notice or any defect in the Redemption Notice to the Holder of any Notes shall not affect the validity of the Notes called proceedings for the redemption will cease to accrue on and after the of any other Notes. (d) A Redemption DateNotice shall be irrevocable.

Redemption Notice. In respect At least 30 days but not more than 60 days before a Redemption Date, the Company shall send a written notice of any Optional redemption (“Redemption of any Series Notice”) by electronic transmission or Class by first-class mail, postage prepaid, to the Trustee, the Paying Agent and each Holder of Notes to be made out of amounts available for such purposes, the Indenture Trustee will give a Redemption Notice to each Noteholder of redeemed. The notice shall specify the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that shall state: (a) the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance of giving any such Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such ; (b) the Redemption Notice must be given at least ten Price; (10) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state (ic) the applicable Redemption Date, Conversion Rate; (iid) the name and address of the Paying Agent and Conversion Agent; (e) that Notes being redeemed (which called for redemption may be some or converted at any time before the Close of Business on the Trading Day immediately preceding the Redemption Date unless the Company fails to pay the Redemption Price; (f) that Holders who want to convert Notes must satisfy the requirements set forth therein and in the Indenture; (g) that Notes called for redemption must be surrendered to the Paying Agent to collect the Redemption Price; (h) if fewer than all of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicablethe outstanding Notes are to be redeemed, the portion certificate numbers (if such Notes are held other than in global form) and principal amounts of the Outstanding Principal Balance of such Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the particular Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, ; (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vii) that, unless the Issuer Company defaults in the making payment of the such Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption Date; and (j) the CUSIP number of the Notes. At the Company’s written request, the Trustee shall give the Redemption Notice to each Holder of Notes to be redeemed in the Company’s name and at the Company’s expense; provided, however, that the Company shall have delivered to the Trustee, at least 40 days (or such shorter period as is acceptable to the Trustee), prior to the redemption date, an Officers’ Certificate requesting that the Trustee give such notice (in the name and at the expense of the Company) and setting forth the information to be stated in such notice as provided in this Section 3.08.

Redemption Notice. (a) In respect case the Company exercises its Optional Redemption right to redeem all or any portion of the Notes pursuant to Section 16.01, it shall fix a date for such Optional Redemption (each, a “Redemption Date”) and the Company (or, at the Company’s written request (with such request including an Officer’s Certificate requesting that the Trustee give such Redemption Notice, setting forth the information to be stated in such Redemption Notice as provided in Section 16.02(c), and stating that all conditions precedent to the delivery of such Redemption Notice have been or will be complied with) received by the Trustee at least two Business Days prior to the date of giving the Redemption Notice (or such shorter period of time as may be acceptable to the Trustee), the Trustee, in the name of and at the expense of the Company) shall deliver or cause to be delivered a written notice of such Optional Redemption (a “Redemption Notice”) not less than 50 nor more than 65 Scheduled Trading Days prior to the Redemption Date to the Trustee, the Conversion Agent (if other than the Trustee), the Paying Agent (if other than the Trustee) and each Holder; provided that if, in accordance with Section 14.02, the Company elects to settle all conversions of Called Notes with a Conversion Date that occurs during the related Redemption Period by Physical Settlement, then the Company shall provide the Redemption Notice not less than 15 nor more than 60 calendar days before the Redemption Date to the Trustee, the Conversion Agent (if other than the Trustee), the Paying Agent (if other than the Trustee) and each Holder of Notes. The Redemption Date must be a Business Day, and the Company shall not specify a Redemption Date that falls on or after the 41st Scheduled Trading Day immediately preceding the Maturity Date. (b) The Redemption Notice, if delivered in the manner herein provided, shall be conclusively presumed to have been duly given, whether or not the Holder receives such notice. In any case, failure to duly give such Redemption Notice or any defect in the Redemption Notice to the Holder of any Note designated for Optional Redemption as a whole or in part shall not affect the validity of the proceedings for the Optional Redemption of any Series or Class of Notes to be made out of amounts available for such purposes, the Indenture Trustee will give a Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance of giving any such Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least ten other Note. (10c) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state shall specify: (i) the applicable Redemption Date, ; (ii) the Notes being redeemed (which may be some or all of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), Price; (iii) the Indenture Trustee’s arrangements for making payments due that on the Redemption Date, (iv) the Redemption Price of the Notes will become due and payable upon each Note to be redeemed, including a description of the portion thereof, if applicable, and that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Priceinterest thereon, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will shall cease to accrue on and after the Redemption Date (except as provided in the parenthetical of the definition of Redemption Price); (iv) the place or places where such Notes are to be surrendered for payment of the Redemption Price; (v) that Holders of Called Notes may surrender their Called Notes for conversion at any time prior to the close of business on the second Scheduled Trading Day immediately preceding the Redemption Date; (vi) the procedures a converting Holder of Called Notes must follow to convert its Called Notes and the Settlement Method and Specified Dollar Amount, if applicable; (vii) the Conversion Rate and, if applicable, the number of Additional Shares added to the Conversion Rate in accordance with Section 14.03; (viii) the CUSIP, ISIN or other similar numbers, if any, assigned to such Notes; and (ix) in case any Physical Note is to be redeemed in part only, the portion of the principal amount thereof to be redeemed and on and after the Redemption Date, upon surrender of such Physical Note, a new Physical Note in principal amount equal to the unredeemed portion thereof shall be issued. Each Redemption Notice shall be irrevocable. Simultaneously with providing any Redemption Notice, the Company shall issue a press release through such national newswire service as the Company then uses containing the information set forth in such Redemption Notice.

Redemption Notice. In respect At least 25 Scheduled Trading Days but not more than 90 days before a Redemption Date, the Company or, at the Company’s request, the Trustee (provided that the Company provided the notice specified in Section 6.01 to the Trustee not less than 45 days before the Redemption Date (unless the Trustee consents to a shorter period)) shall mail a notice of any Optional redemption (a “Redemption Notice”) by first-class mail, postage prepaid, to the Holders of any Series or Class of Notes each Security to be made out of amounts available for such purposes, the Indenture Trustee will give a redeemed. The Redemption Notice to each Noteholder of shall identify the Notes Securities to be redeemed and shall state: (a) the Redemption Date; (b) the Redemption Price; (c) the then existing Conversion Rate (d) the applicable Settlement Method for all conversions from and after the Redemption Notice; (e) the name and address of the Trustee, the Paying Agent and the Conversion Agent; (f) that Securities called for redemption may be converted at any time before the close of business on the date that is one Business Day immediately prior to each Hedge Provider the Redemption Date; (g) that Holders who want to convert their Securities must satisfy the requirements for conversion set forth in the Securities and Liquidity Facility Providerthis Indenture; (h) that Securities called for redemption must be surrendered to the Paying Agent to collect the Redemption Price; (i) if fewer than all of the outstanding Securities are to be redeemed, the certificate numbers, if any, and principal amounts of the particular Securities to be redeemed; and (j) the CUSIP/ ISIN number(s) of the Securities. At the Company’s request, the Trustee shall give the Redemption Notice in the Company’s name and at the Company’s expense, provided that the Indenture Trustee shall have been notified in writing Company makes such request at least three Business Days prior to the date by the Issuer or the Administrator in advance of giving any which such Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least ten (10) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) the applicable Redemption Date, (ii) the Notes being redeemed (which may be some or all of a Series or Class, as permitted by to holders in accordance with this Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption Date6.03.

Redemption Notice. In respect (i) Subject to the provisions set forth in this Section 11.01, each Member (other than the Corporation) shall be entitled to cause the Company to redeem (a “Redemption”) its Common Units (the “Redemption Right”) at any time. A Member desiring to exercise its Redemption Right (the “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to the Corporation. The Redemption Notice shall specify the number of any Optional Common Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem and a date (unless and to the extent that the Manager in its sole discretion agrees in writing to waive such time periods) on which exercise of the Redemption of any Series or Class of Notes to Right shall be made out of amounts available for such purposescompleted, which complies with the requirements set forth in Section 11.01(a)(ii) (the “Redemption Date”); provided that (x) if the Redemption Date occurs in a Restricted Taxable Year, the Indenture Trustee will give Redemption Date must be a date that satisfies the conditions of Section 11.01(a)(ii), and (y) the Company, the Corporation and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to another number and/or date by mutual agreement signed in writing by each of them; provided further that a Redemption Notice to each Noteholder may be conditioned on the closing of an underwritten distribution of the Notes to shares of Class A Common Stock that may be redeemed and to each Hedge Provider and Liquidity Facility Provider, issued in connection with such proposed Redemption. Unless the Redeeming Member timely has delivered a Retraction Notice as provided that the Indenture Trustee shall have been notified in writing by the Issuer Section 11.01(b) or the Administrator has revoked or delayed a Redemption as provided in advance of giving any such Redemption Notice whether funds are or willSection 11.01(c), on the applicable Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (A) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, be available free and clear of all liens and encumbrances, and (B) the Company shall (x) cancel the Redeemed Units, (y) transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 11.01(b), and (z), if the Units are certificated, issue to the Redeeming Member a certificate for such Optional Redemption. Such a number of Common Units equal to the difference (if any) between the number of Common Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (B) of this Section 11.01(a)(i) and the number of Redeemed Units. (ii) Except as provided in Section 11.01(f), any Redemption Notice Date that occurs in a Restricted Taxable Year must be given at least ten (10) days but a Quarterly Redemption Date not more less than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) after delivery of the applicable Redemption DateNotice. Except as provided in Section 11.01(f), (ii) the Notes being redeemed (which may be some or all of any Redemption Date that occurs in a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes year that is to not a Restricted Taxable Year must be redeemed not less than seven (and in respect thereof, the Redemption Price 7) Business Days nor more than ten (less an amount equal to any portion thereof payable to the applicable Hedge Provider10) will be distributed to the Noteholders Business Days after delivery of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption DateNotice.

Redemption Notice. In respect Notice of any Optional redemption (a “Redemption of any Series or Class Notice”) shall be given in accordance with Section 12.08(c), to each Holder of Notes (with a copy to be made out of amounts available for such purposes, the Indenture Trustee will give a Trustee). (a) The Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance of giving any such Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least ten (10) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state state: (i) the applicable Redemption Date, Date (which must be a Business Day); (ii) the Redemption Price; (iii) that on the Redemption Date, the Redemption Price will become due and payable upon each such Note, and that interest thereon, if any, shall cease to accrue on and after said date; (iv) the place or places where such Notes being redeemed are to be surrendered for payment of the Redemption Price; (v) that Holders have a right to convert the Notes called for redemption upon satisfaction of the requirements set forth in this Indenture; (vi) the time at which may the Holders’ right to convert the Notes called for redemption will expire, which will be some or all the Close of Business on the second Business Day immediately preceding the Redemption Date; (vii) the procedures a Series or Class, as permitted by Section 3.12 and any applicable Series Supplementconverting Holder must follow to convert its Notes; (viii) the Conversion Rate and, if applicable, the portion number of the Outstanding Principal Balance of such Notes that is to be redeemed Additional Shares under Section 4.06; and (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iiiix) the Indenture Trustee’s arrangements for making payments due on the Redemption DateCUSIP, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class ISIN or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Priceother similar numbers, if any, interest on assigned to such Notes. (b) A Redemption Notice shall be given by the portion Company or, at the Company’s request, by the Trustee in the name and at the expense of the Outstanding Principal Balance Company; provided that the Company shall have delivered to the Trustee, at least five (5) Business Days before the Redemption Notice is required to be given (or such shorter period agreed to by the Trustee), an Officer’s Certificate requesting that the Trustee give such notice and attaching the form of Redemption Notice and including the information to be stated in such notice. (c) A Redemption Notice shall be irrevocable. (d) A Redemption Notice, if given in the manner herein provided, shall be conclusively presumed to have been duly given, whether or not a Holder receives such notice. In any case, a failure to give such Redemption Notice or any defect in the Redemption Notice to the Holder of any Notes shall not affect the validity of the Notes called proceedings for the redemption will cease to accrue on and after the Redemption Dateof any other Notes.

Redemption Notice. In respect (i) Subject to the provisions set forth in this Section 11.01, each Member holding Common Units (other than the PC Corp) shall be entitled to cause the Company to redeem (a “Common Unit Redemption”) its Common Units at any time beginning on the date hereof, unless such Member has entered into a contractual lock-up agreement in connection with the Public Listing and relating to the shares of any Optional Pubco that may be applicable to such Member, and then beginning on the date such lock-up agreement has been waived or terminated as it applies to such Member. A Member desiring to exercise its Redemption Right (the “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to the Manager and to PC Corp. The Redemption Notice shall specify the number of any Series or Class Common Units (the “ Redeemed Units”), that the Redeeming Member intends to have the Company redeem and a date (unless and to the extent that the Manager in its sole discretion agrees in writing to waive such time periods) on which exercise of Notes to the Redemption Right shall be made out of amounts available for such purposescompleted, which complies with the requirements set forth in Section 11.01(a)(ii) (the “Redemption Date”); provided that (x) if the Redemption Date occurs in a Restricted Taxable Year, the Indenture Trustee will give Redemption Date must be a date that satisfies the conditions of Section 11.01(a)(ii), and (y) the Company, the Manager, PC Corp and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified another number and/or date by mutual agreement signed in writing by each of them. Unless the Issuer Redeeming Member has delivered a timely Retraction Notice as provided in Section 11.01(b) or the Administrator has revoked or delayed a Redemption as provided in advance of giving any such Redemption Notice whether funds are or willSection 11.01(c), on the applicable Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (A) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, be available free and clear of all liens and encumbrances, and (B) the Company shall transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 11.01(b), provided that, if such Units are certificated, the Company shall issue to the Redeeming Member a certificate for such Optional Redemption. Such a number of Common Units equal to the difference (if any) between the number of Common Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (B) of this Section 11.01(a)(i) and the Redeemed Units. (ii) Any Redemption Notice Date that occurs in a Restricted Taxable Year must be given at least ten (10) days but a Quarterly Redemption Date not more less than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) after delivery of the applicable Redemption Date, (ii) the Notes being redeemed (which may be some or all of Notice. Any Redemption Date that occurs in a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes year that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including not a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed Restricted Taxable Year must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (not less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption Date.than seven

Redemption Notice. In respect (i) Subject to the provisions set forth in this Section 11.01, each Member holding Common Units (other than USCo and USCo2) shall be entitled to cause the Company to redeem (a “Common Unit Redemption”) its Common Units at any time beginning on the date hereof, unless such Member has entered into a contractual lock-up agreement in connection with the Public Listing and relating to the shares of any Optional Pubco that may be applicable to such Member, and then beginning on the date such lock-up agreement has been waived or terminated as it applies to such Member. A Member desiring to exercise its Redemption Right (the “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to the Manager and to Pubco. The Redemption Notice shall specify the number of any Series or Class Common Units (the “Redeemed Units”), that the Redeeming Member intends to have the Company redeem and a date (unless and to the extent that the Manager in its sole discretion agrees in writing to waive such time periods) on which exercise of Notes to the Redemption Right shall be made out of amounts available for such purposescompleted, which complies with the requirements set forth in Section 11.01(a)(ii) (the “Redemption Date”); provided that (x) if the Redemption Date occurs in a Restricted Taxable Year, the Indenture Trustee will give Redemption Date must be a date that satisfies the conditions of Section 11.01(a)(ii), and (y) the Company, the Manager and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified another number and/or date by mutual agreement signed in writing by each of them. Unless the Issuer Redeeming Member has revoked or the Administrator delayed a Redemption as provided in advance of giving any such Redemption Notice whether funds are or willSection 11.01(c), on the applicable Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (A) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, be available free and clear of all liens and encumbrances, and (B) the Company shall transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 11.01(b), provided that, if such Units are certificated, the Company shall issue to the Redeeming Member a certificate for such Optional Redemption. Such a number of Common Units equal to the difference (if any) between the number of Common Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (B) of this Section 11.01(a)(i) and the Redeemed Units. (ii) Any Redemption Notice Date that occurs in a Restricted Taxable Year must be given at least ten (10) days but a Quarterly Redemption Date not more less than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) after delivery of the applicable Redemption Date, (ii) the Notes being redeemed (which may be some or all of Notice. Any Redemption Date that occurs in a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes year that is to not a Restricted Taxable Year must be redeemed not less than seven (and in respect thereof, the Redemption Price 7) Business Days nor more than ten (less an amount equal to any portion thereof payable to the applicable Hedge Provider10) will be distributed to the Noteholders Business Days after delivery of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption DateNotice.

Redemption Notice. The Redemption Notice, if delivered in the manner herein provided, shall be conclusively presumed to have been duly given, whether or not the Holder receives such notice. In respect of any Optional case, failure to give such Redemption of Notice by mail or any Series or Class of Notes to be made out of amounts available for such purposes, defect in the Indenture Trustee will give a Redemption Notice to each Noteholder the Holder of any Note designated for redemption as a whole or in part shall not affect the validity of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that proceedings for the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance redemption of giving any such Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least ten other Note. (10a) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state shall be given to each Holder of Notes and shall state: (i) the applicable Redemption Date, Date (which must be a Business Day); (ii) the Notes being redeemed (which may be some or all of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), Price; (iii) in the Indenture Trustee’s arrangements case of a partial redemption, which Notes have been called for making payments due redemption; (iv) that on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is will become due and payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on upon each such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider)Note, and (vi) that, unless the Issuer defaults in the payment of the Redemption Pricethat interest thereon, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will shall cease to accrue on and after the Redemption Date; (v) the place or places where such Notes are to be surrendered for payment of the Redemption Price; (vi) that Holders may surrender their Notes for conversion at any time prior to the Close of Business on the second Scheduled Trading Day immediately preceding the Redemption Date; (vii) [reserved]; (viii) the procedures a converting Holder must follow to convert its Notes and the Cash Percentage; (ix) the Conversion Rate and, if applicable, the number of Additional Shares under Section 4.06; and (x) the CUSIP, ISIN or other similar numbers, if any, assigned to such Notes. (b) A Redemption Notice shall be given by the Company or, at the Company’s request, by the Trustee in the name and at the expense of the Company; provided that the Company shall have delivered to the Trustee, at least five (5) Business Days before the Redemption Notice is required to be given (or such shorter period agreed to by the Trustee), an Officer’s Certificate requesting that the Trustee give such notice and attaching the form of Redemption Notice and including the information to be stated in such notice. (c) A Redemption Notice shall be irrevocable.

Redemption Notice. In respect (i) Subject to the provisions set forth in this Section 11.01, each Class B Unitholder (other than USCo2) shall be entitled (the “Redemption Right”) to cause the Company to redeem its Class B Units at any time after the Effective Time, unless such Class B Unitholder has entered into a contractual lock-up agreement in connection with the Arrangement Agreement or otherwise and relating to the shares of any Optional Acreage or Pubco that may be applicable to such Class B Unitholder, and then beginning on the date such lock-up agreement has been waived or terminated as it applies to such Class B Unitholder (the “Redemption”). A Class B Unitholder desiring to exercise its Redemption Right (the “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to the Manager, to Acreage and to Pubco. The Redemption Notice shall specify (i) the number of any Series or Class B Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem; provided that the proportion of Notes Redeemed Units subject to a Redemption by a Redeeming Member must be made out 70% Class B Fixed Units and 30% Class B Floating Units; and (ii) a date (unless and to the extent that the Manager in its sole discretion agrees in writing to waive such time periods) on which exercise of amounts available for such purposesthe Redemption Right shall be completed, which complies with the requirements set forth in Section 11.01(a)(ii) (the “Redemption Date”); provided that (x) if the Redemption Date occurs in a Restricted Taxable Year, the Indenture Trustee will give Redemption Date must be a date that satisfies the conditions of Section 11.01(a)(ii), and (y) the Company, the Manager and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified another number and/or date by mutual agreement signed in writing by each of them. Unless the Issuer Redeeming Member has revoked or the Administrator delayed a Redemption as provided in advance of giving any such Redemption Notice whether funds are or willSection 11.01(c), on the applicable Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (A) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, be available free and clear of all liens and encumbrances, and (B) the Company shall transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 11.01(b), provided that, if such Units are certificated, the Company shall issue to the Redeeming Member a certificate for such Optional Redemption. Such a number of Class B Units equal to the difference (if any) between the number of Class B Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (B) of this Section 11.01(a)(ii) and the Redeemed Units. (ii) Any Redemption Notice Date that occurs in a Restricted Taxable Year must be given at least ten (10) days but a Quarterly Redemption Date not more less than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) after delivery of the applicable Redemption Date, (ii) the Notes being redeemed (which may be some or all of Notice. Any Redemption Date that occurs in a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes year that is to not a Restricted Taxable Year must be redeemed not less than seven (and in respect thereof, the Redemption Price 7) Business Days nor more than ten (less an amount equal to any portion thereof payable to the applicable Hedge Provider10) will be distributed to the Noteholders Business Days after delivery of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption DateNotice.

Redemption Notice. In respect Notice of any Optional redemption (a “Redemption of any Series or Class Notice”) shall be given, to each Holder of Notes (with a copy to be made out of amounts available for such purposes, the Indenture Trustee will give a Redemption Notice to each Noteholder of the Notes Trustee) to be redeemed and not more than 60 Scheduled Trading Days but not less than 30 days (in accordance with the applicable procedures of DTC in the case of any Global Note) prior to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance of giving any such Redemption Date. (a) The Redemption Notice whether funds are or will, shall state: 1. the Redemption Date; 2. the Redemption Price; 3. that on the applicable Redemption Date, the Redemption Price will become due and payable upon each such Note, and that interest thereon, if any, shall cease to accrue on and after said date; 4. the place or places where such Notes are to be available surrendered for such Optional Redemptionpayment of the Redemption Price; 5. Such Redemption Notice must that Holders have a right to convert the Notes called for redemption upon satisfaction of the requirements set forth in this Indenture; 6. the time at which the Holders’ right to convert the Notes called for redemption will expire, which will be given at least ten (10) days but not more than sixty (60) days before such the Close of Business on the Business Day immediately preceding the Redemption Date; 7. Each Redemption Notice the procedures a converting Holder must state (i) follow to convert its Notes; 8. the applicable Redemption Date, (ii) the Notes being redeemed (which may be some or all of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) Conversion Rate and, if applicable, the portion number of Additional Shares under Section 14.03 and 9. the Outstanding Principal Balance of such Notes that is to be redeemed (and in respect thereofCUSIP, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class ISIN or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Priceother similar numbers, if any, interest on assigned to such Notes. (b) A Redemption Notice shall be given by the portion Company or, at the Company’s request, by the Trustee in the name and at the expense of the Outstanding Principal Balance Company; provided that the Company shall have delivered to the Trustee, at least five (5) Business Days before the Redemption Notice is required to be given (or such shorter period agreed to by the Trustee), an Officer’s Certificate requesting that the Trustee give such notice and attaching the form of Redemption Notice and including the information to be stated in such notice. (c) A Redemption Notice, if given in the manner herein provided, shall be conclusively presumed to have been duly given, whether or not a Holder receives such notice. In any case, a failure to give such Redemption Notice or any defect in the Redemption Notice to the Holder of any Notes shall not affect the validity of the Notes called proceedings for the redemption will cease to accrue on and after the Redemption Dateof any other Notes.

Redemption Notice. The Redemption Notice, if delivered in the manner herein provided, shall be conclusively presumed to have been duly given, whether or not the Holder receives such notice. In respect of any Optional case, failure to give such Redemption of Notice by mail or any Series or Class of Notes to be made out of amounts available for such purposes, defect in the Indenture Trustee will give a Redemption Notice to each Noteholder the Holder of any Note designated for redemption as a whole or in part shall not affect the validity of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that proceedings for the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance redemption of giving any such Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least ten other Note. (10a) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state shall be given to each Holder of Notes and shall state: (i) the applicable Redemption Date, Date (which must be a Business Day); (ii) the Notes being redeemed (which may be some or all of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), Price; (iii) in the Indenture Trustee’s arrangements case of a partial redemption, which Notes have been called for making payments due redemption; (iv) that on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is will become due and payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on upon each such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider)Note, and (vi) that, unless the Issuer defaults in the payment of the Redemption Pricethat interest thereon, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will shall cease to accrue on and after the Redemption Date; (v) the place or places where such Notes are to be surrendered for payment of the Redemption Price; (vi) that Holders may surrender their Notes for conversion at any time prior to the Close of Business on the second Business Day immediately preceding the Redemption Date; (vii) the Settlement Method, Specified Dollar Amount (if applicable) and Observation Period which will apply to all conversions after the Company issues such Redemption Notice and on or prior to the second Business Day immediately preceding the Redemption Date; (viii) the procedures a converting Holder must follow to convert its Notes; (ix) the Conversion Rate and, if applicable, the number of Additional Shares under Section 4.06; and (x) the CUSIP, ISIN or other similar numbers, if any, assigned to such Notes. (b) A Redemption Notice shall be given by the Company or, at the Company’s request, by the Trustee in the name and at the expense of the Company; provided that the Company shall have delivered to the Trustee, at least five (5) Business Days before the Redemption Notice is required to be given (or such shorter period agreed to by the Trustee), an Officer’s Certificate requesting that the Trustee give such notice and attaching the form of Redemption Notice and including the information to be stated in such notice. (c) A Redemption Notice shall be irrevocable.

Redemption Notice. (a) In respect of any case the Corporation exercises its Optional Redemption right to redeem all or, as the case may be, any part of any the Series or Class A Convertible Preferred Stock pursuant to Section ‎10.1, it shall fix a date for redemption (each, a “Redemption Date”) and it shall deliver a notice of Notes such Optional Redemption (a “Redemption Notice”) not less than 10 nor more than 60 Business Days prior to be made out of amounts available for such purposes, the Indenture Trustee will give a Redemption Notice Date to each Noteholder of the Notes applicable Holder (including notice to be redeemed and to each Hedge Provider and Liquidity Facility Provideror through DTC, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance of giving any such if applicable). The Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice Date must be given at least ten a Business Day. (10b) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state shall specify (i) the time and place of redemption and the applicable Redemption DatePrice for the Series A Convertible Preferred Stock (or the method of determination therefor), (ii) the Notes being redeemed (which may be some or all of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made Holder’s Conversion Rights pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect)Section ‎7 hereof, (iii) the Indenture Trustee’s arrangements for making payments due on calculation of the Redemption DatePrice, (iv) the proportion of the Redemption Price to be paid in cash and the proportion to be paid in shares of Common Stock and (iv) in case the Notes Series A Convertible Preferred Stock is to be redeemed in part only, the number of shares of Series A Convertible Preferred Stock to be redeemed, including a description and shall be delivered to each Holder in accordance with Section 12. (c) A Redemption Notice shall be irrevocable. (d) If fewer than all of the portion thereofoutstanding shares of Series A Convertible Preferred Stock are to be redeemed pursuant to Section ‎10.1, the Transfer Agent shall select the shares of Series A Convertible Preferred Stock to be redeemed (which such number shall be a whole number) by lot, on a pro rata basis or by another method the Transfer Agent considers to be fair and appropriate (or as required by the procedures of DTC, if applicable). If any Series A Convertible Preferred Stock selected for partial redemption is submitted for conversion in part after such selection, that is payable to the applicable Hedge Provider, shares of Series A Convertible Preferred Stock submitted for conversion shall be deemed (vso far as may be possible) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called selected for redemption will cease to accrue on and after the Redemption Dateredemption.

Redemption Notice. In respect Notice of any Optional redemption (a “Redemption of any Series or Class Notice”) shall be given in accordance with Section 17.03, to each Holder of Notes (with a copy to be made out of amounts available for such purposes, the Indenture Trustee will give a Redemption Notice to each Noteholder of the Notes Trustee) to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance of giving any such Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least ten (10) days but not more than sixty 70 Scheduled Trading Days but not less than 55 Scheduled Trading Days (60in accordance with the applicable procedures of DTC in the case of any Global Note) days before such prior to the Redemption Date. Each . (a) The Redemption Notice must state shall state: (i) the applicable Redemption Date, Date (which must be a Business Day); (ii) the Redemption Price; (iii) that on the Redemption Date, the Redemption Price will become due and payable upon each such Note, and that interest thereon, if any, shall cease to accrue on and after said date; (iv) the place or places where such Notes being redeemed are to be surrendered for payment of the Redemption Price; (v) that Holders have a right to convert the Notes called for redemption upon satisfaction of the requirements set forth in this Indenture; (vi) the time at which may the Holders’ right to convert the Notes called for redemption will expire, which will be some or all the Close of Business on the Business Day immediately preceding the Redemption Date; 87 NY\7714988.8 (vii) the procedures a Series or Class, as permitted by Section 3.12 and any applicable Series Supplementconverting Holder must follow to convert its Notes; (viii) the Conversion Rate and, if applicable, the portion number of the Outstanding Principal Balance of such Notes that is to be redeemed Additional Shares under Section 4.10; and (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iiiix) the Indenture Trustee’s arrangements for making payments due on the Redemption DateCUSIP, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class ISIN or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Priceother similar numbers, if any, interest on assigned to such Notes. (b) A Redemption Notice shall be given by the portion Company or, at the Company’s request, by the Trustee in the name and at the expense of the Outstanding Principal Balance Company; provided that the Company shall have delivered to the Trustee, at least five (5) Business Days before the Redemption Notice is required to be given (or such shorter period agreed to by the Trustee), an Officer’s Certificate requesting that the Trustee give such notice and attaching the form of Redemption Notice and including the information to be stated in such notice. (c) A Redemption Notice, if given in the manner herein provided, shall be conclusively presumed to have been duly given, whether or not a Holder receives such notice. In any case, a failure to give such Redemption Notice or any defect in the Redemption Notice to the Holder of any Notes shall not affect the validity of the Notes called proceedings for the redemption will cease to accrue on and after the of any other Notes. (d) A Redemption DateNotice shall be irrevocable.

Redemption Notice. In (1) MDC may exercise the Redemption Right in respect of any Optional Redemption of any Series or Class of Notes to be made out of amounts available for such purposesExchangeable Securities upon, in the Indenture Trustee will give a Redemption Notice to each Noteholder case of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility ProviderUnit Redemption, provided that 10 days' notice, or, in the Indenture Trustee shall have been notified in writing by case of the Issuer or the Administrator in advance of giving any such Redemption Notice whether funds are or willCash Redemption, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least ten (10) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) 60 days' and not less than 30 days' notice to the applicable Redemption Date, (ii) the Notes being redeemed (which may be some or all of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion relevant Holders of the Outstanding Principal Balance of such Notes that is Exchangeable Securities to be redeemed (and either case being the "Redemption Notice") by personal delivery or by facsimile transmission, a copy of such Redemption Notice to be provided to the Trustee concurrently with its provision to the relevant Holders. The Redemption Notice shall also be given to "intermediaries" as such term is defined in National Instrument 54-101 of the Canadian Securities Administrators as soon as practicable. (2) The Redemption Notice shall state substantially as follows: (a) whether Holders are entitled to exercise their Exchange Right prior to the Redemption Date; (b) that MDC's Redemption Right has been exercised; (c) the record date for determining the Holders who shall receive proceeds of redemption which shall be not more than three Business Days before the Redemption Date; (d) the total principal amount of Exchangeable Securities in respect thereof, of which the Redemption Right is being exercised (which shall be the total principal amount of Exchangeable Securities then outstanding); (e) whether the Redemption Price (less an amount equal is to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders satisfied by delivery of the applicable Notes pro rata Fund Unit Payment or by payment of the Fund Cash Payment; (f) the relevant Redemption Date; (g) that, except as provided in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effectSubsection 6.1(2), (iii) the Indenture Trustee’s arrangements for making payments due on Exchangeable Securities cease to accrue interest as of the Redemption Date, (iv) in the case of a Cash Redemption, and shall cease to accrue interest as of the last day of the month preceding the Redemption Price Date, in the case of a Unit Redemption; (h) that upon presentation and surrender of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption PriceExchangeable Securities, if any, interest on the portion Holders will obtain payment as specified in Subsection 6.2(2)(e) in respect of Exchangeable Securities for which such Holders have not theretofore exercised the Outstanding Principal Balance of Exchange Right and that such payment will be delivered to the Notes called for Holder; (i) that all applicable withholding taxes will be withheld from payments made or property delivered in connection with the redemption or any exchange and the manner in which such taxes will cease to accrue on be calculated; and (j) any other matters MDC and after the Redemption DateTrustee may deem appropriate.

Redemption Notice. In respect of any Optional Redemption of any Series or Class of Notes 3.2.1 Subject to be made out of amounts available for such purposesSection 3.5, the Indenture Trustee will give a Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance of giving any such Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least ten (10) 30 days but not more than sixty (60) 60 days before such Redemption Date. Each Redemption Notice must state (i) the applicable a Redemption Date, the Company shall mail or cause to be mailed a notice of redemption to each Holder of Securities (iiand to beneficial owners as required by applicable law) and to the Notes being redeemed (which may be some or all of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes that is Trustee to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner at such Holder’s address as partial repayments of principal it appears on the Notes made pursuant Registrar’s books (the “Redemption Notice”). 3.2.2 The Redemption Notice shall identify the Securities (including CUSIP numbers) to the Flow of Funds be redeemed and the Indenture Trustee’s notice shall contain information to that effect), state: (iiia) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, ; (ivb) the Redemption Price Price; (c) the then effective Conversion Rate; (d) the name and address of the Notes to Trustee; (e) that Securities called for redemption must be redeemed, including a description of the portion thereof, if applicable, that is payable presented and surrendered to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price; (f) that Holders who wish to convert Securities must surrender such Securities for conversion no later than the close of business on the Business Day immediately preceding the Redemption Date and must satisfy the other requirements set forth in Article 4; (g) confirmation that the Current Market Price on such Notes is at least 135% of the Conversion Price if the Company chooses to redeem the Securities pursuant to Section 3.5.1; (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vih) that, unless the Issuer defaults in Company has failed to make the payment of the such Redemption Price, if anyPrice which is due and payable, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption Date; (i) a description of the procedures which a Holder must follow if it chooses to exercise its right to not have its Securities redeemed pursuant to Section 3.5.3; and (j) that Holders will be entitled to withdraw their election pursuant to Section 3.5.5 to not have Securities redeemed if the Company (if acting as its own Paying Agent), or the Trustee, receives, not later than the close of business on the Business Day immediately preceding the Redemption Date, a letter or facsimile transmission (receipt of which is confirmed and promptly followed by a letter) setting forth the name of the Holder, and a statement that such Holder is withdrawing its election to not have a specified principal amount of Securities redeemed, the certificate numbers of such Securities being withdrawn, if applicable, and the principal amount, if any, of the Securities that remain subject to the Notice of Election. 3.2.3 If any of the Securities to be redeemed is in the form of a Global Security, then the Company shall modify the Redemption Notice to the extent necessary to accord with the procedures of the Depository applicable to redemptions. At the Company’s written request, which request shall (1) be irrevocable once given and (2) set forth all relevant information required by clauses (a) through (j) of Section 3.2.2, the Trustee shall give the Redemption Notice to each Holder in the Company’s name and at the Company’s expense; provided, however, that in all cases, the text of such Redemption Notice shall be prepared by the Company; and provided further that the Company must make such request at least five Business Days prior to the date by which such Redemption Notice must be given to the Holders in accordance with this Section 3.2.

Redemption Notice. In respect (i) Subject to the provisions set forth in this Section 11.01, each Member (other than the Corporation) shall be entitled to cause the Company to redeem (a “Redemption”) its Common Units (the “Redemption Right”) at any time beginning on the date of any Optional the closing of the IPO. A Member desiring to exercise its Redemption Right (the “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to the Corporation. The Redemption Notice shall specify the number of any Series or Class Common Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem and a date (unless and to the extent that the Manager in its sole discretion agrees in writing to waive such time periods) on which exercise of Notes to the Redemption Right shall be made out of amounts available for such purposescompleted, which complies with the requirements set forth in Section 11.01(a)(ii) (the “Redemption Date”); provided that (x) the Redemption Date occurs in a Restricted Taxable Year, the Indenture Trustee will give Redemption Date must be a date that satisfies the conditions of Section 11.01(a)(ii), and (y) the Company, the Corporation and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to another number and/or date by mutual agreement signed in writing by each of them; provided further that a Redemption Notice to each Noteholder may be conditioned on the closing of an underwritten distribution of the Notes to shares of Class A Common Stock that may be redeemed and to each Hedge Provider and Liquidity Facility Provider, issued in connection with such proposed Redemption. Unless the Redeeming Member timely has delivered a Retraction Notice as provided that the Indenture Trustee shall have been notified in writing by the Issuer Section 11.01(b) or the Administrator has revoked or delayed a Redemption as provided in advance of giving any such Redemption Notice whether funds are or willSection 11.01(c), on the applicable Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (A) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, be available free and clear of all liens and encumbrances, and (B) the Company shall (x) cancel the Redeemed Units, (y) transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 11.01(b), and (z), if the Units are certificated, issue to the Redeeming Member a certificate for such Optional Redemption. Such a number of Common Units equal to the difference (if any) between the number of Common Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (B) of this Section 11.01(a)(i) and the Redeemed Units. (ii) Any Redemption Notice Date that occurs in a Restricted Taxable Year must be given at least ten (10) days but a Quarterly Redemption Date not more less than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) after delivery of the applicable Redemption Date, (ii) the Notes being redeemed (which may be some or all of Notice. Any Redemption Date that occurs in a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes year that is to not a Restricted Taxable Year must be redeemed not less than seven (and in respect thereof, the Redemption Price 7) Business Days nor more than ten (less an amount equal to any portion thereof payable to the applicable Hedge Provider10) will be distributed to the Noteholders Business Days after delivery of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption DateNotice.

Redemption Notice. The Redemption Notice, if delivered in the manner herein provided, shall be conclusively presumed to have been duly given, whether or not the Holder receives such notice. In respect of any Optional case, failure to give such Redemption of Notice by mail or any Series or Class of Notes to be made out of amounts available for such purposes, defect in the Indenture Trustee will give a Redemption Notice to each Noteholder the Holder of any Note designated for redemption as a whole or in part shall not affect the validity of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that proceedings for the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance redemption of giving any such Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least ten other Note. (10a) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state shall be given to each Holder of Notes and shall state: (i) the applicable Redemption Date, Date (which must be a Business Day); (ii) the Notes being redeemed (which may be some or all of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), Price; (iii) that the Indenture TrusteeNotes have been called for Optional Redemption, briefly describing the Company’s arrangements for making payments due Optional Redemption right under this Indenture; (iv) that on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is will become due and payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on upon each such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider)Note, and (vi) that, unless the Issuer defaults in the payment of the Redemption Pricethat interest thereon, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will shall cease to accrue on and after the Redemption Date; (v) the place or places where such Notes are to be surrendered for payment of the Redemption Price; (vi) that Holders may surrender their Notes for conversion at any time prior to the close of business on the Business Day immediately preceding the applicable Redemption Date; (vii) the Cash Percentage, which will apply to all conversions after the Company issues such Redemption Notice and on or prior to the Business Day immediately preceding the Redemption Date; (viii) the procedures a converting Holder must follow to convert its Notes; (ix) the Conversion Rate and, if applicable, the number of Additional Shares under Section 14.03; and (x) the CUSIP, ISIN or other similar numbers, if any, assigned to such Notes. (b) A Redemption Notice shall be given by the Company or, at the Company’s request, by the Trustee in the name and at the expense of the Company; provided that the Company shall have delivered to the Trustee, at least three Business Days before the Redemption Notice is required to be given (or such shorter period agreed to by the Trustee), an Officer’s Certificate requesting that the Trustee give such notice and attaching the form of Redemption Notice and including the information to be stated in such notice. (c) A Redemption Notice shall be irrevocable.

Redemption Notice. In respect of any Optional Redemption of any Series or Class of Notes (a) Subject to be made out of amounts available for such purposesSection 3.8, the Indenture Trustee will give a Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance of giving any such Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least ten (10) 30 days but not more than sixty (60) 60 days before such Redemption Date. Each Redemption Notice must state (i) the applicable a Redemption Date, the Company shall mail or cause to be mailed a notice of redemption to each Holder of Securities (iiand to beneficial owners as required by applicable law) the Notes being redeemed (which may be some or all of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner at such Holder's address as partial repayments of principal it appears on the Notes made pursuant Registrar's books (the "Redemption Notice"). (b) The Redemption Notice shall identify the Securities (including CUSIP numbers) to the Flow of Funds be redeemed and the Indenture Trustee’s notice shall contain information to that effect), state: (iii1) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, ; (iv2) the Redemption Price and if payment, whether in whole or in part, will be made in Shares; (3) the then effective Conversion Rate; (4) the name and address of the Notes to be redeemed, including a description of the portion thereof, if applicable, each Paying Agent and Conversion Agent; (5) that is payable to the applicable Hedge Provider, (v) Securities called for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed redemption must be presented and surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee a Paying Agent to collect the Redemption Price Price; (6) that Holders who wish to convert Securities must surrender such Securities for conversion no later than the close of business on such Notes the Business Day immediately preceding the Redemption Date and must satisfy the other requirements set forth in paragraph 12 of the Securities and Article IV; (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi7) that, unless the Issuer defaults in Company has failed to make the payment of the such Redemption Price, if anyPrice which is due and payable, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption Date; (8) if any Security is being redeemed in part, the portion of the principal amount of such Security to be redeemed and that, after the Redemption Date, upon presentation and surrender of such Security, a new Security or Securities in aggregate principal amount equal to the unredeemed portion thereof will be issued; (9) if such Securities are being redeemed pursuant to Section 3.8, a description of the procedures which a Holder must follow if it chooses to exercise its right to not have its Securities redeemed; (10) if such Securities are being redeemed pursuant to Section 3.8, that Holders will be entitled to withdraw their election to not have Securities redeemed if the Company (if acting as its own Paying Agent), or the Paying Agent, receives, not later than the close of business on the Business Day immediately preceding the Redemption Date, a letter or telegram, telex or facsimile transmission (receipt of which is confirmed and promptly followed by a letter) setting forth the name of the Holder, and a statement that such Holder is withdrawing its election to not have a specified principal amount of Securities redeemed, the certificate numbers of such Securities being withdrawn, if applicable, and the principal amount, if any, of the Securities that remain subject to the Notice of Election; and (11) if Certificated Securities have been issued and fewer than all the outstanding Securities are to be redeemed, the certificate number and the principal amounts of the particular Securities to be redeemed. (c) If any of the Securities to be redeemed is in the form of a Global Security, then the Company shall modify the Redemption Notice to the extent necessary to accord with the procedures of the Depositary applicable to redemptions. At the Company's written request, which request shall (1) be irrevocable once given and (2) set forth all relevant information required by clauses (1) through (11) of Section 3.3(b), the Trustee shall give the Redemption Notice to each Holder in the Company's name and at the Company's expense; provided, however, that in all cases, the text of such Redemption Notice shall be prepared by the Company; and provided further that the Company must make such request at least five Business Days prior to the date by which such Redemption Notice must be given to the Holders in accordance with this Section 3.3.

Redemption Notice. In respect of Subject to the provisions set forth in this Section 11.01, each Member (other than the Corporation) shall be entitled to cause the Company to redeem (a “Redemption”) its Common Units, other than any Optional Excluded Unit (the “Redemption of Right”), at any Series or Class of Notes time beginning 180 days after the First A&R Effective Time. A Member desiring to be made out of amounts available for exercise its Redemption Right (the “Redeeming Member”), shall exercise such purposes, right by giving written notice (the Indenture Trustee will give “Redemption Notice”) to the Company with a copy to the Corporation. The Redemption Notice to each Noteholder shall specify the number of Common Units (including Equitized Units) (the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided “Redeemed Units”) that the Indenture Trustee shall Redeeming Member intends to have been notified in writing by the Issuer or the Administrator in advance of giving any such Redemption Notice whether funds are or willCompany redeem and a date, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least not less than seven (7) Business Days nor more than ten (10) days but not more than sixty (60) days before Business Days after delivery of such Redemption Notice (unless and to the extent that the Manager in its sole discretion agrees in writing to waive such time periods), on which exercise of the Redemption Right shall be completed (the “Redemption Date. Each ”); provided that the Company, the Corporation and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice must state to another number and/or date by mutual agreement signed in writing by each of them; provided further that, at the election of the Redeeming Member, a Redemption Notice may be conditioned on (ix) the applicable Redeeming Member having entered into a valid and binding agreement with a third party for the sale of shares of Class A Common Stock that may be issued in connection with such proposed Redemption Date(whether in a tender or exchange offer, private sale or otherwise) and such agreement is subject to customary closing conditions for agreements of this kind and the delivery of the Class A Common Stock by the Redeeming Member to such third party, (iiy) the Notes being redeemed (closing of an announced merger, consolidation or other transaction in which the shares of Class A Common Stock that may be some issued in connection with such proposed Redemption would be exchanged or all converted or become exchangeable for or convertible into cash or other securities or property and/or (z) the closing of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion an underwritten distribution of the Outstanding Principal Balance shares of Class A Common Stock that may be issued in connection with such Notes that is proposed Redemption. Unless the Redeeming Member timely has delivered a Retraction Notice as provided in Section 11.01(b) or has revoked or delayed a Redemption as provided in Section 11.01(b), on the Redemption Date (to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable effective immediately prior to the applicable Hedge Provider) will be distributed to the Noteholders close of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due business on the Redemption Date): (A) the Redeeming Member shall transfer and surrender the Redeemed Units and surrender any certificates representing the Redeemed Units duly endorsed in blank, free and clear of all liens and encumbrances, in each case, to the Company, and (B) the Company shall (x) cancel the Redeemed Units and any certificates representing the Redeemed Units, (ivy) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable transfer to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that Redeeming Member the Notes consideration to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge ProviderRedeeming Member is entitled under Section 11.01(b), and (viz) thatif the Redeemed Units are certificated, unless issue to the Issuer defaults in Redeeming Member a certificate representing a number of Common Units equal to the payment of the Redemption Price, difference (if any, interest on ) between the portion number of Common Units represented by the Outstanding Principal Balance certificate surrendered by the Redeeming Member pursuant to clause (A) of this Section 11.01(a) and the Notes called for redemption will cease to accrue on and after the Redemption DateRedeemed Units.

Redemption Notice. In respect (i) Subject to the provisions set forth in this Section 11.01, each Class B Unitholder (other than USCo2) shall be entitled (the “Redemption Right”) to cause the Company to redeem its Class B Units at any time after the Effective Time, unless such Class B Unitholder has entered into a contractual lock-up agreement in connection with the Arrangement Agreement, Floating Share Arrangement Agreement, or otherwise and relating to the shares of any Optional Acreage or Pubco that may be applicable to such Class B Unitholder, and then beginning on the date such lock-up agreement has been waived or terminated as it applies to such Class B Unitholder (the “Redemption”). A Class B Unitholder desiring to exercise its Redemption Right (the “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to the Manager, to Acreage and to Pubco. The Redemption Notice shall specify (i) the number of any Series or Class B Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem; provided that the proportion of Notes Redeemed Units subject to a Redemption by a Redeeming Member must be made out 70% Class B Fixed Units and 30% Class B Floating Units; and (ii) a date (unless and to the extent that the Manager in its sole discretion agrees in writing to waive such time periods) on which exercise of amounts available for such purposesthe Redemption Right shall be completed, which complies with the requirements set forth in Section 11.01(a)(ii) (the “Redemption Date”); provided that (x) if the Redemption Date occurs in a Restricted Taxable Year, the Indenture Trustee will give Redemption Date must be a date that satisfies the conditions of Section 11.01(a)(ii), and (y) the Company, the Manager and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified another number and/or date by mutual agreement signed in writing by each of them. Unless the Issuer Redeeming Member has revoked or the Administrator delayed a Redemption as provided in advance of giving any such Redemption Notice whether funds are or willSection 11.01(c), on the applicable Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (A) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, be available free and clear of all liens and encumbrances, and (B) the Company shall transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 11.01(b), provided that, if such Units are certificated, the Company shall issue to the Redeeming Member a certificate for such Optional Redemption. Such a number of Class B Units equal to the difference (if any) between the number of Class B Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (B) of this Section 11.01(a)(ii) and the Redeemed Units. (ii) Any Redemption Notice Date that occurs in a Restricted Taxable Year must be given at least ten (10) days but a Quarterly Redemption Date not more less than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) after delivery of the applicable Redemption Date, (ii) the Notes being redeemed (which may be some or all of Notice. Any Redemption Date that occurs in a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes year that is to not a Restricted Taxable Year must be redeemed not less than seven (and in respect thereof, the Redemption Price 7) Business Days nor more than ten (less an amount equal to any portion thereof payable to the applicable Hedge Provider10) will be distributed to the Noteholders Business Days after delivery of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption DateNotice.

Redemption Notice. In respect Notice of any Optional redemption (a “Redemption of any Series or Class Notice”) shall be given by first-class mail, postage prepaid, to each Holder of Notes to be made out redeemed at their addresses set forth in the Note Register or, in the case of amounts available for such purposesGlobal Notes, electronically in accordance with the Indenture Trustee will give a Applicable Procedures. (a) The Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance of giving any such Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least ten (10) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state state: (i) the applicable date on which the Redemption Price will become due and payable upon each such Note (the “Redemption Date, ”) (which must be a Business Day); (ii) the Redemption Price; (iii) that on the Redemption Date, the Redemption Price will become due and payable upon each such Note, and that interest thereon, if any, shall cease to accrue on and after said date; (iv) the place or places where such Notes being redeemed are to be surrendered for payment of the Redemption Price; (v) that Holders have a right to convert the Notes called for redemption upon satisfaction of the requirements set forth in the Indenture; (vi) the time at which may the Holders’ right to convert the Notes called for redemption will expire, which will be some or all the close of business on the Business Day immediately preceding the Redemption Date; (vii) the procedures a Series or Class, as permitted by Section 3.12 and any applicable Series Supplementconverting Holder must follow to convert its Notes; (viii) the Conversion Rate and, if applicable, the portion number of the Outstanding Principal Balance of such Notes that is to be redeemed Additional Shares under Section 14.03; and (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iiiix) the Indenture Trustee’s arrangements for making payments due on the Redemption DateCUSIP, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class ISIN or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Priceother similar numbers, if any, interest on assigned to such Notes. (b) A Redemption Notice shall be given by the portion Company or, at the Company’s request, by the Trustee in the name and at the expense of the Outstanding Principal Balance Company; provided that the Company shall have delivered to the Trustee, at least five Business Days before the Redemption Notice is required to be sent (or such shorter period agreed to by the Trustee), an Officers’ Certificate requesting that the Trustee give such notice and setting forth the complete form of such notice and the information to be stated in such notice. (c) A Redemption Notice shall be irrevocable. (d) A Redemption Notice, if mailed in the manner herein provided, shall be conclusively presumed to have been duly given, whether or not a Holder receives such notice. In any case, a failure to send such Redemption Notice or any defect in the Redemption Notice to the Holder of any Notes shall not affect the validity of the Notes called proceedings for the redemption will cease to accrue on and after the Redemption Dateof any other Notes.

Redemption Notice. In respect Notice of any Optional redemption (a “Redemption of any Series or Class Notice”) shall be given by first-class mail, postage prepaid, to each Holder of Notes to be made out of amounts available for such purposes, redeemed at their addresses set forth in the Indenture Trustee will give a Register. (a) The Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance of giving any such Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least ten (10) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state state: (i) the applicable date on which the Redemption Price will become due and payable upon each such Note (the "Redemption Date, ") (which must be a Business Day); (ii) the Redemption Price; (iii) that on the Redemption Date, the Redemption Price will become due and payable upon each such Note, and that interest thereon, if any, shall cease to accrue on and after said date; (iv) the place or places where such Notes being redeemed are to be surrendered for payment of the Redemption Price; (v) that Holders have a right to convert the Notes called for redemption upon satisfaction of the requirements set forth in the Indenture; (vi) the time at which may the Holders' right to convert the Notes called for redemption will expire, which will be some or all the Close of Business on the second Business Day immediately preceding the Redemption Date; (vii) the procedures a Series or Class, as permitted by Section 3.12 and any applicable Series Supplementconverting Holder must follow to convert its Notes; (viii) the Conversion Rate and, if applicable, the portion number of the Outstanding Principal Balance of such Notes that is to be redeemed Additional Shares under Section 4.07 hereof; and (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iiiix) the Indenture Trustee’s arrangements for making payments due on the Redemption DateCUSIP, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class ISIN or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Priceother similar numbers, if any, interest on assigned to such Notes. (b) A Redemption Notice shall be given by the portion Company or, at the Company's request, by the Trustee in the name and at the expense of the Outstanding Principal Balance Company; provided that the Company shall have delivered to the Trustee, at least five (5) Business Days before the Redemption Notice is required to be mailed (or such shorter period agreed to by the Trustee), an Officer's Certificate requesting that the Trustee give such notice and setting forth the complete form of such notice and the information to be stated in such notice. (c) A Redemption Notice shall be irrevocable. (d) A Redemption Notice, if mailed in the manner herein provided, shall be conclusively presumed to have been duly given, whether or not a Holder receives such notice. In any case, a failure to give such Redemption Notice by mail or any defect in the Redemption Notice to the Holder of any Notes shall not affect the validity of the Notes called proceedings for the redemption will cease to accrue on and after the Redemption Dateof any other Notes.

Redemption Notice. In respect of any Optional If the Class B Redemption of any Series or Notice shall have been given, then from and after the Class of Notes to be made out of amounts available B Redemption Date, unless the Partnership defaults in providing funds sufficient for such purposesredemption at the time and place specified for payment pursuant to the Class B Redemption Notice, the Indenture Trustee will give a Redemption Notice to each Noteholder of the Notes all Class B Preferred Unit Distributions on such Class B Preferred Units to be redeemed shall cease to accumulate and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance all rights of giving any such Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least ten (10) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) the applicable Redemption Date, (ii) the Notes being redeemed (which may be some or all of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance Class B Preferred Holders of such Notes that is Class B Preferred Units as Limited Partners with respect to be redeemed (and in respect thereofsuch Class B Preferred Units shall cease, except the right to receive the Class B Redemption Price (less Price, plus an amount equal to any portion thereof payable to all accumulated and unpaid distributions thereon to, but not including, the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Class B Redemption Date, (iv) regardless of whether declared, and such Class B Preferred Units shall not thereafter be transferred on the Redemption Price of Partnership’s unit transfer books maintained by the Notes registrar and Transfer Agent or be deemed to be redeemed, including a description of the portion thereof, if applicable, that is payable Outstanding for any purpose whatsoever. The Class B Preferred Holders shall have no claim to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Priceinterest income, if any, interest earned on such funds deposited with the portion Paying Agent. Any funds deposited with the Paying Agent hereunder by the Partnership for any reason, including, but not limited to, redemption of Class B Preferred Units, that remain unclaimed or unpaid one year after the Outstanding Principal Balance applicable Class B Redemption Date or other payment date, as applicable, shall be, to the extent permitted by law, repaid to the Partnership upon its written request, after which repayment, the Class B Preferred Holders entitled to such redemption or other payment shall have recourse only to the Partnership. Notwithstanding any Class B Redemption Notice, there shall be no redemption of the Notes any Class B Preferred Units called for redemption will cease until funds sufficient to accrue on pay the full Class B Redemption Price of such Class B Preferred Units, plus all accumulated and after unpaid Class B Preferred Unit Distributions to, but not including, the applicable Class B Redemption Date, regardless of whether declared, shall have been deposited by the Partnership with the Paying Agent.

Redemption Notice. In respect Notice of any Optional redemption (a “Redemption of any Series or Class Notice”) shall be given in accordance with Section 13.08, to each Holder of Notes (with a copy to be made out of amounts available for such purposes, the Indenture Trustee will give a if notice is given by the Company). (a) The Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance of giving any such Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least ten (10) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state state: (i) the applicable Redemption Date, (ii) the Notes being redeemed (time at which may be some or all of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes that is Holder’s right to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of exchange the Notes called for redemption will expire, which will be the Close of Business on the second Business Day immediately preceding the Redemption Date; (ii) the Redemption Date (which must be a Business Day); (iii) the Redemption Price, specifying whether a Make-Whole Premium is payable; (iv) that on the Redemption Date, the Redemption Price will become due and payable upon each such Note, and that interest thereon, if any, shall cease to accrue on and after said date; (v) the place or places where such Notes are to be surrendered for payment of the Redemption DatePrice; (vi) the Exchange Rate; (vii) whether the Company will pay any applicable Make-Whole Premium in cash, ADSs or a combination of cash and ADSs; and (viii) the CUSIP, ISIN or other similar numbers, if any, assigned to such Notes. (b) A Redemption Notice shall be given by the Company or, at the Company’s request, by the Trustee in the name and at the expense of the Company; provided that the Company shall have delivered to the Trustee, at least five (5) Business Days before the Redemption Notice is required to be given (or such shorter period agreed to by the Trustee), an Officer’s Certificate requesting that the Trustee give such notice and attaching the form of Redemption Notice and including the information to be stated in such notice. (c) A Redemption Notice, if given in the manner herein provided, shall be conclusively presumed to have been duly given, whether or not a Holder receives such notice. In any case, a failure to give such Redemption Notice or any defect in the Redemption Notice to the Holder of any Notes shall not affect the validity of the proceedings for the redemption of any other Notes. (d) A Redemption Notice shall be irrevocable.

Redemption Notice. (a) In respect of any case the Corporation exercises its Optional Redemption right to redeem all or, as the case may be, any part of any the Series or Class B Convertible Preferred Stock pursuant to Section 10.1, it shall fix a date for redemption (each, a “Redemption Date”) and it shall deliver a notice of Notes such Optional Redemption (a “Redemption Notice”) not less than 10 nor more than 60 Business Days prior to be made out of amounts available for such purposes, the Indenture Trustee will give a Redemption Notice Date to each Noteholder of the Notes applicable Holder (including notice to be redeemed and to each Hedge Provider and Liquidity Facility Provideror through DTC, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance of giving any such if applicable). The Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice Date must be given at least ten a Business Day. (10b) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state shall specify (i) the time and place of redemption and the applicable Redemption DatePrice for the Series B Convertible Preferred Stock (or the method of determination therefor), (ii) the Notes being redeemed (which may be some or all of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made Holder’s Conversion Rights pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect)Section 7 hereof, (iii) the Indenture Trustee’s arrangements for making payments due on calculation of the Redemption DatePrice, (iv) the proportion of the Redemption Price to be paid in cash and the proportion to be paid in shares of Common Stock and (iv) in case the Notes Series B Convertible Preferred Stock is to be redeemed in part only, the number of shares of Series B Convertible Preferred Stock to be redeemed, including a description and shall be delivered to each Holder in accordance with Section 12. (c) A Redemption Notice shall be irrevocable. (d) If fewer than all of the portion thereofoutstanding shares of Series B Convertible Preferred Stock are to be redeemed pursuant to Section 10.1, the Transfer Agent shall select the shares of Series B Convertible Preferred Stock to be redeemed (which such number shall be a whole number) by lot, on a pro rata basis or by another method the Transfer Agent considers to be fair and appropriate (or as required by the procedures of DTC, if applicable). If any Series B Convertible Preferred Stock selected for partial redemption is submitted for conversion in part after such selection, that is payable to the applicable Hedge Provider, shares of Series B Convertible Preferred Stock submitted for conversion shall be deemed (vso far as may be possible) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called selected for redemption will cease to accrue on and after the Redemption Dateredemption.

Redemption Notice. In respect (i) Subject to the provisions set forth in this Section 11.01, each Member holding Common Units (other than the PC Corp) shall be entitled to cause the Company to redeem (a “Common Unit Redemption”) its Common Units at any time beginning on the date hereof, unless such Member has entered into a contractual lock-up agreement in connection with the Public Listing and relating to the shares of any Optional Pubco that may be applicable to such Member, and then beginning on the date such lock-up agreement has been waived or terminated as it applies to such Member. A Member desiring to exercise its Redemption Right (the “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to the Manager and to PC Corp. The Redemption Notice shall specify the number of any Series or Class Common Units (the “ Redeemed Units”), that the Redeeming Member intends to have the Company redeem and a date (unless and to the extent that the Manager in its sole discretion agrees in writing to waive such time periods) on which exercise of Notes to the Redemption Right shall be made out of amounts available for such purposescompleted, which complies with the requirements set forth in Section 11.01(a)(ii) (the “Redemption Date”); provided that (x) if the Redemption Date occurs in a Restricted Taxable Year, the Indenture Trustee will give Redemption Date must be a date that satisfies the conditions of Section 11.01(a)(ii), and (y) the Company, the Manager, PC Corp and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified another number and/or date by mutual agreement signed in writing by each of them. Unless the Issuer Redeeming Member has delivered a timely Retraction Notice as provided in Section 11.01(b) or the Administrator has revoked or delayed a Redemption as provided in advance of giving any such Redemption Notice whether funds are or willSection 11.01(c), on the applicable Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (A) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, be available free and clear of all liens and encumbrances, and (B) the Company shall transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 11.01(b), provided that, if such Units are certificated, the Company shall issue to the Redeeming Member a certificate for such Optional Redemption. Such a number of Common Units equal to the difference (if any) between the number of Common Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (B) of this Section 11.01(a)(i) and the Redeemed Units. (ii) Any Redemption Notice Date that occurs in a Restricted Taxable Year must be given at least ten (10) days but a Quarterly Redemption Date not more less than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) after delivery of the applicable Redemption Date, (ii) the Notes being redeemed (which may be some or all of Notice. Any Redemption Date that occurs in a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes year that is to not a Restricted Taxable Year must be redeemed not less than seven (and in respect thereof, the Redemption Price 7) Business Days nor more than ten (less an amount equal to any portion thereof payable to the applicable Hedge Provider10) will be distributed to the Noteholders Business Days after delivery of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption DateNotice.

Redemption Notice. In respect (i) Subject to the provisions set forth in this Section 11.01, each Member holding Class B Units (other than, if applicable, USCo) shall be entitled to cause the Company to redeem (a "Class B Unit Redemption") its Class B Units at any time beginning on the later of: (i) the one year anniversary of any Optional Redemption the Effective Time; and (ii) if such Member has entered into a contractual lock-up agreement in connection with the Public Listing and relating to the shares of any Series or Class of Notes Pubco that may be applicable to be made out of amounts available for such purposesMember, the Indenture Trustee will give date such lock-up agreement has been waived or terminated as it applies to such Member. For the avoidance of doubt, no Member holding Class B Units (other than, if applicable, USCo) shall be entitled to any Class B Unit Redemption prior to the one year anniversary of the Effective Time. A Member desiring to exercise its Redemption Right (the "Redeeming Member") shall exercise such right by giving written notice (the "Redemption Notice") to the Company with a copy to the Manager and to Pubco. The Redemption Notice shall specify the number of Class B Units (the "Redeemed Units"), that the Redeeming Member intends to have the Company redeem and a date (unless and to the extent that the Manager in its sole discretion agrees in writing to waive such time periods) on which exercise of the Redemption Right shall be completed, which complies with the requirements set forth in Section 11.01(a)(ii) (the "Redemption Date"); provided that (x) if the Redemption Date occurs in a Restricted Taxable Year, the Redemption Date must be a date that satisfies the conditions of Section 11.01(a)(ii), and (y) the Company, the Manager and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified another number and/or date by mutual agreement signed in writing by each of them. Unless the Issuer Redeeming Member has revoked or the Administrator delayed a Redemption as provided in advance of giving any such Redemption Notice whether funds are or willSection 11.01(c), on the applicable Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (A) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, be available free and clear of all liens and encumbrances, and (B) the Company shall transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 11.01(b), provided that, if such Units are certificated, the Company shall issue to the Redeeming Member a certificate for such Optional Redemption. Such a number of Class B Units equal to the difference (if any) between the number of Class B Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (B) of this Section 11.01(a)(i) and the Redeemed Units. (ii) Any Redemption Notice Date that occurs in a Restricted Taxable Year must be given at least ten (10) days but a Quarterly Redemption Date not more less than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) after delivery of the applicable Redemption Date, (ii) the Notes being redeemed (which may be some or all of Notice. Any Redemption Date that occurs in a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes year that is to not a Restricted Taxable Year must be redeemed not less than seven (and in respect thereof, the Redemption Price 7) Business Days nor more than ten (less an amount equal to any portion thereof payable to the applicable Hedge Provider10) will be distributed to the Noteholders Business Days after delivery of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption DateNotice.

Redemption Notice. In respect (i) Subject to the provisions set forth in this Section 11.01, each Member holding Common Units (other than USCo and USCo2) shall be entitled to cause the Company to redeem (a “Common Unit Redemption”) its Common Units at any time beginning on the date hereof, unless such Member has entered into a contractual lock-up agreement in connection with the Public Listing and relating to the shares of any Optional Pubco that may be applicable to such Member, and then beginning on the date such lock-up agreement has been waived or terminated as it applies to such Member. A Member desiring to exercise its Redemption Right (the “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to the Manager and to Pubco. The Redemption Notice shall specify the number of any Series or Class Common Units (the “Redeemed Units”), that the Redeeming Member intends to have the Company redeem and a date (unless and to the extent that the Manager in its sole discretion agrees in writing to waive such time periods) on which exercise of Notes to the Redemption Right shall be made out of amounts available for such purposescompleted, which complies with the requirements set forth in Section 11.01(a)(ii) (the “Redemption Date”); provided that (x) if the Redemption Date occurs in a Restricted Taxable Year, the Indenture Trustee will give Redemption Date must be a date that satisfies the conditions of Section 11.01(a)(ii), and (y) the Company, the Manager and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified another number and/or date by mutual agreement signed in writing by each of them. Unless the Issuer Redeeming Member has revoked or the Administrator delayed a Redemption as provided in advance of giving any such Redemption Notice whether funds are or willSection 11.01(c), on the applicable Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (A) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, be available free and clear of all liens and encumbrances, and (B) the Company shall transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 11.01(b), provided that, if such Units are certificated, the Company shall issue to the Redeeming Member a certificate for such Optional Redemption. Such a number of Common Units equal to the difference (if any) between the number of Common Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (B) of this Section 11.01(a)(i) and the Redeemed Units. (ii) Any Redemption Notice Date that occurs in a Restricted Taxable Year must be given at least ten (10) days but a Quarterly Redemption Date not more less than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) after delivery of the applicable Redemption Date, (ii) the Notes being redeemed (which may be some or all of Notice. Any Redemption Date that occurs in a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes year that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including not a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed Restricted Taxable Year must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (not less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption Date.than seven

Redemption Notice. In respect (i) Subject to the provisions set forth in this Section 11.01, each Member holding Common Units (other than the PC Corp) shall be entitled to cause the Company to redeem (a “Common Unit Redemption”) its Common Units unless such Member has entered into a contractual lock-up agreement in connection with the Public Listing and relating to the shares of any Optional Pubco that may be applicable to such Member, and then beginning on the date such lock-up agreement has been waived or terminated as it applies to such Member. A Member desiring to exercise its Redemption Right (the “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to the Manager and to PC Corp. The Redemption Notice shall specify the number of any Series or Class Common Units (the “Redeemed Units”), that the Redeeming Member intends to have the Company redeem and a date (unless and to the extent that the Manager in its sole discretion agrees in writing to waive such time periods) on which exercise of Notes to the Redemption Right shall be made out of amounts available for such purposescompleted, which complies with the requirements set forth in Section 11.01(a)(ii) (the “Redemption Date”); provided that (x) if the Redemption Date occurs in a Restricted Taxable Year, the Indenture Trustee will give Redemption Date must be a date that satisfies the conditions of Section 11.01(a)(ii), and (y) the Company, the Manager, PC Corp and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified another number and/or date by mutual agreement signed in writing by each of them. Unless the Issuer or the Administrator Redeeming Member has delayed a Redemption as provided in advance of giving any such Redemption Notice whether funds are or willSection 11.01(c), on the applicable Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (A) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, be available free and clear of all liens and encumbrances, and (B) the Company shall transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 11.01(b), provided that, if such Units are certificated, the Company shall issue to the Redeeming Member a certificate for such Optional Redemption. Such a number of Common Units equal to the difference (if any) between the number of Common Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (B) of this Section 11.01(a)(i) and the Redeemed Units. (ii) Any Redemption Notice Date that occurs in a Restricted Taxable Year must be given at least ten (10) days but a Quarterly Redemption Date not more less than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) after delivery of the applicable Redemption Date, (ii) the Notes being redeemed (which may be some or all of Notice. Any Redemption Date that occurs in a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes year that is to not a Restricted Taxable Year must be redeemed not less than seven (and in respect thereof, the Redemption Price 7) Business Days nor more than ten (less an amount equal to any portion thereof payable to the applicable Hedge Provider10) will be distributed to the Noteholders Business Days after delivery of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption DateNotice.

Redemption Notice. In respect Any notice of any Optional redemption given pursuant to Section 7(a) (“Redemption of any Series or Class of Notes to Notice”) will be made out of amounts available for such purposes, the Indenture Trustee will give a Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified given in writing by the Issuer Company by first class mail, postage prepaid, to each holder of record of Senior Preferred on the record date fixed for such redemption by the Board at such holder’s address as it appears on the stock books of the Company, provided that no failure to give such notice nor any deficiency therein will affect the validity of the procedure for redemption of any shares of Senior Preferred except as to the holder or holders to whom the Administrator in advance of giving any Company has failed to give such notice or whose notice was defective. The Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least ten (10) days but not more than sixty (60) days before such Redemption Date. Each Redemption Notice must state will state: (i) the applicable Redemption Date, redemption price; (ii) the Notes total number of shares of Senior Preferred being redeemed (which may be some or all of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), redeemed; (iii) the Indenture Trustee’s arrangements date fixed for making payments due redemption by the Board, which date will occur within the applicable redemption period specified in Section 7(a) above (the “Redemption Date”); (iv) the place or places and manner in which the holder is to surrender his or her certificate(s) to the Company; and (v) that dividends on the shares of Senior Preferred to be redeemed will cease to accumulate on the Redemption Date unless the Company defaults on the redemption price. Upon surrender of the certificate(s) representing shares of Senior Preferred that are the subject of redemption pursuant to Section 7(a), duly endorsed (or otherwise in proper form for transfer, as determined by the Company), in the manner and at the place designated in the Redemption Notice and on the Redemption Date, (ivthe full redemption price for such shares will be paid in cash to the Person whose name appears on such certificate(s) as the Redemption Price of the Notes to be redeemed, including a description of the portion owner thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to and each surrendered certificate will be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), canceled and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption Dateretired.

Redemption Notice. In respect (i) Subject to the provisions set forth in this Section 11.01, each Class B Unitholder (other than USCo2) shall be entitled (the “Redemption Right”) to cause the Company to redeem its Class B Units at any time after the Effective Time, unless such Class B Unitholder has entered into a contractual lock- up agreement in connection with the Arrangement Agreement, Floating Share Arrangement Agreement, or otherwise and relating to the shares of any Optional Acreage or Pubco that may be applicable to such Class B Unitholder, and then beginning on the date such lock-up agreement has been waived or terminated as it applies to such Class B Unitholder (the “Redemption”). A Class B Unitholder desiring to exercise its Redemption Right (the “Redeeming Member”) shall exercise such right by giving written notice (the “Redemption Notice”) to the Company with a copy to the Manager, to Acreage and to Pubco. The Redemption Notice shall specify (i) the number of any Series or Class B Units (the “Redeemed Units”) that the Redeeming Member intends to have the Company redeem; provided that the proportion of Notes Redeemed Units subject to a Redemption by a Redeeming Member must be made out 70% Class B Fixed Units and 30% Class B Floating Units; and (ii) a date (unless and to the extent that the Manager in its sole discretion agrees in writing to waive such time periods) on which exercise of amounts available for such purposesthe Redemption Right shall be completed, which complies with the requirements set forth in Section 11.01(a)(ii) (the “Redemption Date”); provided that (x) if the Redemption Date occurs in a Restricted Taxable Year, the Indenture Trustee will give Redemption Date must be a date that satisfies the conditions of Section 11.01(a)(ii), and (y) the Company, the Manager and the Redeeming Member may change the number of Redeemed Units and/or the Redemption Date specified in such Redemption Notice to each Noteholder of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified another number and/or date by mutual agreement signed in writing by each of them. Unless the Issuer Redeeming Member has revoked or the Administrator delayed a Redemption as provided in advance of giving any such Redemption Notice whether funds are or willSection 11.01(c), on the applicable Redemption Date (to be effective immediately prior to the close of business on the Redemption Date) (A) the Redeeming Member shall transfer and surrender the Redeemed Units to the Company, be available free and clear of all liens and encumbrances, and (B) the Company shall transfer to the Redeeming Member the consideration to which the Redeeming Member is entitled under Section 11.01(b), provided that, if such Units are certificated, the Company shall issue to the Redeeming Member a certificate for such Optional Redemption. Such a number of Class B Units equal to the difference (if any) between the number of Class B Units evidenced by the certificate surrendered by the Redeeming Member pursuant to clause (B) of this Section 11.01(a)(ii) and the Redeemed Units. (ii) Any Redemption Notice Date that occurs in a Restricted Taxable Year must be given at least ten (10) days but a Quarterly Redemption Date not more less than sixty (60) days before such Redemption Date. Each Redemption Notice must state (i) after delivery of the applicable Redemption Date, (ii) the Notes being redeemed (which may be some or all of Notice. Any Redemption Date that occurs in a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes year that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price of the Notes to be redeemed, including not a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed Restricted Taxable Year must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (not less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on the portion of the Outstanding Principal Balance of the Notes called for redemption will cease to accrue on and after the Redemption Date.than seven

Redemption Notice. In respect of any Optional Redemption of any Series If the Company is obligated to redeem, or Class of Notes elects to be made out of amounts available for such purposesredeem, the Indenture Trustee will give Preferred Shares pursuant to this Article VI, the Company shall deliver a notice of redemption (the “Redemption Notice”) to the Holders specifying the date for redemption (the “Redemption Date“), which date shall not be less than three (3) days after delivery of the Redemption Notice to each Noteholder nor more than ninety (90) calendar days after delivery of the Notes to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance of giving any such Redemption Notice. The Redemption Notice whether funds are or will, shall specify (A) the provision of Section 6.1 pursuant to which the redemption will occur; (B) the Redemption Date; (C) the Redemption Price; (D) that on the applicable Redemption Date, if the Holder has not previously elected to convert Preferred Shares into Class A Common Stock, each Preferred Share shall automatically and without further action by the Holder thereof (and whether or not the certificates representing such Preferred Shares are surrendered) be available redeemed for the Redemption Price; (E) that payment of the Redemption Price will be made to the Holder within five (5) business days of the Redemption Date to the account specified by such Optional Redemption. Such Redemption Notice must be given Holder to the Company in writing; (F) that the Holder’s right to elect to convert its Preferred Shares will end at least ten 5:00 p.m. (10New York City time) days but not more than sixty (60) days before such on the third Business Day immediately preceding the Redemption Date. Each Redemption Notice must state ; and (iG) the applicable Redemption Date, number of shares of Class A Common Stock (ii) the Notes being redeemed (which may be some or all of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) andor, if applicable, the portion amount of the Outstanding Principal Balance of such Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge ProviderReference Property) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), (iii) the Indenture Trustee’s arrangements for making payments due on the Redemption Date, (iv) the Redemption Price amount of the Notes to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Pricecash, if any, interest on the portion that a Holder would receive upon conversion of the Outstanding Principal Balance of the Notes called for redemption will cease a Preferred Share if a Holder elects to accrue on and after convert its Preferred Shares prior to the Redemption Date. Notwithstanding the foregoing, the Redemption Notice delivered by the Company under this Section 6.2 in accordance with Section 8.6 shall be conclusively presumed to have been duly given at the time set forth therein, whether or not such Holder of Preferred Shares actually receives such notice, and neither the failure of a Holder to actually receive such notice given as aforesaid nor any immaterial defect in such notice shall affect the validity of the proceedings for the redemption of the Preferred Shares as set forth herein.

Redemption Notice. In respect Notice of any Optional redemption (a “Redemption of any Series or Class Notice”) shall be given in accordance with Section 17.03, to each Holder of Notes (with a copy to be made out of amounts available for such purposes, the Indenture Trustee will give a Redemption Notice to each Noteholder of the Notes Trustee) to be redeemed and to each Hedge Provider and Liquidity Facility Provider, provided that the Indenture Trustee shall have been notified in writing by the Issuer or the Administrator in advance of giving any such Redemption Notice whether funds are or will, on the applicable Redemption Date, be available for such Optional Redemption. Such Redemption Notice must be given at least ten (10) days but not more than sixty 55 Scheduled Trading Days but not less than 35 Scheduled Trading Days (60in accordance with the applicable procedures of the Depositary in the case of any Global Note) days before such prior to the Redemption Date. Each . (a) The Redemption Notice must state shall state: (i) the applicable Redemption Date, ; (ii) the Notes being redeemed (which may be some or all of a Series or Class, as permitted by Section 3.12 and any applicable Series Supplement) and, if applicable, the portion of the Outstanding Principal Balance of such Notes that is to be redeemed (and in respect thereof, the Redemption Price (less an amount equal to any portion thereof payable to the applicable Hedge Provider) will be distributed to the Noteholders of the applicable Notes pro rata in the same manner as partial repayments of principal on the Notes made pursuant to the Flow of Funds and the Indenture Trustee’s notice shall contain information to that effect), Price; (iii) the Indenture Trustee’s arrangements for making payments due that on the Redemption Date, the Redemption Price will become due and payable upon each such Note, and that interest thereon, if any, shall cease to accrue on and after said date; (iv) the Redemption Price of the place or places where such Notes are to be redeemed, including a description of the portion thereof, if applicable, that is payable to the applicable Hedge Provider, (v) surrendered for an Optional Redemption of an entire Class or Series of Notes or of all Outstanding Notes, that the Notes to be redeemed must be surrendered (which action may be taken by any Noteholder of the Notes or its authorized agent) to the Indenture Trustee to collect the Redemption Price on such Notes (less an amount equal to any portion thereof payable to the applicable Hedge Provider), and (vi) that, unless the Issuer defaults in the payment of the Redemption Price, if any, interest on ; (v) that Holders have a right to convert the portion Notes called for redemption upon satisfaction of the Outstanding Principal Balance of requirements set forth in this Indenture; (vi) the time at which the Holders’ right to convert the Notes called for redemption will cease to accrue expire, which will be the close of business on and after the Business Day immediately preceding the Redemption Date; (vii) the procedures a converting Holder must follow to convert its Notes; (viii) the Conversion Rate; and (ix) the CUSIP, ISIN or other similar numbers, if any, assigned to such Notes. (b) A Redemption Notice shall be given by the Company or, at the Company’s request, by the Trustee in the name and at the expense of the Company; provided that the Company shall have delivered to the Trustee, at least five Business Days before the Redemption Notice is required to be given (or such shorter period agreed to by the Trustee), an Officer’s Certificate requesting that the Trustee give such notice and attaching the form of Redemption Notice and including the information to be stated in such notice. (c) A Redemption Notice, if given in the manner herein provided, shall be conclusively presumed to have been duly given, whether or not a Holder receives such notice. In any case, a failure to give such Redemption Notice or any defect in the Redemption Notice to the Holder of any Notes shall not affect the validity of the proceedings for the redemption of any other Notes. (d) A Redemption Notice shall be irrevocable.