Make-Whole Call:

At any time prior to August 10, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days' notice (or such other period as consented to by the holders of a majority in aggregate principal amount of the then outstanding Notes), at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to the date of redemption, subject to the rights of holders of Notes on the relevant record date to receive interest due on the relevant interest payment date.

"Applicable Premium" means, with respect to any Note on any redemption date, the greater of:

(1) 1.0% of the principal amount of the Note; or

(2) the excess of:
(a) the present value at such redemption date of (i) the redemption price of the Note at August 10, 2020 (such redemption price being set forth in the table appearing above under the caption "- Optional Redemption") plus (ii) all required interest payments due on the Note through August 10, 2020 (excluding accrued but unpaid interest to the redemption date), computed using a discount rate equal to the Treasury Rate as of such redemption date plus 50 basis points; over
(b) the principal amount of the Note.

Calculation of the Applicable Premium will be made by the Company or on its behalf by any Person that it may designate; provided that the calculation or the correctness thereof will not be a duty or obligation of the Trustee or any Agent.

Except pursuant to the preceding paragraphs, the Notes will not be redeemable at the Company's option prior to August 10, 2020.

Callable:

On or after August 10, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days' notice (or such other period as consented to by the holders of a majority in aggregate principal amount of the then outstanding Notes), at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on August 10 of the years indicated below, subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date:

Change of Control Put:

If a Change of Control occurs, each holder of Notes will have the right to require the Company to repurchase all or any part (equal to US$200,000 or an integral multiple of US$1,000 in excess thereof) of that holder's Notes pursuant to a Change of Control Offer on the terms set forth in the Indenture. In the Change of Control Offer, the Company will offer a Change of Control Payment in cash equal to 101% of the aggregate principal amount of Notes repurchased, plus accrued and unpaid interest, if any, on the Notes repurchased to the date of purchase, subject to the rights of holders of Notes on the relevant record date to receive interest due on the relevant interest payment date. "Change of Control" means the occurrence of any of the following:

(1) the direct or indirect sale, lease, transfer, conveyance or other disposition (other than by way of merger or consolidation), in one or a series of related transactions, of all or substantially all of the properties or assets of the Company and its Subsidiaries taken as a whole to any Person (including any "person" (as that term is used in Section 13(d)(3) of the Exchange Act)) other than the Principals or a Related Party of the Principals;
(2) the adoption of a plan relating to the liquidation or dissolution of the Company;
(3) the Principals and their Related Parties become the Beneficial Owners of less than 35% of the Voting Stock of the Company, measured by voting power rather than number of shares; or
(4) the consummation of any transaction (including, without limitation, any merger or consolidation), the result of which is that any Person (including any "person" (as defined above), either (a) becomes the Beneficial Owner, directly or indirectly, of more of the Voting Stock of the Company (measured by voting power rather than number of shares) than is at the time Beneficially Owned by the Principals and their Related Parties in the aggregate, or (b) acquires the right to appoint and/or remove all or the majority of the members of the Company's Board of Directors or Board of Commissioners, whether obtained directly or indirectly, and whether obtained by ownership of share capital, the possession of voting rights, contract or otherwise.

Equity Call:

At any time prior to August 10, 2020, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under the Indenture, upon not less than 30 nor more than 60 days' notice, at a redemption price equal to 108.375% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date), in an amount not to exceed the net proceeds from an Equity Offering; provided that:

(1) at least 65% of the aggregate principal amount of Notes originally issued under the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 60 days of the date of the closing of such Equity Offering.