Combined Settlement Sample Clauses

Combined Settlement. The amounts derived from the application of the Utilization Risk Corridor and the Level 1 cost settlement shall be combined to determine the overall amount owed either to Contractor by the State or to the State by Contractor.

Combined Settlement. If we elect to satisfy a portion of the conversion obligation in cash (expressed either as a dollar amount or as a percentage of the daily conversion value) and a portion of the conversion obligation in shares of common stock, then we will deliver for each share of Series B Preferred Stock, for each of the 20 trading days in the applicable conversion measurement period, (1) such partial cash settlement amount divided by 20 (or, if expressed as a percentage of the conversion obligation, such partial cash settlement amount calculated as a percentage of the daily conversion value), plus (2) a number of shares equal to (a) the daily conversion value minus such daily partial cash settlement amount divided by (b) the daily volume-weighted average price of our common stock on that trading day. As used above, the term “conversion measurement period” means the 20 consecutive trading days beginning on the third trading day following the date on which the shares of Series B Preferred Stock are tendered for conversion. As used above, the “daily conversion value” means, for each of the 20 trading days during the applicable conversion measurement period, one-twentieth (1/20) of the product of (1) the then applicable conversion rate and (2) the daily volume-weighted average price of a share of our common stock on that trading day. Anti-dilution adjustments The conversion rate of the Series B Preferred Stock is subject to adjustment upon the occurrence of certain events (including payment of cash distributions to holders of our common stock, stock splits, combinations, reclassifications, distribution of certain rights and warrants, certain distributions of non-cash property, certain tender and exchange offers and certain business combinations in which we are not the surviving entity), but will not be adjusted for accumulated and unpaid dividends. If, however, application of the above would result in a decrease in the conversion rate (other than a share split or share combination), no adjustment to the conversion rate shall be made. Increase in authorized shares We will use our best efforts to obtain such stockholder approvals at our next annual meeting of stockholders as are necessary to increase the number of shares of authorized common stock to allow for conversion of all shares of Series B Preferred Stock into shares of our common stock (the “Authorized Share Increase”). Additional conversion right upon a fundamental change Upon the occurrence of a fundamental change (...

Combined Settlement. If the Issuer elects to satisfy a portion of the Exchange Obligation in cash (expressed either as a dollar amount or as a percentage of the Daily Exchange Value, the “Partial Cash Amount”) and a portion in Sunstone Common Shares, then the Issuer will deliver, for each day in the Applicable Exchange Measurement Period, (a) such Partial Cash Amount divided by 20 or, if expressed as a percentage of the Exchange Obligation, such partial cash amount will be calculated as a percentage of the Daily Exchange Value (the “Daily Partial Cash Amount”), plus, (b) a number of shares equal to (A) the Daily Exchange Value minus such Daily Partial Cash Amount divided by (B) the Daily VWAP of the Sunstone Common Shares for such day. The Issuer will initially elect the Partial Cash Amount to be the principal amount of the Notes and will deliver the amount of the aggregate Daily Exchange Value in excess of the principal amount of the Notes, if any, in Sunstone Common Shares; provided, however, that such election is revocable, and the Issuer may make any future election revocable or irrevocable at its discretion.

Combined Settlement. If the Company elects to satisfy a portion of the Conversion Obligation in Cash (the “Partial Cash Amount”) and a portion in Ordinary Shares, then it will deliver to converting Holders such Partial Cash Amount plus a number of shares equal to (a) the cash settlement amount as set forth in clause (2) above minus such Partial Cash Amount divided by (b) the arithmetic mean of the Volume Weighted Average Prices of its Ordinary Shares on each Trading Day during the applicable cash settlement averaging period described below. If the Company chooses to satisfy the Conversion Obligation by share settlement, then settlement in shares will be made on or prior to the fifth Trading Day following its receipt of a notice of conversion. If the Company chooses to satisfy the Conversion Obligation by cash settlement or combined settlement, then it will notify Holders, through the Trustee, of the dollar amount to be satisfied in cash at any time on or before the date that is two Business Days following its receipt of a converting Holder’s notice of conversion (the “Settlement Notice Period”). Share settlement will apply automatically if the Company does not notify Holders that the Company has chosen another settlement method. If the Company timely elects cash settlement or combined settlement, then Holders may retract their conversion notice at any time during the two business day period beginning on the day after the Settlement Notice Period (the “Conversion Retraction Period”). Holders cannot retract conversion notices (and conversions notice therefore will be irrevocable) if the Company elects share settlement. If a Holder has not retracted its conversion notice, then cash settlement or combined settlement will occur on the first trading day following the applicable “cash settlement averaging period”. The applicable cash settlement averaging period will be the five trading day period beginning on the first trading day after the Conversion Retraction Period. The “Volume Weighted Average Price” of one Ordinary Share on any trading day will be the Volume Weighted Average Prices as displayed under the heading “Bloomberg VWAP” on Bloomberg Page SINA <equity> AQR in respect of the period from 9:30 a.m. to 4:00 p.m. (New York City time) on that trading day (or if such Volume Weighted Average Price is not available, the market value of one Ordinary Share on such trading day as the Company determines in good faith using a volume weighted method). No payment or adjustment will be ...

Combined Settlement. If the Company elects to satisfy a portion of the Conversion Obligation in cash (the "Partial Cash Amount") and a portion in its Ordinary Shares, then it shall deliver to converting Holders such Partial Cash Amount plus a number of Ordinary Shares equal to (i) the cash settlement amount as set forth in clause (b) above minus such Partial Cash Amount divided by (ii) the average of the Reference Price of Ordinary Shares on each Trading Day during the Applicable Cash Settlement Averaging Period. If the Company chooses to satisfy the Conversion Obligation by share settlement, then settlement in shares will be made on or prior to the fifth Trading Day following its receipt of a notice of conversion. If the Company chooses to satisfy the Conversion Obligation by cash settlement or combined settlement, then it will notify holders, through the Trustee, of the dollar amount to be satisfied in cash at any time on or before the date that is three Business Days following its receipt of a converting Holder's notice of conversion (the "Settlement Notice Period"). Share settlement will apply automatically if the Company does not notify Holders that it has chosen another settlement method.