Common use of Certain Tender Offers Clause in Contracts

Certain Tender Offers. The Company shall not itself, and shall not permit any Subsidiary to (1) make any Tender Offer for outstanding shares of Common Stock unless the Company contemporaneously therewith makes an offer, or (2) enter into an agreement regarding a Tender Offer for outstanding shares of Common Stock by any person other than the Company or any Subsidiary, unless such person agrees with the Company to make an offer, in either such case, to the Holder to purchase the same percentage of the outstanding principal amount of this Note held by the Holder as the percentage of outstanding shares of Common Stock offered to be purchased in such Tender Offer, at a price equal to the greater of (i) the Premium Price on the date of purchase pursuant to this Section 3.2 and (ii) the greater of (x) the Converted Market Price on the date of purchase pursuant to this Section 3.2 and (y) the greater of (A) the Converted Market Price on the date of the first public announcement of such Tender Offer and (B) the Converted Market Price on the date of purchase pursuant to this Section 3.2.