Common use of Adjustment Deferral Clause in Contracts

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Date; (iv) any Redemption Notice Date; and (v) September 1, 2026.

Appears in 2 contracts

Samples: Indenture (Marathon Digital Holdings, Inc.), Indenture (Cryoport, Inc.)

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Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1November 15, 20262029.

Appears in 2 contracts

Samples: Indenture (Orthopediatrics Corp), Purchase Agreement (Orthopediatrics Corp)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1November 15, 2026.

Appears in 2 contracts

Samples: Indenture (Desktop Metal, Inc.), Indenture (Kadmon Holdings, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1May 15, 20262027.

Appears in 1 contract

Samples: Indenture (Cerevel Therapeutics Holdings, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; (v) the date when the Company sends the Optional Repurchase Notice; and (vvi) September 1May 15, 20262030.

Appears in 1 contract

Samples: Indenture (Farfetch LTD)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September November 1, 20262027.

Appears in 1 contract

Samples: Indenture (Faro Technologies Inc)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer and carry forward such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would would, had they not been so deferred and carried forward, result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September May 1, 20262029.

Appears in 1 contract

Samples: Indenture (Osi Systems Inc)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1, 2026the ninety-fifth (95th) Scheduled Trading Day immediately before the Maturity Date.

Appears in 1 contract

Samples: Indenture (Omeros Corp)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1January 15, 2026.

Appears in 1 contract

Samples: Indenture (Progress Software Corp /Ma)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1February 2, 2026.

Appears in 1 contract

Samples: Indenture (Alphatec Holdings, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments collectively would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1January 15, 2026.

Appears in 1 contract

Samples: Indenture (PetIQ, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September January 1, 20262027.

Appears in 1 contract

Samples: Indenture (Farfetch LTD)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) % to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate change of at least one percent (1%) % to the Conversion Rate; (ii) the Conversion Date ofof any Note, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (viv) September 115, 20262025.

Appears in 1 contract

Samples: Indenture (Magnite, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September March 1, 20262027.

Appears in 1 contract

Samples: Indenture (Cytokinetics Inc)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article ‎Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article ‎Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Date; (iv) any Redemption Notice Date; and (v) September 115, 2026.

Appears in 1 contract

Samples: Indenture (Lucid Group, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1December 15, 20262025.

Appears in 1 contract

Samples: Indenture (Airbnb, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Date; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1May 15, 20262027.

Appears in 1 contract

Samples: Indenture (Post Holdings, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Date; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1May 15, 20262025.

Appears in 1 contract

Samples: Indenture (Bloom Energy Corp)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1April 15, 20262027.

Appears in 1 contract

Samples: Indenture (Inotiv, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) % to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate change of at least one percent (1%) % to the Conversion Rate; (ii) the Conversion Date ofof any Note, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (viv) September 1[January [●], 2026].

Appears in 1 contract

Samples: Subordination Agreement (Outbrain Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, for any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1February 17, 2026.

Appears in 1 contract

Samples: First Supplemental Indenture (Cheesecake Factory Inc)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, for any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 115, 20262025.

Appears in 1 contract

Samples: Indenture (Tyler Technologies Inc)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Date; (iv) any Redemption Notice Datedate the Company calls any Notes for Redemption; and (v) September 1June 2, 20262025.

Appears in 1 contract

Samples: Indenture (Eventbrite, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Date; (iv) any Redemption Notice Datedate the Company calls any Notes for Redemption; and (v) September 1March 15, 2026.

Appears in 1 contract

Samples: Indenture (Eventbrite, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Exchange Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Exchange Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon Table of Contents the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Exchange Rate; (ii) the Conversion Exchange Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1December 15, 20262025.

Appears in 1 contract

Samples: Indenture (Spotify Technology S.A.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any NoteNote being converted; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (viv) September 1August 15, 20262025.

Appears in 1 contract

Samples: First Supplemental Indenture (Collegium Pharmaceutical, Inc)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1, 2026the eighty-fifth (85th) Scheduled Trading Day immediately before the Maturity Date.

Appears in 1 contract

Samples: Indenture (Winnebago Industries Inc)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (viv) September April 1, 2026.

Appears in 1 contract

Samples: Indenture (Vroom, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1July 3, 20262028.

Appears in 1 contract

Samples: Indenture (BigCommerce Holdings, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Make- Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1October 15, 20262029.

Appears in 1 contract

Samples: Second Lien Indenture (Luminar Technologies, Inc./De)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 115, 20262028.

Appears in 1 contract

Samples: Indenture (Chefs' Warehouse, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 130, 20262025.

Appears in 1 contract

Samples: Indenture (Farfetch LTD)

Adjustment Deferral. If an adjustment to the Conversion Exchange Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Exchange Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Exchange Rate; (ii) the Conversion Exchange Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective DateChange; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1January 3, 20262028.

Appears in 1 contract

Samples: First Supplemental Indenture (Centennial Resource Development, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; and (iv) any Redemption Notice Date; and (v) September 1April 15, 20262025.

Appears in 1 contract

Samples: First Supplemental Indenture (Mesa Laboratories Inc /Co)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1June 15, 2026.

Appears in 1 contract

Samples: Indenture (Luminar Technologies, Inc./De)

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Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, for any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (viv) September May 1, 20262027.

Appears in 1 contract

Samples: Indenture (Shift4 Payments, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, for any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1December 15, 2026.

Appears in 1 contract

Samples: Indenture (Beyond Meat, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) any Redemption Notice Datethe date the Company calls the Notes for Redemption; and (viv) September 1July 15, 20262025.

Appears in 1 contract

Samples: Indenture (Arch Resources, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September June 1, 2026.

Appears in 1 contract

Samples: Indenture (DigitalOcean Holdings, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Exchange Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Exchange Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Exchange Rate; (ii) the Conversion Exchange Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective DateChange; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1March 15, 2026.

Appears in 1 contract

Samples: Indenture (Realogy Group LLC)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer and carry forward such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would would, had they not been so deferred and carried forward, result in an aggregate change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1February 15, 20262028.

Appears in 1 contract

Samples: Indenture (Envista Holdings Corp)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (viv) September December 1, 20262024.

Appears in 1 contract

Samples: Indenture (Varex Imaging Corp)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (viv) September 115, 20262025.

Appears in 1 contract

Samples: Indenture (Shift4 Payments, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date an Equity Raise Trigger occurs; (v) the date the Company calls any Redemption Notice DateNotes for Redemption; and (vvi) September 1December 19, 20262028.

Appears in 1 contract

Samples: Indenture (Biora Therapeutics, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September November 1, 20262029.

Appears in 1 contract

Samples: Indenture (Progress Software Corp /Ma)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September April 1, 2026.

Appears in 1 contract

Samples: Indenture (Beauty Health Co)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (viv) September June 1, 20262027.

Appears in 1 contract

Samples: Indenture (K12 Inc)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September July 1, 20262025.

Appears in 1 contract

Samples: Indenture (Vail Resorts Inc)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, for any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective DateDate occurs; (iv) any Redemption Notice Datedate the Company calls any Notes for Redemption; and (v) September 1February 15, 20262030.

Appears in 1 contract

Samples: Indenture (SMART Global Holdings, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September December 1, 2026.

Appears in 1 contract

Samples: Indenture (LumiraDx LTD)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Date; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September June 1, 20262028.

Appears in 1 contract

Samples: Indenture (Stem, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) on the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) on the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) on the date the Company calls any Redemption Notice DateNotes for Redemption; (iv) on December 1, 2024; and (v) September on December 1, 20262047.

Appears in 1 contract

Samples: Indenture (NRG Energy, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Date; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September October 1, 20262029.

Appears in 1 contract

Samples: Indenture (Stem, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September July 1, 20262027.

Appears in 1 contract

Samples: Indenture (Zogenix, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (v) September 1August 15, 20262027.

Appears in 1 contract

Samples: Indenture (Guardant Health, Inc.)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate a change of at least one percent (1%) to the Conversion Rate; (ii) the Conversion Date of, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; and (iv) any Redemption Notice the eighty-fifth (85th) scheduled trading day immediately before the Maturity Date; and (v) September 1, 2026.

Appears in 1 contract

Samples: Indenture (Winnebago Industries Inc)

Adjustment Deferral. If an adjustment to the Conversion Rate otherwise required by this Article 5 would result in a change of less than one percent (1%) % to the Conversion Rate, then, notwithstanding anything to the contrary in this Article 5, the Company may, at its election, defer such adjustment, except that all such deferred adjustments must be given effect immediately upon the earliest of the following: (i) when all such deferred adjustments would result in an aggregate change of at least one percent (1%) % to the Conversion Rate; (ii) the Conversion Date ofof any Note, or any VWAP Trading Day of an Observation Period for, any Note; (iii) the effective date of a Fundamental Change or a Make-Whole Fundamental Change Effective Dateoccurs; (iv) the date the Company calls any Redemption Notice DateNotes for Redemption; and (viv) September 1January 27, 2026.

Appears in 1 contract

Samples: Indenture (Outbrain Inc.)

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