Common use of Certain Corporate Events Clause in Contracts

Certain Corporate Events. If a Fundamental Change, Make-Whole Fundamental Change (other than a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof) or Common Stock Change Event occurs prior to the Close of Business on the Business Day immediately preceding the Free Convertibility Date (other than a merger or other business combination transaction that is effected solely to change the Company’s jurisdiction of incorporation and that does not constitute a Fundamental Change or a Make-Whole Fundamental Change), then, in each case, Holders may convert their Notes at any time from, and including, the effective date of such transaction or event to, and including, the thirty-fifth (35th) Trading Day after such effective date (or, if such transaction or event also constitutes a Fundamental Change, to, but excluding, the related Fundamental Change Repurchase Date); provided, however, that if the Company does not provide the notice referred to in the immediately following sentence by the Business Day following such effective date, then the last day on which the Notes are convertible pursuant to this sentence will be extended by the number of Business Days from, and including, the Business Day following such effective date to, but excluding, the date the Company provides such notice. No later than the Business Day following such effective date, the Company will send notice to the Holders, the Trustee and the Conversion Agent of such transaction or event, such effective date and the related right to convert Notes.

Certain Corporate Events. If a Fundamental Change, Make-Whole Fundamental Change (other than a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof) or Common Stock Change Event occurs prior to the Close of Business on the Business Day immediately preceding the Free Convertibility Date (other than a merger or other business combination transaction that is effected solely to change the Company’s jurisdiction of incorporation and that does not constitute a Fundamental Change or a Make-Whole Fundamental Change), then, in each case, Holders may convert their Notes at any time from, and including, the effective date of such transaction or event to, and including, the thirty-thirty fifth (35th) Trading Day after such effective date (or, if such transaction or event also constitutes a Fundamental Change (other than an Exempted Fundamental Change), to, but excluding, the related Fundamental Change Repurchase Date); provided, however, that if the Company does not provide the notice referred to in the immediately following sentence by the second (2nd) Business Day following after such effective date, then the last day on which the Notes are convertible pursuant to this sentence will be extended by the number of Business Days from, and including, the second (2nd) Business Day following after such effective date to, but excluding, the date the Company provides such notice. No later than the second (2nd) Business Day following after such effective date, the Company will send notice to the Holders, the Trustee and the Conversion Agent of such transaction or event, such effective date and the related right to convert Notes.

Certain Corporate Events. If (i) a Fundamental Change, Change or Make-Whole Fundamental Change occurs or (other than ii) the Company is party to a Make-Whole Fundamental Change pursuant consolidation, merger, combination or binding or statutory share exchange involving the Company, or the Company sells, leases or otherwise transfers all or substantially all of the consolidated assets of the Company and its Subsidiaries, taken as a whole, to any Person, as a result of which, in the case of this clause (B) ii), the Common Stock would be converted into, or exchanged for, or represent solely the right to receive, other securities, cash or other property, or any combination of the definition thereof) or Common Stock Change Event occurs prior to the Close of Business on the Business Day immediately preceding the Free Convertibility Date foregoing (other than a merger or other business combination transaction that is effected solely to change the Company’s jurisdiction of incorporation and that does not constitute a Fundamental Change or a Make-Whole Fundamental Change), then, in each case, Holders may convert their Notes at any time from, and including, the effective date of such transaction or event to, and including, the thirty-thirty fifth (35th) Trading Day after such effective date (or, if such transaction or event also constitutes a Fundamental Change, to, but excluding, the related Fundamental Change Repurchase Date); provided, however, that if the Company does not fails to provide the notice referred to in the immediately following sentence by the Business Day following such effective date, then the last day on which the Notes are convertible pursuant to this sentence will be extended by the number of Business Days from, and including, the Business Day following such effective date to, but excluding, the date the Company provides such notice. No later than the five (5) Business Day following Days immediately after such effective date, the Company will send notice to the Holders, the Trustee and the Conversion Agent of such transaction or event, such effective date and the related right to convert Notes.

Certain Corporate Events. If a Fundamental Change, Make-Whole Fundamental Change (other than a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof) or Common Stock Change Event occurs prior to the Close of Business on the Business Day immediately preceding the Free Convertibility Date (other than a merger or other business combination transaction that is effected solely to change the CompanyCompany or the Parent Guarantor’s jurisdiction of incorporation and that does not constitute a Fundamental Change or a Make-Whole Fundamental Change), then, in each case, Holders may convert Exchange their Notes at any time from, and including, the effective date of such transaction or event to, and including, the thirty-thirty fifth (35th) Trading Day after such effective date (or, if such transaction or event also constitutes a Fundamental Change (other than an Exempted Fundamental Change), to, but excluding, the related Fundamental Change Repurchase Date); provided, however, that if the Company does not provide the notice referred to in the immediately following sentence by the second (2nd) Business Day following after such effective date, then the last day on which the Notes are convertible Exchangeable pursuant to this sentence will be extended by the number of Business Days from, and including, the second (2nd) Business Day following after such effective date to, but excluding, the date the Company provides such notice. No later than the second (2nd) Business Day following after such effective date, the Company will send notice to the Holders, the Trustee and the Conversion Exchange Agent of such transaction or event, such effective date and the related right to convert Exchange Notes.

Certain Corporate Events. If a Fundamental Change, Make-Make- Whole Fundamental Change (other than a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof) or Common Stock Ordinary Share Change Event occurs prior to the Close of Business on the Business Day immediately preceding the Free Convertibility Date (other than a merger or other business combination transaction that is effected solely to change the Company’s or the Parent Guarantor’s jurisdiction of incorporation organization and that does not constitute a Fundamental Change or a Make-Whole Fundamental Change), then, in each case, Holders may convert Exchange their Notes at any time from, and including, the effective date of such transaction or event to, and including, until the earlier of (i) the thirty-fifth (35th) Trading Day after such effective date (or, if such transaction or event also constitutes a Fundamental Change (other than an Exempted Fundamental Change), to, but excluding, the Close of Business on the Business Day immediately preceding the related Fundamental Change Repurchase Date)) or (ii) the Close of Business on the second Scheduled Trading Day immediately preceding the Maturity Date; provided, however, that if the Company does not provide the notice referred to in the immediately following sentence by the Business Day following after such effective date, then the last day on which the Notes are convertible Exchangeable pursuant to this sentence will be extended by the number of Business Days from, and including, the Business Day following after such effective date to, but excluding, the date the Company provides such notice. No later than the Business Day following after such effective date, the Company will send notice to the Holders, the Trustee and the Conversion Exchange Agent of such transaction or event, such effective date and the related right to convert Exchange Notes.

Certain Corporate Events. If If, before the Close of Business on the Business Day immediately before June 1, 2029, a Fundamental Change, Make-Whole Fundamental Change (other than a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof) or Common Stock Change Event occurs prior to the Close of Business on the Business Day immediately preceding the Free Convertibility Date (other than a merger or other business combination transaction that is effected solely to change the Company’s jurisdiction of incorporation and that does not constitute a Fundamental Change or a Make-Whole Fundamental Change), then, in each case, Holders may convert Convert their Notes at any time from, and including, the effective date of such transaction or event to, and including, the thirty-thirty fifth (35th) Trading Day after such effective date (or, if such transaction or event also constitutes a Fundamental Change (other than an Exempted Fundamental Change), to, but excluding, the related Fundamental Change Repurchase Date); provided, however, that if the Company does not provide the notice referred to in the immediately following sentence by the Business Day following after such effective date, then the last day on which the Notes are convertible Convertible pursuant to this sentence will be extended by the number of Business Days from, and including, the Business Day following after such effective date to, but excluding, the date the Company provides such notice; provided that such last day will not be extended beyond the second (2nd) Scheduled Trading Day immediately before the Maturity Date. No later than the Business Day following after such effective date, the Company will send notice to the Holders, the Trustee and the Conversion Agent of such transaction or event, such effective date and the related right to convert Convert Notes.

Certain Corporate Events. If If, before the Close of Business on the Business Day immediately before August 16, 2027, a Fundamental Change, Make-Whole Fundamental Change (other than a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof) or Common Stock Change Event occurs prior to the Close of Business on the Business Day immediately preceding the Free Convertibility Date (other than a merger or other business combination transaction that is effected solely to change the Company’s jurisdiction of incorporation and that does not constitute a Fundamental Change or a Make-Whole Fundamental Change), then, in each case, Holders may convert their Notes at any time from, and including, the effective date of such transaction or event to, and including, the thirty-thirty fifth (35th) Trading Day after such effective date (or, if such transaction or event also constitutes a Fundamental Change (other than an Exempted Fundamental Change), to, but excluding, the related Fundamental Change Repurchase Date); provided, however, that if the Company does not provide the notice referred to in the immediately following sentence by the Business Day following after such effective date, then the last day on which the Notes are convertible pursuant to this sentence will be extended by the number of Business Days from, and including, the Business Day following after such effective date to, but excluding, the date the Company provides such notice. No later than the Business Day following after such effective date, the Company will send notice to the Holders, the Trustee and the Conversion Agent of such transaction or event, such effective date and the related right to convert Notes.

Certain Corporate Events. If a Fundamental Change, Make-Whole Fundamental Change (other than a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof) or Common Stock Ordinary Share Change Event occurs prior to the Close of Business on the Business Day immediately preceding the Free Convertibility Date (other than a merger or other business combination transaction that is effected solely to change the Company’s or the Guarantor’s jurisdiction of incorporation and that does not constitute a Fundamental Change or a Make-Whole Fundamental Change), then, in each case, Holders may convert Exchange their Notes at any time from, and including, the effective date of such transaction or event to, and including, the thirty-thirty fifth (35th) Trading Day after such effective date (or, if such transaction or event also constitutes a Fundamental Change (other than an Exempted Fundamental Change), to, but excluding, the related Fundamental Change Repurchase Date); provided, however, that if the Company does not provide the notice referred to in the immediately following sentence by the second (2nd) Business Day following after such effective date, then the last day on which the Notes are convertible Exchangeable pursuant to this sentence will be extended by the number of Business Days from, and including, the second (2nd) Business Day following after such effective date to, but excluding, the date the Company provides such notice. No later than the second (2nd) Business Day following after such effective date, the Company will send notice to the Holders, the Trustee and the Conversion Exchange Agent of such transaction or event, such effective date and the related right to convert Exchange Notes.

Certain Corporate Events. If If, prior to the close of business on the Business Day immediately preceding November 15, 2026, a Fundamental Change, Make-Whole Fundamental Change (other than a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof) or Common Stock Change Event occurs prior to the Close of Business on the Business Day immediately preceding the Free Convertibility Date (other than a merger or other business combination transaction that is effected solely to change the Company’s jurisdiction of incorporation and that does not constitute a Fundamental Change or a Make-Whole Fundamental Change), then, in each case, Holders may convert their Notes at any time from, and including, the effective date of such transaction or event to, and including, the thirty-thirty fifth (35th) Trading Day after such effective date (or, if such transaction or event also constitutes a Fundamental Change (other than an Exempted Fundamental Change), to, but excluding, the related Fundamental Change Repurchase Date); provided, however, that if the Company does not provide the notice referred to in the immediately following sentence by the Business Day following such effective date, then the last day on which the Notes are convertible pursuant to this sentence will be extended by the number of Business Days from, and including, the Business Day following such effective date to, but excluding, the date the Company provides such notice. No later than the second (2nd) Business Day following after such effective date, the Company will send written notice to the Holders, the Trustee and the Conversion Agent of such transaction or event, such effective date and the related right to convert Notes.

Certain Corporate Events. If a Fundamental Change, Make-Whole Fundamental Change (other than a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof) or Common Stock Change Event occurs prior to the Close of Business on the Business Day immediately preceding the Free Convertibility Date (other than a merger or other business combination transaction that is effected solely to change the Company’s jurisdiction of incorporation and that does not constitute a Fundamental Change or a Make-Whole Fundamental Change), then, in each case, Holders may convert Convert their Notes at any time from, and including, the effective date of such transaction or event to, and including, the thirty-thirty fifth (35th) Trading Day after such effective date (or, if such transaction or event also constitutes a Fundamental Change (other than an Exempted Fundamental Change), to, but excluding, the related Fundamental Change Repurchase Date); provided, however, that if the Company does not provide the notice referred to in the immediately following sentence by the second (2nd) Business Day following after such effective date, then the last day on which the Notes are convertible Convertible pursuant to this sentence will be extended by the number of Business Days from, and including, the second (2nd) Business Day following after such effective date to, but excluding, the date the Company provides such notice. No later than the second (2nd) Business Day following after such effective date, the Company will send notice to the Holders, the Trustee and the Conversion Agent (if other than the Trustee) of such transaction or event, such effective date and the related right to convert Convert Notes.