Common use of Cash Delivery Option Clause in Contracts

Cash Delivery Option. At its option, Counterparty may deliver to the Trust on the Exchange Date (even if the Exchange Date is not extended pursuant to Section 1.3(f)), in lieu of the Contract Shares, an amount in cash equal to, subject to adjustment as provided in Section 6.2, the Exchange Price of the Contract Shares (the "Cash Delivery Option"), paid by wire transfer to an account designated by the Trust, in Federal (immediately available same-day) funds; [provided, however, that Counterparty hereby waives its right to exercise the Cash Delivery Option and agrees to be bound by the decision AT&T Broadband CSC Holdings, Inc. ("Holdings") makes with respect to the Cash Delivery Option under the Forward Contract Agreement, dated as of the date hereof by and between the Trust and Holdings (the "Holdings Forward Contract");] provided[, further,] that in connection with a Rollover Offering which is consummated and as to which Counterparty has duly elected the Cash Delivery Option and has duly made a Rollover Offering Election, such cash payment shall be made no later than the fifth Business Day after the Exchange Date. [Counterparty may elect the Cash Delivery Option in respect of all, but not less than all, of the Contract Shares and may do so by notice to the Trust, the Collateral Agent and the Custodian not less than 30 Business Days prior to the Exchange Date.] If [Counterparty] [Holdings] elects the Cash Delivery Option and so notifies the Trust, the Trust shall promptly notify The Depository Trust Company and publish a notice in a daily newspaper of national circulation stating whether the holders of Equity Trust Securities will receive shares of Common Stock or cash (and specifying whether any such cash settlement is being made in connection with a Rollover Offering).

Cash Delivery Option. At its optionoption and subject to the notice requirement in this Section 1(d), Counterparty Seller may deliver to the Trust Purchaser, no later than 11:00AM (New York City time) on the Exchange Date (even if the Exchange Date is not extended pursuant to Section 1.3(f))First Settlement Date, in lieu of delivering the Contract SharesProperty, an amount in cash equal to, subject to adjustment as provided in Section 6.2the product of the Reference Property Value Per SAILS, the Exchange Price Rate and the SAILS Base Amount (in each case, determined by the Calculation Agent in accordance with the terms of this Agreement as of the Contract Shares (Exchange Date, based on the "Cash Delivery Option"composition of the Reference Property on the Exchange Date), paid by wire transfer to an account designated by the TrustPurchaser, in Federal (immediately available available) same-day) funds; [provided, however, that Counterparty hereby waives its right to exercise the Cash Delivery Option and agrees to be bound by the decision AT&T Broadband CSC Holdings, Inc. ("Holdings") makes with respect to the Cash Delivery Option under the Forward Contract Agreement, dated as of the date hereof by and between the Trust and Holdings day funds (the "Holdings Forward ContractCash Delivery Option");] provided[, further,] that in connection with a Rollover Offering which is consummated and as to which Counterparty has duly elected the Cash Delivery Option and has duly made a Rollover Offering Election, such cash payment shall be made no later than the fifth Business Day after the Exchange Date. [Counterparty Seller may elect the Cash Delivery Option in respect of all, but not less than all, of the Contract Shares and may do so Property, by written notice to the Trust, Purchaser and the Collateral Agent and the Custodian not less no later than 30 Business Days prior to the Exchange Date (the "Cash Settlement Notice Date.] "). If [Counterparty] [Holdings] Seller elects the Cash Delivery Option and so notifies Purchaser, Seller shall pledge to Purchaser and deliver to the TrustCollateral Agent, no later than the second Business Day following the Cash Settlement Notice Date, additional Collateral consisting of cash in an amount equal to 20% of the product of (i) the Reference Property Value Per SAILS, determined by the Calculation Agent as of the Cash Settlement Notice Date, and (ii) the SAILS Base Amount. Seller shall make such pledge and delivery of additional Collateral in accordance with the terms of the Collateral Agreement. Seller represents and warrants to Purchaser that Seller and Parent have entered into a preliminary understanding pursuant to which, if Seller elects the Cash Delivery Option and Seller does not have sufficient cash to satisfy its payment obligation under Section 1.3(d) of this Agreement, Parent will provide cash to Seller in an amount at least sufficient to allow Seller to satisfy its payment obligation under Section 1.3(d) of this Agreement. Seller agrees that, if Seller elects the Cash Delivery Option, the Trust terms of such preliminary understanding shall promptly notify The Depository Trust Company be finalized and publish a notice in a daily newspaper of national circulation stating whether memorialized prior to the holders of Equity Trust Securities will receive shares of Common Stock or cash (and specifying whether any such cash settlement is being made in connection with a Rollover Offering)Cash Settlement Notice Date.

Cash Delivery Option. At its option, Counterparty may deliver to the Trust on the Exchange Date (even if the Exchange Date is not extended pursuant to Section 1.3(f)), in lieu of the Contract Shares, an amount in cash equal to, subject to adjustment as provided in Section 6.2, the Exchange Price of the Contract Shares (the "Cash Delivery Option"), paid by wire transfer to an account designated by the Trust, in Federal (immediately available same-day) funds; [provided, however, that Counterparty hereby waives its right to exercise the Cash Delivery Option and agrees to be bound by the decision AT&T Broadband CSC Holdings, Inc. ("Holdings") makes with respect to the Cash Delivery Option under the Forward Contract Agreement, dated as of the date hereof by and between the Trust and Holdings (the "Holdings Forward Contract");] ; provided[, further,] , that in connection with a Rollover Offering which is consummated and as to which Counterparty has duly elected the Cash Delivery Option and has duly made a Rollover Offering Election, such cash payment shall be made no later than the fifth Business Day after the Exchange Date. [Counterparty may elect the Cash Delivery Option in respect of all, but not less than all, of the Contract Shares and may do so by notice to the Trust, the Collateral Agent and the Custodian not less than 30 Business Days prior to the Exchange Date.] If [Counterparty] [Holdings] Holdings elects the Cash Delivery Option and so notifies the Trust, the Trust shall promptly notify The Depository Trust Company and publish a notice in a daily newspaper of national circulation stating whether the holders of Equity Trust Securities will receive shares of Common Stock or cash (and specifying whether any such cash settlement is being made in connection with a Rollover Offering).

Cash Delivery Option. At its option, Counterparty Seller may deliver to the Trust Purchaser on the Exchange Date (even if the Exchange Date is not extended pursuant to Section 1.3(f))Date, in lieu of some or all of the Contract Shares, an amount in cash equal to, subject to adjustment as provided in Section 6.2, the Exchange Price of the Contract Shares (the "Cash Delivery OptionCASH DELIVERY OPTION"), paid by wire transfer to an account designated by the TrustPurchaser, in Federal (immediately available same-day) funds; [provided, however, that Counterparty hereby waives its right to exercise the Cash Delivery Option and agrees to be bound by the decision AT&T Broadband CSC Holdings, Inc. ("Holdings") makes with respect to the Cash Delivery Option under the Forward Contract Agreement, dated as of the date hereof by and between the Trust and Holdings (the "Holdings Forward Contract");] provided[, further,] provided that in connection with a Rollover Offering which is consummated and as to which Counterparty Seller has duly elected the Cash Delivery Option and has duly made a Rollover Offering Election, such cash payment shall be made no later than the fifth Business Day after the Exchange Date. [Counterparty Seller may elect the Cash Delivery Option in respect of all, but not less than all, all or a portion of the Contract Shares and may do so by notice to the TrustPurchaser, the Collateral Agent and the Custodian not less than 30 25 Business Days prior to the Exchange Date.] . If [Counterparty] [Holdings] Seller elects the Cash Delivery Option and so notifies the TrustPurchaser, the Trust Purchaser shall promptly notify The Depository Trust Company and publish a notice in a daily newspaper of national circulation stating whether the holders of Equity Trust Securities DECS will receive shares of Class A Common Stock Stock, cash or cash a combination thereof (and specifying whether any such cash settlement is being made in connection with a Rollover Offering)) and, if a combination of Class A Common Stock and cash, the relative proportion of each.