Common use of Settlement Upon Exchange Clause in Contracts

Settlement Upon Exchange. (a) Subject to this Section 4.03, Section 4.06(b) and Section 4.07(a), upon exchange of any Security, on the second Business Day immediately following the last VWAP Trading Day of the relevant Observation Period, the Company shall satisfy its exchange obligation by paying or delivering, as the case may be, to the exchanging Holder, in respect of each $1,000 principal amount of Securities being exchanged, a “Settlement Amount” equal to the sum of the Daily Settlement Amounts for each of the 30 consecutive VWAP Trading Days during the relevant Observation Period for such Security, together with cash, if applicable, in lieu of delivering any fractional Common Share in accordance with Section 4.03(b). (1) All exchanges for which the relevant Exchange Date occurs on or after March 1, 2029 shall be settled using the same forms and amounts of consideration. Except for any exchanges for which the relevant Exchange Date occurs on or after March 1, 2029, the Company will use the same forms and amounts of consideration for all exchanges with the same Exchange Date, but the Company will not have any obligation to use the same Settlement Method with respect to exchanges with different Exchange Dates. (2) If, in respect of any Exchange Date (or any exchanges for which the relevant Exchange Date occurs on or after March 1, 2029), the Company elects to settle all or a portion of its exchange obligation in excess of the principal portion of the Securities being exchanged in cash in respect of such Exchange Date (or such period, as the case may be), the Company shall inform exchanging Holders through (and upon a written request to) the Trustee of such election (the “Settlement Notice”) no later than the close of business on the VWAP Trading Day immediately following the relevant Exchange Date (or, in the case of any exchanges of Securities for which the relevant Exchange Date occurs on or after March 1, 2029, no later than March 1, 2029) and the Company shall indicate in such Settlement Notice the percentage of the exchange obligation in excess of the principal portion of the Securities being exchanged that shall be paid in cash (the “Cash Percentage”). If the Company does not elect a Cash Percentage prior to the deadline set forth in the immediately preceding sentence, the Company shall no longer have the right to elect a Cash Percentage with respect to any exchange on such Exchange Date or during such period, and the Company shall be deemed to have elected a Cash Percentage of 0% with respect to such exchange. In no event shall the Company’s failure to make a timely election of the Cash Percentage constitute an Event of Default under this Indenture. (3) The Daily Settlement Amounts, the Daily Net Settlement Amounts (if applicable) and the Daily Exchange Values shall be determined by the Company promptly following the last VWAP Trading Day of the related Observation Period. Promptly after such determination of the Daily Settlement Amounts, the Daily Net Settlement Amounts (if applicable) and the Daily Exchange Values, as the case may be, and, if applicable, the amount of cash payable in lieu of any fractional Common Share, the Company shall notify the Trustee and the Exchange Agent (if other than the Trustee) of the Daily Settlement Amount , the Daily Net Settlement Amounts (if applicable) and the Daily Exchange Values, as the case may be, and, if applicable, the amount of cash payable in lieu of fractional Common Shares. The Trustee and the Exchange Agent (if other than the Trustee) shall have no responsibility for any such determination.

Settlement Upon Exchange. (a) Subject to this Section 4.0314.03, Section 4.06(b14.06(b) and Section 4.07(a14.07(a), upon exchange of any SecurityNote, on the second Business Trading Day immediately following the last VWAP Trading Day of the relevant Observation Cash Settlement Averaging Period, the Company shall satisfy its exchange obligation Exchange Obligation by paying or delivering, as the case may be, to the exchanging Holder, in respect of each $1,000 principal amount of Securities Notes being exchanged, a “Settlement Amount” equal to the sum of the Daily Settlement Amounts for each of the 30 40 consecutive VWAP Trading Days during the relevant Observation Cash Settlement Averaging Period for such SecurityNote, together with cash, if applicable, in lieu of delivering any fractional share of Common Share Stock in accordance with subsection (b) of this Section 4.03(b)14.03. (1) All exchanges for which the relevant Exchange Date occurs after the issuance by the Company of a Redemption Notice but prior to the related Redemption Date, and all exchanges on or after March 1April 15, 2029 shall be settled using the same forms and amounts of consideration. . (2) Except for any exchanges for which the relevant Exchange Date occurs after the issuance by the Company of a Redemption Notice but prior to the related Redemption Date or which occurs on or after March 1April 15, 2029, the Company will shall use the same forms and amounts of consideration for all exchanges with the same Exchange Date, but the Company will shall not have any obligation to use the same Settlement Method forms and amounts of consideration with respect to exchanges with different Exchange Dates. (23) If, in respect of any Exchange Date (or any exchanges for which the relevant Exchange Date occurs after the issuance by the Company of a Redemption Notice but prior to the related Redemption Date or which occurs on or after March 1April 15, 2029), the Company elects to settle all or a portion of its exchange obligation Exchange Obligation in excess of the principal portion of the Securities Notes being exchanged in cash in respect of such Exchange Date (or such period, as the case may be), the Company shall inform exchanging Holders through (and upon a written request to) the Trustee of such election (the “Settlement Notice”) no later than the close of business on the VWAP Trading Day immediately following the relevant Exchange Date (or, in the case of (A) any exchanges of Securities Notes for which the relevant Exchange Date occurs after the issuance by the Company of a Redemption Notice but prior to the related Redemption Date, in the related Redemption Notice or (B) in the case of any exchanges of Notes for which the relevant Exchange Date occurs on or after March 1April 15, 2029, no later than March 1April 15, 2029) and the Company shall indicate in such Settlement Notice the percentage of the exchange obligation Exchange Obligation in excess of the principal portion of the Securities Notes being exchanged that shall be paid in cash (the “Cash Percentage”). If the Company does not elect a Cash Percentage prior to the deadline set forth in the immediately preceding sentence, the Company shall no longer have the right to elect a Cash Percentage with respect to any exchange on such Exchange Date or during such period, and the Company shall be deemed to have elected a Cash Percentage of 0% with respect to such exchange. In no event shall the Company’s failure to make a timely election of the Cash Percentage constitute an Event of a Default under this Indenture. (34) The Daily Settlement Amounts, the Daily Net Settlement Amounts (if applicable) and the Daily Exchange Values shall be determined by the Company promptly following the last VWAP Trading Day day of the related Observation Cash Settlement Averaging Period. Promptly after such determination of the Daily Settlement Amounts, the Daily Net Settlement Amounts (if applicable) and the Daily Exchange Values, as the case may be, and, if applicable, Values and the amount of cash payable in lieu of delivering any fractional share of Common ShareStock, the Company shall notify the Trustee and the Exchange Agent (if other than the Trustee) in writing of the Daily Settlement Amount Amounts, the Daily Net Settlement Amounts (if applicable) and the Daily Exchange Values, as the case may be, and, if applicable, Values and the amount of cash payable in lieu of delivering any fractional shares of Common SharesStock. The Trustee and the Exchange Agent (if other than the Trustee) shall have no responsibility for any such determination.

Settlement Upon Exchange. (a) Subject to this Section 4.03, Section 4.06(b) and Section 4.07(a), upon exchange of any Security, on the second Business Day immediately following the last VWAP Trading Day of the relevant Observation Period, the Company shall satisfy shall, at its exchange obligation by paying election, pay or deliveringdeliver, as the case may be, to the exchanging Holder, in respect full satisfaction of each $1,000 principal amount of Securities being exchangedits exchange obligation, a solely cash (“Settlement Amount” equal to the sum of the Daily Settlement Amounts for each of the 30 consecutive VWAP Trading Days during the relevant Observation Period for such SecurityCash Settlement”), solely Common Shares, together with cash, if applicable, in lieu of delivering any fractional Common Share in accordance with Section 4.03(b4.03(c) (“Physical Settlement”), or a combination of cash and Common Shares, together with cash, if applicable, in lieu of delivering any fractional Common Share in accordance with Section 4.03(c) (“Combination Settlement”), as set forth in this Section 4.03. (1) All exchanges for which the relevant Exchange Date occurs on or after March August 1, 2029 2024 shall be settled using the same forms and amounts Settlement Method (including the same relative proportion of considerationcash and/or shares of the Common Shares). Except for any exchanges for which the relevant Exchange Date occurs on or after March August 1, 20292024, the Company will use the same forms and amounts Settlement Method (including the same relative proportion of consideration cash and/or shares of the Common Shares) for all exchanges with the same Exchange Date, but the Company will not have any obligation to use the same Settlement Method with respect to exchanges with different Exchange Dates. (2) IfIf the Company elects a Settlement Method, in respect the Company shall deliver notice to Holders so exchanging through the Exchange Agent of any such Settlement Method the Company has selected no later than the close of business on the Trading Day immediately following the related Exchange Date (or in the case of any exchanges for which the relevant Exchange Date occurs on or after March August 1, 2029), the Company elects to settle all or a portion of its exchange obligation in excess of the principal portion of the Securities being exchanged in cash in respect of such Exchange Date (or such period, as the case may be), the Company shall inform exchanging Holders through (and upon a written request to) the Trustee of such election (the “Settlement Notice”) no later than the close of business on the VWAP Trading Day immediately following the relevant Exchange Date (or, in the case of any exchanges of Securities for which the relevant Exchange Date occurs on or after March 1, 20292024, no later than March August 1, 2029) and the Company shall indicate in such Settlement Notice the percentage of the exchange obligation in excess of the principal portion of the Securities being exchanged that shall be paid in cash (the “Cash Percentage”2024). If the Company does not timely elect a Cash Percentage prior to the deadline set forth in the immediately preceding sentenceSettlement Method, the Company shall no longer have the right to elect a Cash Percentage Settlement or Physical Settlement with respect to any exchange on such that Exchange Date or during such period, and the Company shall be deemed to have elected a Cash Percentage Combination Settlement in respect of 0% with its exchange obligation, and the Specified Dollar Amount per $1,000 principal amount of Securities shall be equal to $1,000. If the Company has timely elected Combination Settlement in respect to such exchange. In no event shall of any exchange but does not timely notify the Company’s failure to make a timely election Exchange Agent of the Cash Percentage constitute an Event Specified Dollar Amount per $1,000 principal amount of Default under this IndentureSecurities, the Specified Dollar Amount shall be deemed to be $1,000. (3) The Daily cash, Common Shares or combination of cash and Common Shares payable or deliverable by the Company in respect of any exchange of Securities (the “Settlement AmountsAmount”) shall be computed by the Company as follows: (A) if the Company elects to satisfy its exchange obligation in respect of such exchange by Physical Settlement, the Daily Net Settlement Amounts Company shall deliver to the exchanging Holder in respect of each $1,000 principal amount of Securities being exchanged a number of Common Shares equal to the Exchange Rate on the Exchange Date (plus cash in lieu of any fractional Common Share issuable upon exchange); (B) if applicable) and the Company elects to satisfy its exchange obligation in respect of such exchange by Cash Settlement, the Company shall pay to the exchanging Holder in respect of each $1,000 principal amount of Securities being exchanged cash in an amount equal to the sum of the Daily Exchange Values shall be determined by for each of the Company promptly following the last 30 consecutive VWAP Trading Day of Days during the related Observation Period. Promptly after Period; and (C) if the Company elects (or is deemed to have elected) to satisfy its exchange obligation in respect of such determination of the Daily Settlement Amountsexchange by Combination Settlement, the Daily Net Settlement Amounts (if applicable) and the Daily Exchange ValuesCompany shall pay or deliver, as the case may be, and, if applicable, to the exchanging Holder in respect of each $1,000 principal amount of Securities being exchanged a Settlement Amount equal to the sum of the Daily Settlement Amounts for each of the 30 consecutive VWAP Trading Days during the related Observation Period (plus cash payable in lieu of any fractional Common Share, the Company shall notify the Trustee and the Exchange Agent (if other than the Trustee) of the Daily Settlement Amount , the Daily Net Settlement Amounts (if applicable) and the Daily Exchange Values, as the case may be, and, if applicable, the amount of cash payable in lieu of fractional Common Shares. The Trustee and the Exchange Agent (if other than the Trustee) shall have no responsibility for any such determinationShare issuable upon exchange).

Settlement Upon Exchange. (a) Subject to this Section 4.0314.03, Section 4.06(b14.06(b) and Section 4.07(a14.07(a), upon exchange of any Security, on the second Business Day immediately following the last VWAP Trading Day of the relevant Observation PeriodNote, the Company shall satisfy its exchange obligation by paying pay or deliveringdeliver, as the case may be, to the exchanging Holder, in respect full satisfaction of each $1,000 its delivery obligation upon exchange (the “Exchange Obligation”), cash up to the principal amount of Securities being exchangedthe Note exchanged and, if applicable in respect of any net shares due upon exchange (the “Net Shares”), cash, Common Shares or a “Settlement Amount” equal to the sum combination of the Daily Settlement Amounts for each of the 30 consecutive VWAP Trading Days during the relevant Observation Period for such Securitycash and Common Shares, together with cash, if applicable, in lieu of delivering any fractional Common Share in accordance with Section 4.03(b14.03(b), at the Company’s election, as set forth in this Section 14.03 (each such net share settlement method, a “Net Share Settlement Method”). (1) All exchanges for which the relevant Exchange Date occurs on or after March January 1, 2029 2027 or occurs after the Company provides a Redemption Notice and prior to the related Redemption Date shall be settled using the same forms and amounts Net Share Settlement Method (including the same relative proportion of considerationcash and/or Common Shares). Except for any exchanges for which the relevant Exchange Date occurs on or after March January 1, 20292027 or on or after the Company provides a Redemption Notice and prior to the related Redemption Date, the Company will use the same forms and amounts Net Share Settlement Method (including the same relative proportion of consideration cash and/or Common Shares) for all exchanges with the same Exchange Date, but the Company will not have any obligation to use the same Settlement Method with respect to exchanges with different Exchange Dates. (2) IfIf the Company elects a Net Share Settlement Method, in respect the Company shall deliver notice to Holders so exchanging through the Exchange Agent of any such Net Share Settlement Method the Company has selected no later than the Close of Business on the Trading Day immediately following the related Exchange Date (or (x) in the case of any exchanges for which the relevant Exchange Date occurs on or after March January 1, 2029)2027, the Company elects to settle all or a portion of its exchange obligation in excess of the principal portion of the Securities being exchanged in cash in respect of such Exchange Date (or such period, as the case may be), the Company shall inform exchanging Holders through (and upon a written request to) the Trustee of such election (the “Settlement Notice”) no later than the close of business on the VWAP Trading Day immediately following the relevant Exchange Date January 1, 2027 or (or, y) in the case of any exchanges of Securities for which the relevant Exchange Date occurs on or after March 1, 2029, no later than March 1, 2029) and the Company shall indicate issues a Redemption Notice and prior to the related Redemption Date, in such Settlement Notice the percentage of the exchange obligation in excess of the principal portion of the Securities being exchanged that shall be paid in cash (the “Cash Percentage”Redemption Notice). If the Company does not timely elect a Cash Percentage prior to the deadline set forth in the immediately preceding sentenceNet Share Settlement Method, the Company shall no longer have the right to elect a Cash Percentage with Net Share Settlement Method in respect of its Exchange Obligation and the Specified Dollar Amount per $1,000 principal amount of Notes shall be equal to $1,000. If the Company has timely elected a Net Share Settlement Method in respect of any exchange on such but does not timely notify the Exchange Date or during such periodAgent of the Specified Dollar Amount per $1,000 principal amount of Notes, and the Company Specified Dollar Amount shall be deemed to have elected a Cash Percentage of 0% with respect to such exchange. In no event shall the Company’s failure to make a timely election of the Cash Percentage constitute an Event of Default under this Indenturebe $1,000. (3) The cash, Common Shares or combination of cash and Common Shares payable or deliverable by the Company in respect of any exchange of $1,000 principal amount of the Notes (the “Settlement Amount”) shall include (x) cash up to $1,000 and (y) cash or Common Shares or any combination of cash and Common Shares in respect of the Company’s obligation to deliver the Net Shares, and shall be computed as follows: (A) if the Company elects to pay solely cash in respect of the Net Shares, the Company shall pay to the exchanging Holder in respect of each $1,000 principal amount of Notes being exchanged cash in an amount equal to the sum of the Daily Exchange Values for each of the 40 consecutive VWAP Trading Days during the related Observation Period; and (B) if the Company elects to deliver Common Shares in respect of some or all of the Net Shares, the Company shall pay or deliver, as the case may be, to the exchanging Holder in respect of each $1,000 principal amount of Notes being exchanged a Settlement Amount equal to the sum of the Daily Settlement AmountsAmounts for each of the 40 consecutive VWAP Trading Days during the related Observation Period (plus cash in lieu of any fractional Common Share issuable upon exchange). (4) If more than one Note shall be surrendered for exchange at any one time by the same Holder, the Exchange Obligation with respect to such Notes shall be computed on the basis of the aggregate principal amount of the Notes (or specified portions thereof to the extent permitted hereby) so surrendered. (5) The Daily Net Settlement Amounts (if applicable) and the Daily Exchange Values (if applicable) shall be determined by the Company promptly following the last VWAP Trading Day of the related Observation Period. Promptly after such determination of the Daily Settlement Amounts, the Daily Net Settlement Amounts (if applicable) and or the Daily Exchange Values, as the case may be, and, if applicable, the amount of cash payable in lieu of any fractional Common Share, the Company shall notify the Trustee and the Exchange Agent (if other than the Trustee) of the Daily Settlement Amount , the Daily Net Settlement Amounts (if applicable) and or the Daily Exchange Values, as the case may be, and, if applicable, the amount of cash payable in lieu of fractional Common Shares. The Trustee and the Exchange Agent (if other than the Trustee) shall have no responsibility for any such determination.

Settlement Upon Exchange. (a) Subject to this Section 4.03, Section 4.06(b) and Section 4.07(a), upon Upon any exchange of any Security, on the second Business Day immediately following the last VWAP Trading Day of the relevant Observation PeriodExchangeable Debenture, the Company shall satisfy its exchange obligation by paying or delivering, as the case may be, deliver to the exchanging HolderHolders, in respect of each $1,000 principal amount of Securities Exchangeable Debentures being exchanged, at the Company’s election, in full satisfaction of the Company’s Exchange Obligation, (1) shares of Host REIT Common Stock, together with cash in lieu of fractional shares, if any (a “Physical Settlement”), (2) a cash payment without any delivery of shares of Host REIT Common Stock (a “Cash Settlement”) or (3) a combination of cash and shares of Host REIT Common Stock, together with cash in lieu of fractional shares, if any (a “Combination Settlement”), in each case, as set forth below (the amounts so deliverable upon exchange of the Exchangeable Debentures, the “Exchange Obligation”): For exchanges: (i) that occur prior to the date that is 15 Business Days prior to the Maturity Date, by the close of business on the Business Day following the Exchange Date, the Company shall notify exchanging Holders of the relevant Settlement Method and, if the Company elects a Combination Settlement, the dollar amount of the Exchange Obligation (the “Specified Dollar Amount” ”) that will be settled in cash; (ii) that occur on or after the date that is 15 Business Days prior to the Maturity Date, the Company shall notify all Holders of the relevant Settlement Method and, if applicable, the related Specified Dollar Amount, by notice on or prior to the date that is 15 Business Days prior to the Maturity Date (which shall apply to all exchanges on or following the date that is 15 Business Days prior to the Maturity Date). If the Company does not specify a Settlement Method as set forth above, then Combination Settlement shall apply, and the related Specified Dollar Amount used in the settlement calculation set forth in paragraph (d) below will be $1,000. Any such notice of a Settlement Method may not be revoked. (b) If the Company has elected a Physical Settlement with respect to any Exchangeable Debentures tendered for exchange, the Company shall deliver, for each $1,000 principal amount of Exchangeable Debentures, a number of shares of Host REIT Common Stock equal to the Exchange Rate, together with cash in lieu of fractional shares, on the third Business Day following the Exchange Date. (c) If the Company has elected a Cash Settlement with respect to any Exchangeable Debentures tendered for exchange, the Company shall deliver, for each $1,000 principal amount of Exchangeable Debentures, a cash payment equal to the sum of the Daily Exchange Values for each Trading Day during the relevant Applicable Exchange Period. The Company shall make such payment on the third Business Day following the last day of the Applicable Exchange Period. (d) If the Company has elected or is deemed to have elected a Combination Settlement with respect to any Exchangeable Debentures tendered for exchange, the Company shall deliver, for each $1,000 principal amount of Exchangeable Debentures, the sum of the Daily Settlement Amounts for each of the 30 consecutive VWAP Trading Days Day during the relevant Observation Applicable Exchange Period. The “Daily Settlement Amount” for each Trading Day during the Applicable Exchange Period shall consist of: (i) cash in an amount equal to the lesser of (i) 1/10 of the Specified Dollar Amount specified by the Company in the notice regarding the chosen Settlement Method (the “Daily Specified Dollar Amount”) and (ii) the Daily Exchange Value on such Trading Day; and (ii) if the Daily Exchange Value on such Trading Day exceeds the Daily Specified Dollar Amount, a number of shares of Host REIT Common Stock (together with cash in lieu of any fractional shares) equal to (i) the difference between such Daily Exchange Value and the Daily Specified Dollar Amount, divided by (ii) the Daily VWAP on such Trading Day. The Company shall deliver such cash and shares of Host REIT Common Stock on the third Business Day following the last day of the Applicable Exchange Period. (e) Upon exchange of any Exchangeable Debentures, Holders shall not receive any separate cash payment for such Securityaccrued and unpaid interest, except to the extent specified below. The Company’s delivery to the Holder of Host REIT Common Stock, cash or a combination of cash and Host REIT Common Stock, as applicable, together with cash, if applicable, in lieu of delivering any cash payment for any fractional share of Host REIT Common Share Stock, into which a Exchangeable Debenture is exchangeable shall be deemed to satisfy in accordance with Section 4.03(b). full the Company’s obligation to pay (1i) All exchanges for which the relevant principal amount of the Exchangeable Debentures so exchanged and (ii) accrued and unpaid interest to, but not including, the Exchange Date. As a result, accrued and unpaid interest to, but not including, the Exchange Date occurs on or after March 1, 2029 shall be settled using deemed to be paid in full rather than cancelled, extinguished or forfeited. Exchangeable Debentures surrendered for exchange during the same forms and amounts of consideration. Except for any exchanges for which the relevant Exchange Date occurs on or after March 1, 2029, the Company will use the same forms and amounts of consideration for all exchanges with the same Exchange Date, but the Company will not have any obligation to use the same Settlement Method with respect to exchanges with different Exchange Dates. (2) If, in respect of any Exchange Date (or any exchanges for which the relevant Exchange Date occurs on or after March 1, 2029), the Company elects to settle all or a portion of its exchange obligation in excess of the principal portion of the Securities being exchanged in cash in respect of such Exchange Date (or such period, as the case may be), the Company shall inform exchanging Holders through (and upon a written request to) the Trustee of such election (the “Settlement Notice”) no later than period from the close of business on any Record Date to the VWAP Trading Day open of business on the immediately following interest payment date must be accompanied by funds equal to the relevant Exchange amount of interest payable on the Exchangeable Debentures so exchanged; provided that no such payment need be made (i) for exchanges following the Record Date immediately preceding the Maturity Date, (or, in ii) if the case of any exchanges of Securities for which the relevant Exchange Company has specified a Designated Event Repurchase Date occurs that is after a Record Date and on or after March 1, 2029, no later than March 1, 2029) and the Company shall indicate in such Settlement Notice the percentage of the exchange obligation in excess of the principal portion of the Securities being exchanged that shall be paid in cash (the “Cash Percentage”). If the Company does not elect a Cash Percentage prior to the deadline set forth in corresponding interest payment date, or (iii) to the immediately preceding sentenceextent of any overdue interest, if any overdue interest exists at the time of exchange with respect to such Exchangeable Debenture. (f) The Company shall not issue fractional shares of Host REIT Common Stock upon exchange of Exchangeable Debentures. If multiple Exchangeable Debentures shall be surrendered for exchange at one time by the same Holder, the number of full shares of Host REIT Common Stock which shall be issuable upon exchange shall be computed on the basis of the aggregate principal amount of the Exchangeable Debentures (or specified portions thereof to the extent permitted hereby) so surrendered. If any fractional share of Host REIT Common Stock would be issuable upon the exchange of any Exchangeable Debentures, the Company shall no longer have the right to elect a Cash Percentage with respect to any exchange on such Exchange Date or during such period, and the Company shall be deemed to have elected a Cash Percentage make payment therefor in cash in lieu of 0% with respect to such exchange. In no event shall the Company’s failure to make a timely election fractional shares of the Cash Percentage constitute an Event of Default under this Indenture.Host REIT Common Stock based on: (3i) The Daily if Physical Settlement Amountsapplies, on the last reported sale price of Host REIT Common Stock on the relevant Exchange Date, and (ii) if Combination Settlement applies, the Daily Net Settlement Amounts (if applicable) and VWAP of Host REIT Common Stock on the Daily Exchange Values shall be determined by the Company promptly following the last VWAP final Trading Day of the related Observation Applicable Exchange Period. Promptly after such determination . (g) Solely for purposes of determining the payments and deliveries due upon exchange under this Section 6.10 and for purposes of the Daily Settlement Amounts, the Daily Net Settlement Amounts (if applicable) and the definitions of “Applicable Exchange Period,” “Daily Exchange Values, as the case may be, and, if applicable, the amount of cash payable in lieu of any fractional Common Share, the Company shall notify the Trustee Value,” “Daily VWAP” and the Exchange Agent (if other than the Trustee) of the Daily Settlement Amount , the Daily Net Settlement Amounts (if applicable) and the Daily Exchange Values, as the case may be, and, if applicable, the amount of cash payable in lieu of fractional Common Shares. The Trustee and the Exchange Agent (if other than the Trustee) shall have no responsibility for any such determination.“Scheduled Trading Day,”

Settlement Upon Exchange. (a) Subject to this Section 4.03, Section 4.06(b) and Section 4.07(a), upon exchange of any Security, on the second Business Day immediately following the last VWAP Trading Day of the relevant Observation Period, the Company shall satisfy shall, at its exchange obligation by paying election, pay or deliveringdeliver, as the case may be, to the exchanging Holder, in respect full satisfaction of each $1,000 principal amount of Securities being exchangedits exchange obligation, a solely cash (“Settlement Amount” equal to the sum of the Daily Settlement Amounts for each of the 30 consecutive VWAP Trading Days during the relevant Observation Period for such SecurityCash Settlement”), solely Common Shares, together with cash, if applicable, in lieu of delivering any fractional Common Share in accordance with Section 4.03(b4.03(c) (“Physical Settlement”), or a combination of cash and Common Shares, together with cash, if applicable, in lieu of delivering any fractional Common Share in accordance with Section 4.03(c) (“Combination Settlement”), as set forth in this Section 4.03. (1) All exchanges for which the relevant Exchange Date occurs on or after March 1December 15, 2029 2025 shall be settled using the same forms and amounts Settlement Method (including the same relative proportion of considerationcash and/or shares of the Common Shares). Except for any exchanges for which the relevant Exchange Date occurs on or after March 1December 15, 20292025, the Company will use the same forms and amounts Settlement Method (including the same relative proportion of consideration cash and/or shares of the Common Shares) for all exchanges with the same Exchange Date, but the Company will not have any obligation to use the same Settlement Method with respect to exchanges with different Exchange Dates. (2) IfIf the Company elects a Settlement Method, in respect the Company shall deliver notice to Holders so exchanging through the Exchange Agent of any such Settlement Method the Company has selected no later than the close of business on the Trading Day immediately following the related Exchange Date (or in the case of any exchanges for which the relevant Exchange Date occurs on or after March 1December 15, 2029), the Company elects to settle all or a portion of its exchange obligation in excess of the principal portion of the Securities being exchanged in cash in respect of such Exchange Date (or such period, as the case may be), the Company shall inform exchanging Holders through (and upon a written request to) the Trustee of such election (the “Settlement Notice”) no later than the close of business on the VWAP Trading Day immediately following the relevant Exchange Date (or, in the case of any exchanges of Securities for which the relevant Exchange Date occurs on or after March 1, 20292025, no later than March 1December 15, 2029) and the Company shall indicate in such Settlement Notice the percentage of the exchange obligation in excess of the principal portion of the Securities being exchanged that shall be paid in cash (the “Cash Percentage”2025). If the Company does not timely elect a Cash Percentage prior to the deadline set forth in the immediately preceding sentenceSettlement Method, the Company shall no longer have the right to elect a Cash Percentage Settlement or Physical Settlement with respect to any exchange on such that Exchange Date or during such period, and the Company shall be deemed to have elected a Cash Percentage Combination Settlement in respect of 0% with its exchange obligation, and the Specified Dollar Amount per $1,000 principal amount of Securities shall be equal to $1,000. If the Company has timely elected Combination Settlement in respect to such exchange. In no event shall of any exchange but does not timely notify the Company’s failure to make a timely election Exchange Agent of the Cash Percentage constitute an Event Specified Dollar Amount per $1,000 principal amount of Default under this IndentureSecurities, the Specified Dollar Amount shall be deemed to be $1,000. (3) Notwithstanding anything to the contrary in this Supplemental Indenture or in the Securities, by notice to Holders, the Trustee and the Exchange Agent (if other than the Trustee), the Company may, prior to December 15, 2025, at its option, irrevocably elect to satisfy its exchange obligation with respect to the Securities through any Settlement Method that it is then permitted to elect for all Exchange Dates occurring subsequent to delivery of such notice. Concurrently with providing notice to all Holders, the Trustee and the Exchange Agent (if other than the Trustee) of an election to irrevocably fix the Settlement Method, the Company shall promptly issue a Current Report on Form 8-K or press release announcing that it has elected to irrevocably fix the Settlement Method. Notwithstanding the foregoing, no such irrevocable election shall affect any Settlement Method theretofore elected (or deemed to be elected) with respect to any Security pursuant to this Section 4.03. For the avoidance of doubt, such an irrevocable election, if made, will be effective without the need to amend the Indenture or the Securities. However, the Company may nonetheless choose to execute such an amendment at its option. (4) The cash, Common Shares or combination of cash and Common Shares payable or deliverable by the Company in respect of any exchange of Securities (the “Settlement Amount”) shall be computed by the Company as follows: (A) if the Company elects to satisfy its exchange obligation in respect of such exchange by Physical Settlement, the Company shall deliver to the exchanging Holder in respect of each $1,000 principal amount of Securities being exchanged a number of Common Shares equal to the Exchange Rate on the Exchange Date (plus cash in lieu of any fractional Common Share issuable upon exchange); (B) if the Company elects to satisfy its exchange obligation in respect of such exchange by Cash Settlement, the Company shall pay to the exchanging Holder in respect of each $1,000 principal amount of Securities being exchanged cash in an amount equal to the sum of the Daily Exchange Values for each of the 30 consecutive VWAP Trading Days during the related Observation Period; and (C) if the Company elects (or is deemed to have elected) to satisfy its exchange obligation in respect of such exchange by Combination Settlement, the Company shall pay or deliver, as the case may be, to the exchanging Holder in respect of each $1,000 principal amount of Securities being exchanged a Settlement Amount equal to the sum of the Daily Settlement Amounts for each of the 30 consecutive VWAP Trading Days during the related Observation Period (plus cash in lieu of any fractional Common Share issuable upon exchange). If more than one Security shall be surrendered for exchange at any one time by the same Holder, the exchange obligation with respect to such Securities shall be computed on the basis of the aggregate principal amount of the Securities (or specified portions thereof to the extent permitted hereby) so surrendered. (5) The Daily Settlement Amounts, the Daily Net Settlement Amounts (if applicable) and the Daily Exchange Values (if applicable) shall be determined by the Company promptly following the last VWAP Trading Day of the related Observation Period. Promptly after such determination of the Daily Settlement Amounts, the Daily Net Settlement Amounts (if applicable) and or the Daily Exchange Values, as the case may be, and, if applicable, the amount of cash payable in lieu of any fractional Common Share, the Company shall notify the Trustee and the Exchange Agent (if other than the Trustee) of the Daily Settlement Amount , the Daily Net Settlement Amounts (if applicable) and or the Daily Exchange Values, as the case may be, and, if applicable, the amount of cash payable in lieu of fractional Common Shares. The Trustee and the Exchange Agent (if other than the Trustee) shall have no responsibility for any such determination.

Settlement Upon Exchange. (a) Subject to this Section 4.0314.03, Section 4.06(b14.06(b) and Section 4.07(a14.07(a), upon exchange of any SecurityNote, on the second Business Trading Day immediately following the last VWAP Trading Day of the relevant Observation Cash Settlement Averaging Period, the Company shall satisfy its exchange obligation Exchange Obligation by paying or delivering, as the case may be, to the exchanging Holder, in respect of each $1,000 principal amount of Securities Notes being exchanged, a “Settlement Amount” equal to the sum of the Daily Settlement Amounts for each of the 30 40 consecutive VWAP Trading Days during the relevant Observation Cash Settlement Averaging Period for such SecurityNote, together with cash, if applicable, in lieu of delivering any fractional Common Share in accordance with subsection (b) of this Section 4.03(b)14.03. (1) All exchanges for which the relevant Exchange Date occurs after the issuance by the Company of a Redemption Notice but prior to the related Redemption Date, and all exchanges on or after March 1October 15, 2029 2028 shall be settled using the same forms and amounts of consideration. . (2) Except for any exchanges for which the relevant Exchange Date occurs after the issuance by the Company of a Redemption Notice but prior to the related Redemption Date or which occurs on or after March 1October 15, 20292028, the Company will shall use the same forms and amounts of consideration for all exchanges with the same Exchange Date, but the Company will shall not have any obligation to use the same Settlement Method forms and amounts of consideration with respect to exchanges with different Exchange Dates. (23) If, in respect of any Exchange Date (or any exchanges for which the relevant Exchange Date occurs after the issuance by the Company of a Redemption Notice but prior to the related Redemption Date or which occurs on or after March 1October 15, 20292028), the Company elects to settle all or a portion of its exchange obligation Exchange Obligation in excess of the principal portion of the Securities Notes being exchanged in cash in respect of such Exchange Date (or such period, as the case may be), the Company shall inform exchanging Holders through (and upon a written request to) the Trustee of such election (the “Settlement Notice”) no later than the close of business on the VWAP Trading Day immediately following the relevant Exchange Date (or, in the case of (A) any exchanges of Securities Notes for which the relevant Exchange Date occurs after the issuance by the Company of a Redemption Notice but prior to the related Redemption Date, in the related Redemption Notice or (B) in the case of any exchanges of Notes for which the relevant Exchange Date occurs on or after March 1October 15, 20292028, no later than March 1October 15, 20292028) and the Company shall indicate in such Settlement Notice the percentage of the exchange obligation Exchange Obligation in excess of the principal portion of the Securities Notes being exchanged that shall be paid in cash (the “Cash Percentage”). If the Company does not elect a Cash Percentage prior to the deadline set forth in the immediately preceding sentence, the Company shall no longer have the right to elect a Cash Percentage with respect to any exchange on such Exchange Date or during such period, and the Company shall be deemed to have elected a Cash Percentage of 0% with respect to such exchange. In no event shall the Company’s failure to make a timely election of the Cash Percentage constitute an Event of a Default under this Indenture. (34) The Daily Settlement Amounts, the Daily Net Settlement Amounts (if applicable) and the Daily Exchange Values shall be determined by the Company promptly following the last VWAP Trading Day day of the related Observation Cash Settlement Averaging Period. Promptly after such determination of the Daily Settlement Amounts, the Daily Net Settlement Amounts (if applicable) and the Daily Exchange Values, as the case may be, and, if applicable, Values and the amount of cash payable in lieu of delivering any fractional Common Share, the Company shall notify the Trustee and the Exchange Agent (if other than the Trustee) in writing of the Daily Settlement Amount Amounts, the Daily Net Settlement Amounts (if applicable) and the Daily Exchange Values, as the case may be, and, if applicable, Values and the amount of cash payable in lieu of delivering any fractional Common Shares. The Trustee and the Exchange Agent (if other than the Trustee) shall have no responsibility for any such determination.

Settlement Upon Exchange. (a) Subject to this Section 4.0314.03, Section 4.06(b14.06(b) and Section 4.07(a14.07(a), upon exchange of any SecurityNote, on the second Business Trading Day immediately following the last VWAP Trading Day of the relevant Observation Cash Settlement Averaging Period, the Company shall satisfy its exchange obligation Exchange Obligation by paying or delivering, as the case may be, to the exchanging Holder, in respect of each $1,000 principal amount of Securities Notes being exchanged, a “Settlement Amount” equal to the sum of the Daily Settlement Amounts for each of the 30 40 consecutive VWAP Trading Days during the relevant Observation Cash Settlement Averaging Period for such SecurityNote, together with cash, if applicable, in lieu of delivering any fractional share of Common Share Stock in accordance with subsection (b) of this Section 4.03(b)14.03. (1) All exchanges for which the relevant Exchange Date occurs after the issuance by the Company of a Redemption Notice but prior to the related Redemption Date, and all exchanges on or after March 1February 15, 2029 2028 shall be settled using the same forms and amounts of consideration. . (2) Except for any exchanges for which the relevant Exchange Date occurs after the issuance by the Company of a Redemption Notice but prior to the related Redemption Date or which occurs on or after March 1February 15, 20292028, the Company will shall use the same forms and amounts of consideration for all exchanges with the same Exchange Date, but the Company will shall not have any obligation to use the same Settlement Method forms and amounts of consideration with respect to exchanges with different Exchange Dates. (23) If, in respect of any Exchange Date (or any exchanges for which the relevant Exchange Date occurs after the issuance by the Company of a Redemption Notice but prior to the related Redemption Date or which occurs on or after March 1February 15, 20292028), the Company elects to settle all or a portion of its exchange obligation Exchange Obligation in excess of the principal portion of the Securities Notes being exchanged in cash in respect of such Exchange Date (or such period, as the case may be), the Company shall inform exchanging Holders through (and upon a written request to) the Trustee of such election (the “Settlement Notice”) no later than the close of business on the VWAP Trading Day immediately following the relevant Exchange Date (or, in the case of (A) any exchanges of Securities Notes for which the relevant Exchange Date occurs after the issuance by the Company of a Redemption Notice but prior to the related Redemption Date, in the related Redemption Notice or (B) in the case of any exchanges of Notes for which the relevant Exchange Date occurs on or after March 1February 15, 20292028, no later than March 1February 15, 20292028) and the Company shall indicate in such Settlement Notice the percentage of the exchange obligation Exchange Obligation in excess of the principal portion of the Securities Notes being exchanged that shall be paid in cash (the “Cash Percentage”). If the Company does not elect a Cash Percentage prior to the deadline set forth in the immediately preceding sentence, the Company shall no longer have the right to elect a Cash Percentage with respect to any exchange on such Exchange Date or during such period, and the Company shall be deemed to have elected a Cash Percentage of 0% with respect to such exchange. In no event shall the Company’s failure to make a timely election of the Cash Percentage constitute an Event of a Default under this Indenture. (34) The Daily Settlement Amounts, the Daily Net Settlement Amounts (if applicable) and the Daily Exchange Values shall be determined by the Company promptly following the last VWAP Trading Day day of the related Observation Cash Settlement Averaging Period. Promptly after such determination of the Daily Settlement Amounts, the Daily Net Settlement Amounts (if applicable) and the Daily Exchange Values, as the case may be, and, if applicable, Values and the amount of cash payable in lieu of delivering any fractional share of Common ShareStock, the Company shall notify the Trustee and the Exchange Agent (if other than the Trustee) in writing of the Daily Settlement Amount Amounts, the Daily Net Settlement Amounts (if applicable) and the Daily Exchange Values, as the case may be, and, if applicable, Values and the amount of cash payable in lieu of delivering any fractional shares of Common SharesStock. The Trustee and the Exchange Agent (if other than the Trustee) shall have no responsibility for any such determination.