This Agreement, including the termination and amendment of the Warrant Confirmations as set forth herein, shall be effective upon the date (the “ Effective Date ”) that each of (i) Company’s offering of its 2.875% Convertible Senior Notes due 2024 and (ii) Company’s repurchase of its 2.125% Cash Convertible Senior Notes due 2019 has been consummated and settled. If, for any reason, the Effective Date has not occurred on or prior to July 5, 2017, (i) this Agreement shall automatically terminate and all of the respective rights and obligations of Company and Dealer hereunder shall be cancelled, terminated and discharged and (ii) each party shall be released and discharged by the other party from, and agrees not to make any claim against the other party with respect to, any obligations or liabilities of the other party arising out of and to be performed in connection with this Agreement.