Common use of Deposit of Repurchase Price Clause in Contracts

Deposit of Repurchase Price. (a) Prior to 11:00 a.m., New York City time, on the Designated Event Repurchase Date or the Repurchase Date, the Company shall deposit with the Paying Agent or, if the Company is acting as the Paying Agent, shall segregate and hold in trust an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Date, as the case may be), sufficient to pay the aggregate repurchase price of all the Exchangeable Debentures or portions thereof that are to be repurchased as of the Designated Event Repurchase Date or the Repurchase Date, as the case may be. (b) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds sufficient to pay the repurchase price of the Debentures that Holders have elected to require the Company to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be, then, on and after the Designated Event Repurchase Date or the Repurchase Date, as the case may be, such Exchangeable Debentures will cease to be outstanding, interest on such Exchangeable Debentures will cease to accrue and all other rights of the Holders of such Exchangeable Debentures will terminate, other than the right to receive the repurchase price upon delivery or book-entry transfer of the Exchangeable Debenture. This will be the case whether or not book-entry transfer of the Exchangeable Debenture has been made or the Exchangeable Debenture has been delivered to the Paying Agent.

Deposit of Repurchase Price. (a) Prior to 11:00 a.m., New York City time, on the Designated Event Repurchase Date or the Repurchase Date, the Company Issuer shall deposit with the Paying Agent or, if the Company Issuer is acting as the Paying Agent, shall segregate and hold in trust as provided in Section 4.04 an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Date, as the case may be), sufficient to pay the aggregate repurchase price of all the Exchangeable Debentures Notes or portions thereof that are to be repurchased as of the Designated Event Repurchase Date or the Repurchase Date, as the case may be. (b) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds money sufficient to pay the repurchase price of the Debentures Notes that Holders have elected to require the Company Issuer to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be3.05, then, on and after the Designated Event Repurchase Date or the Repurchase Date, as the case may be, such Exchangeable Debentures Notes will cease to be outstanding, interest on such Exchangeable Debentures will cease to accrue and all other rights of the Holders of such Exchangeable Debentures Notes will terminate, other than the right to receive the repurchase price upon delivery or book-entry transfer of the Exchangeable DebentureNote or, if such Notes have been tendered for exchange, the cash and, if applicable, shares of Common Stock due upon such exchange. This will be the case whether or not book-entry transfer of the Exchangeable Debenture Note has been made or the Exchangeable Debenture Note has been delivered to the Paying Agent.

Deposit of Repurchase Price. (a) Prior to 11:00 a.m., New York City time, on the Designated Event Repurchase Date or the Repurchase Date, the Company Issuer shall deposit with the Paying Agent or, if the Company Issuer is acting as the Paying Agent, shall segregate and hold in trust as provided in Section 4.04 an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Date, as the case may be), sufficient to pay the aggregate repurchase price of all the Exchangeable Debentures Notes or portions thereof that are to be repurchased as of the Designated Event Repurchase Date or the Repurchase Date, as the case may be. (b) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds money sufficient to pay the repurchase price of the Debentures Notes that Holders have elected to require the Company Issuer to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be3.05, then, on and after the Designated Event Repurchase Date or the Repurchase Date, as the case may be, such Exchangeable Debentures Notes will cease to be outstanding, interest on such Exchangeable Debentures Interest will cease to accrue and all other rights of the Holders of such Exchangeable Debentures Notes will terminate, other than the right to receive the repurchase price upon delivery or book-entry transfer of the Exchangeable DebentureNote or, if such Notes have been tendered for exchange, the cash and, if applicable, shares of Common Stock due upon such exchange. This will be the case whether or not book-entry transfer of the Exchangeable Debenture Note has been made or the Exchangeable Debenture Note has been delivered to the Paying Agent.

Deposit of Repurchase Price. (a) Prior to 11:00 a.m., New York City time, on the Designated Event Repurchase Date or the Repurchase Date, the Company Issuer shall deposit with the Paying Agent or, if the Company Issuer is acting as the Paying Agent, shall segregate and hold in trust as provided in Section 4.04 an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Date, as the case may be), sufficient to pay the aggregate repurchase price of all the Exchangeable Debentures or portions thereof that are to be repurchased as of the Designated Event Repurchase Date or the Repurchase Date, as the case may be. (b) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds money sufficient to pay the repurchase price of the Debentures that Holders have elected to require the Company Issuer to repurchase in accordance with Section 5.01 3.05 or Section 5.023.06, as the case may be, then, on and after the Designated Event Repurchase Date or the Repurchase Date, as the case may be, such Exchangeable Debentures will cease to be outstanding, interest on such Exchangeable Debentures will cease to accrue and all other rights of the Holders of such Exchangeable Debentures will terminate, other than the right to receive the repurchase price upon delivery or book-entry transfer of the Exchangeable Debenture. This will be the case whether or not book-entry transfer of the Exchangeable Debenture has been made or the Exchangeable Debenture has been delivered to the Paying Agent.

Deposit of Repurchase Price. (a) Prior to 11:00 a.m., New York City time, on the Designated Event Repurchase Date or the Repurchase Date, the Company Issuer shall deposit with the Paying Agent or, if the Company Issuer is acting as the Paying Agent, shall segregate and hold in trust as provided in Section 4.04 an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Date, as the case may be), sufficient to pay the aggregate repurchase price of all the Exchangeable Debentures Notes or portions thereof that are to be repurchased as of the Designated Event Repurchase Date or the Repurchase Date, as the case may be. (b) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds monies sufficient to pay the repurchase price of the Debentures Notes that Holders have elected to require the Company Issuer to repurchase in accordance with Section 5.01 3.05 or Section 5.023.06, as the case may be, then, on and after the Designated Event Repurchase Date or the Repurchase Date, as the case may be, such Exchangeable Debentures Notes will cease to be outstanding, interest on such Exchangeable Debentures will cease to accrue and all other rights of the Holders of such Exchangeable Debentures Notes will terminate, other than the right to receive the repurchase price upon delivery or book-entry transfer of the Exchangeable DebentureNote. This will be the case whether or not book-entry transfer of the Exchangeable Debenture Note has been made or the Exchangeable Debenture Note has been delivered to the Paying Agent.

Deposit of Repurchase Price. (a) Prior to 11:00 a.m.1:00 p.m., New York City time, on the Designated Event Repurchase Date or the applicable Repurchase Date, the Company shall deposit with the Paying Agent or, (or if the Company or a Subsidiary or an Affiliate of any of them is acting as the Paying Agent, shall segregate and hold in trust as provided in Section 2.04) an amount of cash Cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Date, as the case may be), such Business Day) sufficient to pay the aggregate repurchase price Repurchase Price of all the Exchangeable Debentures Securities or portions thereof that which are to be repurchased as on such Repurchase Date. If the Paying Agent (other than the Company or an Affiliate of the Designated Event Repurchase Date or Company) holds, in accordance with the terms hereof, at 1:00 p.m., New York City time, on the applicable Repurchase Date, as the case may be. (b) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds Cash sufficient to pay the repurchase price Repurchase Price of the Debentures that Holders have elected any Securities for which a Repurchase Notice has been tendered and not withdrawn pursuant to require the Company to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be3.08(b), then, on and after the Designated Event Repurchase Date or the such Repurchase Date, as the case may be, such Exchangeable Debentures Securities will cease to be outstandingoutstanding and interest, interest if any (including Additional Interest, if any), on such Exchangeable Debentures Securities will cease to accrue accrue, whether or not such Securities are delivered to the Paying Agent, and all other the rights of the Holders of such Exchangeable Debentures will terminate, in respect thereof shall terminate (other than the right to receive the repurchase price Repurchase Price upon delivery or book-entry transfer of such Securities, together with any necessary endorsement) and the Exchangeable Debenture. This will repurchased Securities shall be the case whether or not book-entry transfer of the Exchangeable Debenture has been made or the Exchangeable Debenture has been delivered to the Paying Agentcancelled.

Deposit of Repurchase Price. (a) Prior to 11:00 a.m., a.m. (New York City time, Time) on the Designated Event Repurchase Date or Business Day following the Repurchase Date, the Company shall deposit with the Paying Agent (or, if the Company or a Subsidiary or an Affiliate of either of them is acting as the Paying Agent, shall segregate and hold in trust as provided in Section 2.04) an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date such Business Day) or the Repurchase DateOrdinary Shares, as the case may be)if permitted hereunder, sufficient to pay the aggregate repurchase price Repurchase Price of all the Exchangeable Debentures Securities or portions thereof that are to be purchased as of the Repurchase Date. If the Paying Agent holds sufficient funds and or Ordinary Securities sufficient to pay the aggregate Repurchase Price for all Securities or portions thereof that are to be repurchased as of the Designated Event Repurchase Date or the Repurchase Date, as the case may be. (b) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds sufficient to pay the repurchase price of the Debentures that Holders have elected to require the Company to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be, then, on and after the Designated Event Repurchase Date or the Repurchase Date, as the case may be, such Exchangeable Debentures Securities will cease to be outstanding, outstanding and interest on such Exchangeable Debentures will cease to accrue and all other rights of the Holders of such Exchangeable Debentures will terminate, other than the right to receive the repurchase price upon delivery or book-entry transfer of the Exchangeable Debenture. This will be the case thereon whether or not book-book entry transfer of the Exchangeable Debenture Securities has been made or the Exchangeable Debenture has Securities have been delivered to the Paying Agent. As soon as practicable after the Repurchase Date the Company shall deliver to each Holder entitled to receive Ordinary Shares through the Paying Agent, a certificate for the number of full Ordinary Shares issuable in payment of the Repurchase Price and cash in lieu of any fractional interests. The person in whose name the certificate for the Ordinary Shares is registered shall be treated as a Holder of record of Ordinary Shares on the Business Day following the Repurchase Date. No payment or adjustment will be made for dividends on the Ordinary Shares the record date for which occurred on or prior to the Repurchase Date.

Deposit of Repurchase Price. (a) Prior to 11:00 a.m., New York City time, on the Designated Event Repurchase Date or business day immediately following the applicable Repurchase Date, the Company shall deposit with the Paying Agent or, (or if the Company or a subsidiary of the Company or an Affiliate of any of them is acting as the Paying Agent, shall segregate and hold in trust as provided in Section 2.4) an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Datesuch business day) and/or shares of Common Stock, as the case may be)if permitted hereunder, sufficient to pay the aggregate repurchase price Repurchase Price of all the Exchangeable Debentures Convertible Notes or portions thereof that which are to be repurchased as of such Repurchase Date. If the Designated Event Repurchase Date or Paying Agent holds, in accordance with the terms hereof, at 11:00 a.m., New York City time, on the business day immediately following the applicable Repurchase Date, as the case may be. (b) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds Cash and/or shares of Common Stock, if permitted hereunder, sufficient to pay the repurchase price Repurchase Price of the Debentures that Holders have elected any Convertible Notes for which a Repurchase Notice has been tendered and not withdrawn pursuant to require the Company to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be4.5, then, on and immediately after the Designated Event Repurchase Date or the such Repurchase Date, as the case may be, such Exchangeable Debentures Convertible Notes will cease to be outstandingoutstanding and interest (including Contingent Interest, interest if any) and Liquidated Damages, if any, on such Exchangeable Debentures Convertible Notes will cease to accrue accrue, whether or not such Convertible Notes are delivered to the Paying Agent, and all other the rights of the Holders of such Exchangeable Debentures will terminate, holders in respect thereof shall terminate (other than the right to receive the repurchase price Repurchase Price upon delivery or of such Convertible Notes). As soon as practicable on and after the Repurchase Date, the Company shall deliver to each holder entitled to receive shares of Common Stock through the Paying Agent, a certificate (other than in the case of holders of Convertible Notes in book-entry transfer form with the Depositary, which shares shall be delivered in accordance with the Depositary's customary practices) for the number of full shares of Common Stock issuable in payment of the Exchangeable DebentureRepurchase Price and cash in lieu of any fractional interests. This The person in whose name the certificate for the shares of Common Stock is registered shall be treated as a holder of record of shares of Common Stock on the Repurchase Date. No payment or adjustment will be made for dividends on the case whether or not book-entry transfer shares of Common Stock the Exchangeable Debenture has been made or the Exchangeable Debenture has been delivered record date for which occurred prior to the Paying AgentRepurchase Date.

Deposit of Repurchase Price. (a) Prior to 11:00 10:00 a.m., New York City time, on the Designated Event Repurchase Date or the applicable Repurchase Date, the Company shall deposit with the Paying Agent or, (or if the Company or a Subsidiary or an Affiliate of either of them is acting as the Paying Agent, shall segregate and hold in trust as provided in Section 2.4) an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Datesuch Business Day) and/or Ordinary Shares, as the case may be)if permitted hereunder, sufficient to pay the aggregate repurchase price Repurchase Price of all the Exchangeable Debentures Securities or portions thereof that which are to be repurchased as of such Repurchase Date. If the Designated Event Repurchase Date or Paying Agent holds, in accordance with the terms hereof, at 10:00 a.m., New York City time, on the applicable Repurchase Date, as the case may be. (b) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds cash and/or Ordinary Shares, if permitted hereunder, sufficient to pay the repurchase price Repurchase Price of the Debentures that Holders have elected any Securities for which a Repurchase Notice has been tendered and not withdrawn pursuant to require the Company to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be4.3, then, on and after the Designated Event Repurchase Date or the such Repurchase Date, as the case may be, such Exchangeable Debentures Securities will cease to be outstandingoutstanding and interest and Additional Amounts, interest if any, on such Exchangeable Debentures Securities will cease to accrue accrue, whether or not such Securities are delivered to the Paying Agent, and all other the rights of the Holders of such Exchangeable Debentures will terminate, in respect thereof shall terminate (other than the right to receive the repurchase price Repurchase Price upon delivery or book-entry transfer of such Securities). As soon as practicable on and after the Exchangeable Debenture. This will be Repurchase Date, the case whether or not book-entry transfer of the Exchangeable Debenture has been made or the Exchangeable Debenture has been delivered Company shall deliver to each Holder entitled to receive Ordinary Shares through the Paying Agent, a certificate for the number of full Ordinary Shares issuable in payment of the Repurchase Price and cash in lieu of any fractional interests. The person in whose name the certificate for the Ordinary Shares is registered shall be treated as a holder of record of Ordinary Shares on the Business Day following the Repurchase Date. No payment or adjustment will be made for dividends on the Ordinary Shares the record date for which occurred on or prior to the Repurchase Date.

Deposit of Repurchase Price. (a) Prior to 11:00 a.m., New York City time, on the Designated Event Repurchase Date or the Repurchase Date, the Company Issuer shall deposit with the Paying Agent or, if the Company Issuer is acting as the Paying Agent, shall segregate and hold in trust as provided in Section 4.04 an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Date, as the case may be), sufficient to pay the aggregate repurchase price Repurchase Price of all the Exchangeable Debentures Notes or portions thereof that are to be repurchased as of the Designated Event Repurchase Date or the Repurchase Date, as the case may be. (b) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds money sufficient to pay the repurchase price Repurchase Price of the Debentures Notes that Holders have elected to require the Company Issuer to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be3.05, then, on and after the Designated Event Repurchase Date or the Repurchase Date, as the case may be, such Exchangeable Debentures Notes will cease to be outstanding, interest on such Exchangeable Debentures will cease to accrue and all other rights of the Holders of such Exchangeable Debentures Notes will terminate, other than the right to receive the repurchase price Repurchase Price upon delivery or book-entry transfer of the Exchangeable DebentureNote or, if such Notes have been timely tendered for exchange, the cash and, if applicable, shares of Common Stock due upon such exchange. This will be the case whether or not book-entry transfer of the Exchangeable Debenture Note has been made or the Exchangeable Debenture Note has been delivered to the Paying Agent.

Deposit of Repurchase Price. (a) Prior to 11:00 a.m., New York City timeTime, on the Designated Event Fundamental Change Repurchase Date or the Repurchase Date, the Company shall deposit with the Paying Agent or, if the Company is acting as the Paying Agent, shall segregate and hold in trust as provided in Section 6.04) an amount of cash (in immediately available funds if deposited on the Designated Event Fundamental Change Repurchase Date or the Repurchase Date, as the case may be), sufficient to pay the aggregate repurchase price of all the Exchangeable Debentures Notes or portions thereof that are to be repurchased for cash as of the Designated Event Fundamental Change Repurchase Date or the Repurchase Date, as the case may be. (b) . As soon as practicable after the Fundamental Change Repurchase Date or the Repurchase Date, as the case may be, the Company shall deliver to each holder entitled to receive shares of Applicable Stock or Common Stock, as the case may be, through the Paying Agent, a certificate for the number of full shares of Applicable Stock or Common Stock, as the case may be, issuable in payment of the repurchase price and cash in lieu of any fractional interests. The person in whose name the certificate for the shares of Applicable Stock or Common Stock, as the case may be, is registered shall be treated as a holder of record of Applicable Stock or Common Stock, as the case may be, on the Business Day following the applicable Fundamental Change Repurchase Date or the Repurchase Date. No payment or adjustment in the repurchase price will be made for dividends on the shares of Applicable Stock or Common Stock, as the case may be, the Record Date for which occurred on or prior to the Fundamental Change Repurchase Date or the Repurchase Date, as applicable. If on the Designated Event Fundamental Change Repurchase Date or the Repurchase Date the Paying Agent holds funds money or shares of Applicable Stock or Common Stock, as the case may be, sufficient to pay the repurchase price of the Debentures Notes that Holders holders have elected to require the Company to repurchase in accordance with Section 5.01 3.05 or Section 5.023.06, as the case may be, then, on and after the Designated Event Fundamental Change Repurchase Date or the Repurchase Date, as the case may be, such Exchangeable Debentures Notes will cease to be outstanding, interest on such Exchangeable Debentures will cease to accrue and all other rights of the Holders holders of such Exchangeable Debentures Notes will terminate, other than the right to receive the repurchase price upon delivery or book-entry transfer of the Exchangeable DebentureNote. This will be the case whether or not book-entry transfer of the Exchangeable Debenture Note has been made or the Exchangeable Debenture Note has been delivered to the Paying Agent.

Deposit of Repurchase Price. (a) Prior to 11:00 a.m., New York City time, on the Designated Event Repurchase Date On or before the Repurchase Date, the Company shall deposit with the Trustee or with the Paying Agent (or, if the Company is acting as the Paying Agent, shall segregate and hold in trust as provided in Section 2.4) an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date money or the Repurchase Datea number of shares of Common Stock, as the case may be)provided herein, sufficient to pay the aggregate repurchase price Repurchase Price of all the Exchangeable Debentures Notes or portions thereof that are to be repurchased as of the Designated Event such Repurchase Date or or, if shares of Common Stock are to be paid, as promptly as practicable after the Repurchase Date, as . The manner in which the case may be. (b) If deposit required by this Section 3.11 is made by the Company shall be at the option of the Company; PROVIDED that such deposit shall be made in a manner such that the Trustee or the Paying Agent shall have immediately available funds on the Designated Event Repurchase Date or Date; PROVIDED FURTHER, that if such payment is made on the Repurchase Date it must be received by the Trustee or Paying Agent holds funds sufficient to pay the repurchase price of the Debentures that Holders have elected to require the Company to repurchase in accordance with Section 5.01 or Section 5.02Agent, as the case may be, by 10:00 a.m. (Boston time) on such date. If the Paying Agent holds, in accordance with the terms hereof, money or shares of Common Stock, as applicable, sufficient to pay the Repurchase Price of any Note tendered for repurchase as of 5:00 p.m. (Boston time) on the Business Day prior to the Repurchase Date, then, on and after the Designated Event Repurchase Date or the Repurchase Date, as the case may be, such Exchangeable Debentures Note will cease to be outstanding, outstanding and interest on such Exchangeable Debentures Note will cease to accrue and will be deemed paid, whether or not such Note is delivered to the Paying Agent, and all other rights of the Holders of such Exchangeable Debentures will terminate, Holder in respect thereof shall terminate (other than the right to receive the repurchase price Repurchase Price upon delivery or book-entry transfer of such Note). Any issuance of shares of Common Stock in respect of the Exchangeable Debenture. This will Repurchase Price shall be deemed to have been effected immediately prior to the case whether close of business on the Repurchase Date and the Person or not book-entry transfer Persons in whose name or names any certificate or certificates for shares of Common Stock shall be issuable upon such repurchase shall be deemed to have become on the Repurchase Date the holder or holders of record of the Exchangeable Debenture shares represented thereby; PROVIDED, HOWEVER, that any surrender for repurchase on a date when the stock transfer books of the Company shall be closed shall constitute the Person or Persons in whose name or names the certificate or certificates for such shares are to be issued as the record holder or holders thereof for all purposes at the opening of business on the next succeeding day on which such stock transfer books are open. No payment or adjustment shall be made for dividends or distributions on any Common Stock issued upon repurchase of any Note declared prior to the Repurchase Date. No fractions of shares shall be issued upon repurchase of Notes. If more than one Note shall be repurchased from the same Holder and the Repurchase Price shall be payable in shares of Common Stock, the number of full shares which shall be issuable upon such repurchase shall be computed on the basis of the aggregate principal amount of the Notes so repurchased. Instead of any fractional share of Common Stock which would otherwise be issuable on the repurchase of any Note or Notes, the Company will deliver to the applicable Holder its check for the current market value of such fractional share which is determined by multiplying the current market price of a full share by the applicable fraction, and rounding the result to the nearest cent. For purposes of this Section, the current market price of a share of Common Stock is the Closing Price of the Common Stock on the first day (which is not a Legal Holiday) immediately preceding the Repurchase Date. Any issuance and delivery of certificates for shares of Common Stock on repurchase of Notes shall be made without charge to the Holder of Notes being repurchased for such certificates or for any tax or duty in respect of the issuance or delivery of such certificates or the Notes represented thereby; PROVIDED, HOWEVER, that the Company shall not be required to pay any tax or duty which may be payable in respect of (i) income of the Holder or (ii) any transfer involved in the issuance or delivery of certificates for shares of Common Stock in a name other than that of the Holder of the Notes being repurchased, and no such issuance or delivery shall be made unless and until the Person requesting such issuance or delivery has paid to the Company the amount of any such tax or duty or has established, to the satisfaction of the Company, that such tax or duty has been made or the Exchangeable Debenture has been delivered to the Paying Agentpaid.

Deposit of Repurchase Price. (a) Prior The Company shall deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 10:00 a.m., New York City time, on the Designated Event Repurchase Date an amount of money sufficient to repurchase all of the Notes to be purchased at the appropriate Repurchase Price. Subject to receipt of funds by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not validly withdrawn prior to the close of business on the Business Day immediately preceding the Repurchase Date) will be made on the later of (i) the Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 16.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 16.02, by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after such payment and upon written demand by the Company, return to the Company any funds in excess of the Repurchase Price. (b) If by 10:00 a.m. New York City time, on the Repurchase Date, the Company shall deposit with the Trustee (or other Paying Agent or, if appointed by the Company is acting as the Paying Agent, shall segregate and hold in trust an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Date, as the case may be), Company) holds money sufficient to pay the aggregate repurchase price of make payment on all the Exchangeable Debentures Notes or portions thereof that are to be repurchased as of the Designated Event Repurchase Date or the purchased on such Repurchase Date, as the case may be. (b) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds sufficient to pay the repurchase price of the Debentures that Holders have elected to require the Company to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be, then, on with respect to Notes that have been properly surrendered for repurchase and after the Designated Event Repurchase Date or the Repurchase Date, as the case may be, have not been validly withdrawn: (i) such Exchangeable Debentures will Notes shall cease to be outstanding, outstanding and interest on such Exchangeable Debentures will shall cease to accrue and all other rights of the Holders of on such Exchangeable Debentures will terminate, other than the right to receive the repurchase price upon delivery or book-entry transfer of the Exchangeable Debenture. This will be the case Notes on such Repurchase Date (whether or not book-entry transfer of the Exchangeable Debenture Notes has been made or the Exchangeable Debenture has Notes have been delivered to the Trustee or Paying Agent); and (ii) all other rights of the Holders of such Notes will terminate on the Repurchase Date (other than (x) the right to receive the Repurchase Price and (y) if the Repurchase Date falls after a Regular Record Date but on or prior to the related Interest Payment Date, the right of the Holder on such Regular Record Date to receive the accrued and unpaid interest to, but not including, the Repurchase Date). (c) Upon surrender of a Note that is to be purchased in part pursuant to Section 16.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unpurchased portion of the Note surrendered, without payment of any service charge.

Deposit of Repurchase Price. The Company will deposit with the Trustee (aor other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in ‎Section 4.04) Prior on or prior to 11:00 10:00 a.m., New York City time, on the Designated Event Repurchase Date or the applicable Repurchase Date, the Company shall deposit with the Paying Agent or, if the Company is acting as the Paying Agent, shall segregate and hold in trust an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Date, as the case may be), money sufficient to pay repurchase all of the aggregate repurchase price of all the Exchangeable Debentures or portions thereof that are Notes to be repurchased at the appropriate Fundamental Change Repurchase Price or Optional Repurchase Price, as applicable (each of the Designated Event foregoing, a “Repurchase Price”). Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the applicable Repurchase Date) will be made on the later of the applicable Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in ‎Section 14.01 or ‎Section 14.02, as applicable) and the time of book-entry transfer or the Repurchase Datedelivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by ‎Section 14.01 or ‎Section 14.02, as applicable, by mailing checks for the case may be. (b) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds sufficient amount payable to pay the repurchase price of the Debentures that Holders have elected to require the Company to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be, then, on and after the Designated Event Repurchase Date or the Repurchase Date, as the case may be, such Exchangeable Debentures will cease to be outstanding, interest on such Exchangeable Debentures will cease to accrue and all other rights of the Holders of such Exchangeable Debentures will terminateNotes entitled thereto as they shall appear in the Note Register; provided, other than however, that payments to the right to receive the repurchase price upon delivery or book-entry Depositary shall be made by wire transfer of immediately available funds to the Exchangeable Debenture. This will be the case whether or not book-entry transfer account of the Exchangeable Debenture has been made Depositary or its nominee. The Trustee shall, promptly after such payment and upon written demand by the Exchangeable Debenture has been delivered Company, return to the Paying AgentCompany any funds in excess of the applicable Repurchase Price. Nothing herein shall preclude any withholding tax required by law.

Deposit of Repurchase Price. (a) Prior The Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 5.04) on or prior to 11:00 a.m., New York City time, on the Designated Event Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the Repurchase Expiration Time) will be made promptly following the later of (i) the Repurchase Date with respect to such Note (provided the holder has satisfied the conditions in Section 16.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the holder thereof in the manner required by Section 16.01 by mailing checks for the amount payable to the holders of such Notes entitled thereto as they shall appear in the Note Register; provided however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after such payment and upon written demand by the Company, return to the Company any funds in excess of the Repurchase Price. (b) If by 11:00 a.m., New York City time, on the Repurchase Date, the Company shall deposit with the Trustee (or other Paying Agent or, if appointed by the Company is acting as the Paying Agent, shall segregate and hold in trust an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Date, as the case may be), Company) holds money sufficient to pay the aggregate repurchase price of make payment on all the Exchangeable Debentures Notes or portions thereof that are to be repurchased as of the Designated Event Repurchase Date or the Repurchase Datepursuant to Section 16.01, as the case may be. then (bi) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds sufficient to pay the repurchase price of the Debentures that Holders have elected to require the Company to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be, then, on and after the Designated Event Repurchase Date or the Repurchase Date, as the case may be, such Exchangeable Debentures Notes will cease to be outstanding, interest on such Exchangeable Debentures (ii) interest, and Additional Interest, if any, will cease to accrue on such Notes, and (iii) all other rights of the Holders holders of such Exchangeable Debentures Notes will terminate, terminate (other than the right to receive the repurchase price Repurchase Price, and previously accrued but unpaid interest, and Additional Interest, if any, upon delivery or book-entry transfer or delivery of the Exchangeable Debenture. This will be the case Notes), in each case, whether or not book-entry transfer of the Exchangeable Debenture Notes has been made or the Exchangeable Debenture has Notes have been delivered to the Trustee or Paying Agent. (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 16.01, the Company shall execute and the Trustee shall authenticate and deliver to the holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.

Deposit of Repurchase Price. (a) Prior to 11:00 a.m., New York City time, on the Designated Event Fundamental Change Repurchase Date or the Repurchase Date, as the Company case may be, the Issuer shall deposit with the Paying Agent or, if the Company Issuer is acting as the Paying Agent, shall segregate and hold in trust as provided in Section 4.04 an amount of cash (in immediately available funds if deposited on the Designated Event Fundamental Change Repurchase Date or the Repurchase Date, as the case may be), sufficient to pay the aggregate repurchase price of all the Exchangeable Debentures Notes or portions thereof that are to be repurchased as of the Designated Event Fundamental Change Repurchase Date or the Repurchase Date, as the case may be. (b) If on the Designated Event Fundamental Change Repurchase Date or the Repurchase Date the Paying Agent holds funds money sufficient to pay the repurchase price of the Debentures Notes that Holders holders have elected to require the Company Issuer to repurchase in accordance with Section 5.01 3.05 or Section 5.023.06, as the case may be, then, on and after the Designated Event Fundamental Change Repurchase Date or the Repurchase Date, as the case may be, such Exchangeable Debentures Notes will cease to be outstanding, interest on such Exchangeable Debentures will cease to accrue and all other rights of the Holders holders of such Exchangeable Debentures Notes will terminate, other than the right to receive the repurchase price upon delivery or book-entry transfer of the Exchangeable Debentureprice. This Such will be the case whether or not book-entry transfer of the Exchangeable Debenture has been Note to the Paying Agent is made or the Exchangeable Debenture has been whether or not Notes in certificated form, together with necessary endorsements, are delivered to the Paying Agent.

Deposit of Repurchase Price. The Company shall deposit with the Trustee (aor other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 2.07) Prior on or prior to 11:00 10:00 a.m., New York City time, on the Designated Event a Repurchase Date or the Repurchase Date, the Company shall deposit with the Paying Agent or, if the Company is acting as the Paying Agent, shall segregate and hold in trust an amount of cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Repurchase Price. Subject to receipt of funds or Notes by the Trustee (in immediately available funds if deposited or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the Close of Business on the Designated Event Business Day immediately preceding such Repurchase Date) will be made on the later of (i) such Repurchase Date (provided the Holder has satisfied the conditions in Section 3.01 or the Repurchase DateSection 3.02, as the case may be)) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 3.01 or Section 3.02 by wire transfer of immediately available funds to the account of the Holder or, if applicable, the Depositary or its nominee. The Trustee shall, promptly after such payment and upon written demand by the Company, return to the Company any funds in excess of the Repurchase Price. (a) If by 10:00 a.m. New York City time, on a Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the aggregate repurchase price of make payment on all the Exchangeable Debentures Notes or portions thereof that are to be repurchased as of the Designated Event Repurchase Date or the on such Repurchase Date, as the case may be. (b) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds sufficient to pay the repurchase price of the Debentures that Holders have elected to require the Company to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be, then, on with respect to the Notes that have been properly surrendered for repurchase and after the Designated Event Repurchase Date or the Repurchase Datehave not been validly withdrawn, as the case may be, (i) such Exchangeable Debentures Notes will cease to be outstanding, (ii) interest on such Exchangeable Debentures will cease to accrue and all other rights of the Holders of on such Exchangeable Debentures will terminate, other than the right to receive the repurchase price upon delivery or book-entry transfer of the Exchangeable Debenture. This will be the case Notes (whether or not book-entry transfer of the Exchangeable Debenture Notes has been made or the Exchangeable Debenture has Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Repurchase Price and, if applicable, accrued and unpaid interest). (b) Upon surrender of a Note that is to be repurchased in part pursuant to Section 3.01 or Section 3.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.

Deposit of Repurchase Price. (a) Prior The Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 5.04) on or prior to 11:00 10:00 a.m., New York City time, on the Designated Event applicable Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the Repurchase Expiration Time) will be made promptly following the later of (i) such Repurchase Date with respect to such Note (provided the holder has satisfied the conditions in Section 15.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the holder thereof in the manner required by Section 15.01 by mailing checks for the amount payable to the holders of such Notes entitled thereto as they shall appear in the Note Register, provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after such payment and upon written demand by the Company, return to the Company any funds in excess of the Repurchase Price. (b) If by 10:00 a.m., New York City time, on the applicable Repurchase Date, the Company shall deposit with the Trustee (or other Paying Agent or, if appointed by the Company is acting as the Paying Agent, shall segregate and hold in trust an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Date, as the case may be), Company) holds money sufficient to pay the aggregate repurchase price of make payment on all the Exchangeable Debentures Notes or portions thereof that are to be repurchased as of the Designated Event Repurchase Date or the Repurchase Datepursuant to Section 15.01, as the case may be. then (bi) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds sufficient to pay the repurchase price of the Debentures that Holders have elected to require the Company to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be, then, on and after the Designated Event Repurchase Date or the Repurchase Date, as the case may be, such Exchangeable Debentures Notes will cease to be outstanding, interest on such Exchangeable Debentures (ii) interest, including Additional Interest, if any, will cease to accrue on such Notes, and (iii) all other rights of the Holders holders of such Exchangeable Debentures Notes will terminate, terminate (other than the right to receive the repurchase price Repurchase Price, and previously accrued but unpaid interest, including Additional Interest, if any, upon delivery or book-entry transfer of the Exchangeable Debenture. This will be the case Notes), whether or not book-entry transfer of the Exchangeable Debenture Notes has been made or the Exchangeable Debenture has Notes have been delivered to the Trustee or Paying Agent. (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 15.01, the Company shall execute and the Trustee shall authenticate and deliver to the holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.

Deposit of Repurchase Price. (a) Prior to 11:00 10:00 a.m., New York City time, on the Designated Event Fundamental Change Repurchase Date or the Specified Repurchase Date, as applicable, the Company shall deposit with the Paying Agent (or, if the Company or a Subsidiary or an Affiliate of either of them is acting as the Paying Agent, shall segregate and hold in trust as provided herein) an amount of cash money (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Date, as the case may be), such Business Day) sufficient to pay the aggregate repurchase price Fundamental Change Repurchase Price or the Specified Date Repurchase Price, as applicable, of all the Exchangeable Debentures Notes or portions thereof that are to be repurchased purchased as of the Designated Event Fundamental Change Repurchase Date or the Specified Repurchase Date, as applicable. If the case may be. (b) If Paying Agent holds cash sufficient to pay the Fundamental Change Repurchase Price or the Specified Date Repurchase Price, as applicable, of the Notes for which a Fundamental Change Repurchase Notice or a Specified Date Repurchase Notice has been tendered and not withdrawn in accordance with this Supplemental Indenture on the Designated Event Fundamental Change Repurchase Date or the Repurchase Date the Paying Agent holds funds sufficient to pay the repurchase price of the Debentures that Holders have elected to require the Company to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be, then, on and after the Designated Event Repurchase Date or the Specified Repurchase Date, as the case may beapplicable, then as of such Exchangeable Debentures Fundamental Change Repurchase Date or such Specified Repurchase Date, as applicable, (a) such Notes will cease to be outstanding, Outstanding and interest on such Exchangeable Debentures will cease to accrue thereon (whether or not book-entry transfer of such Notes is made or such Notes have been delivered to the Paying Agent) and (b) all other rights of the Holders of such Exchangeable Debentures in respect thereof will terminate, terminate (other than the right to receive the repurchase price Fundamental Change Repurchase Price or the Specified Date Repurchase Price, as applicable, and any previously accrued and unpaid interest on such Notes upon delivery or book-entry transfer of the Exchangeable Debenture. This will be the case whether or not book-entry transfer of the Exchangeable Debenture has been made or the Exchangeable Debenture has been delivered to the Paying Agentsuch Notes).

Deposit of Repurchase Price. (a) Prior to 11:00 10:00 a.m., New York City time, on the Designated Event Repurchase Date or the applicable Repurchase Date, the Company shall deposit with the Paying Agent or, (or if the Company or a Subsidiary or an Affiliate of any of them is acting as the Paying Agent, it shall segregate and hold in trust as provided in Section 10.03 of the Original Indenture) an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Datesuch Business Day) and/or Limited Voting Shares, as the case may be)if permitted hereunder, sufficient to pay the aggregate repurchase price Repurchase Price of all the Exchangeable Debentures Notes or portions thereof that which are to be repurchased as of on such Repurchase Date. If the Designated Event Repurchase Date or Paying Agent holds, in accordance with the terms hereof, at 10:00 a.m., New York City time, on the Business Day immediately following the applicable Repurchase Date, as the case may be. (b) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds cash and/or Limited Voting Shares, if permitted hereunder, sufficient to pay the repurchase price Repurchase Price of the Debentures that Holders have elected any Notes for which a Repurchase Notice has been tendered and not withdrawn pursuant to require the Company to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be6.03, then, on and immediately after the Designated Event Repurchase Date or the such Repurchase Date, as the case may be, such Exchangeable Debentures Notes will cease to be outstanding, outstanding and interest on such Exchangeable Debentures Notes will cease to accrue accrue, whether or not such Notes are delivered to the Paying Agent, and all other the rights of the Holders of such Exchangeable Debentures will terminate, in respect thereof shall terminate (other than the right to receive the repurchase price Repurchase Price upon delivery or of such Notes). Promptly after the later of the Repurchase Date and the delivery of a properly completed Repurchase Notice and any Notes required to accompany that Repurchase Notice, the Company shall deliver to each Holder entitled to receive Limited Voting Shares through the Paying Agent, cash and, to the extent any portion of the Repurchase Price is to be satisfied with Limited Voting Shares, a certificate (other than in the case of Holders of Notes in book-entry transfer form with the Depositary, which shares shall be delivered in accordance with the Depositary customary practices) for the number of full Limited Voting Shares issuable in payment of the Exchangeable DebentureRepurchase Price and cash in lieu of any fractional interests. This The person in whose name the certificate for the Limited Voting Shares is registered shall be treated as a holder of record of Limited Voting Shares on the Repurchase Date. No payment or adjustment will be made for dividends on the case whether Limited Voting Shares the Record Date for which occurred on or prior to the Repurchase Date. The Company shall not book-entry be required to deliver certificates for Limited Voting Shares while the stock transfer of the Exchangeable Debenture has been made books for such stock or the Exchangeable Debenture has been Security Register are duly closed for any purpose, but certificates for Limited Voting Shares shall be issued and delivered to as soon as practicable after the Paying Agentopening of such books or Security Register.

Deposit of Repurchase Price. (a) Prior to 11:00 a.m., New York City time, on the Designated Event Repurchase Date or the Repurchase Date, the Company Issuer shall deposit with the Paying Agent or, if the Company Issuer is acting as the Paying Agent, shall segregate and hold in trust as provided in Section 4.04 an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Date, as the case may be), sufficient to pay the aggregate repurchase price of all the Exchangeable Debentures Notes or portions thereof that are to be repurchased as of the Designated Event Repurchase Date or the Repurchase Date, as the case may be. (b) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds money sufficient to pay the repurchase price of the Debentures Notes that Holders have elected to require the Company Is xxxx to repurchase in accordance with Section 5.01 3.05 or Section 5.023.06, as the case may be, then, on and after the Designated Event Repurchase Date or the Repurchase Date, as the case may be, such Exchangeable Debentures Notes will cease to be outstanding, interest on such Exchangeable Debentures Notes will cease to accrue and all other rights of the Holders of such Exchangeable Debentures Notes will terminate, other than the right to receive the repurchase price upon delivery or book-entry transfer of the Exchangeable DebentureNote. This will be the case whether or not book-entry transfer of the Exchangeable Debenture Note has been made or the Exchangeable Debenture Note has been delivered to the Paying Agent.

Deposit of Repurchase Price. (a) Prior The Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Designated Event applicable Repurchase Date, an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price or Optional Repurchase Price, as applicable (each of the foregoing, a “Repurchase Price”). Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the applicable Repurchase Date) will be made on the later of (i) the applicable Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01 or Section 14.02, as applicable) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 or Section 14.02, as applicable, by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after such payment and upon written demand by the Company, return to the Company any funds in excess of the applicable Repurchase Price. Nothing herein shall preclude any withholding tax required by law. (b) If by 11:00 a.m. New York City time, on the applicable Repurchase Date, the Company shall deposit with the Trustee (or other Paying Agent or, if appointed by the Company is acting as the Paying Agent, shall segregate and hold in trust an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Date, as the case may be), Company) holds money sufficient to pay the aggregate repurchase price applicable Repurchase Price of all the Exchangeable Debentures Notes or portions thereof that are to be repurchased as of on the Designated Event Repurchase Date or the applicable Repurchase Date, as the case may be. then (bi) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds sufficient to pay the repurchase price of the Debentures that Holders have elected to require the Company to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be, then, on and after the Designated Event Repurchase Date or the Repurchase Date, as the case may be, such Exchangeable Debentures Notes will cease to be outstanding, (ii) interest on such Exchangeable Debentures will cease to accrue and all other rights of the Holders of on such Exchangeable Debentures will terminate, other than the right to receive the repurchase price upon delivery or book-entry transfer of the Exchangeable Debenture. This will be the case Notes (whether or not book-entry transfer of the Exchangeable Debenture Notes has been made or the Exchangeable Debenture has Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the applicable Repurchase Price). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01 or Section 14.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.

Deposit of Repurchase Price. (a) Prior to 11:00 a.m., 10:00 a.m. (New York City time, ) on the Designated Event Repurchase Date or Business Day following the Repurchase Date, the Company shall deposit with the Trustee or with the Paying Agent or, (or if the Company or a Subsidiary or an Affiliate of any of them is acting as the Paying Agent, shall segregate and hold in trust as provided herein) an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Date, as the case may be), such Business Day) sufficient to pay the portion of the aggregate repurchase price Repurchase Price of all the Exchangeable Debentures Securities or portions thereof that which are to be repurchased as of the Designated Event on such Repurchase Date or that is to be paid in cash as set forth in the relevant notice of Change in Control in accordance with Section 11.04. If the Paying Agent holds, in accordance with the terms hereof, at 10:00 a.m. (New York City time) on the Business Day immediately following the applicable Repurchase Date, as the case may be. (b) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds cash sufficient to pay the repurchase price portion of the Debentures Repurchase Price that Holders have elected is to require the Company be paid in cash of any Securities for which a Repurchase Notice has been tendered and not withdrawn pursuant to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be11.05, then, on and immediately after the Designated Event Repurchase Date or the such Repurchase Date, as the case may be, such Exchangeable Debentures Securities will cease to be outstanding, interest on such Exchangeable Debentures will cease to accrue and all other the rights of the Holders of such Exchangeable Debentures will terminate, in respect thereof shall terminate (other than the right to receive the repurchase price Repurchase Price upon delivery or of such Securities). As soon as practicable on and after the Change of Control Repurchase Date, the Company shall deliver to each Holder entitled to receive shares of Applicable Stock, a certificate (other than in the case of Holders of Securities in book-entry transfer form with the Depositary, which shares shall be delivered in accordance with the Depositary customary practices) for the number of full shares of Applicable Stock issuable in payment of the Exchangeable DebentureChange of Control Repurchase Price and cash in lieu of any fractional interests. This The person in whose name the certificate for the shares of Applicable Stock is registered shall be treated as a holder of record of Applicable Stock on the Change of Control Repurchase Date. No payment or adjustment will be made for dividends on the case whether shares of Applicable Stock the record date for which occurred on or not book-entry transfer of the Exchangeable Debenture has been made or the Exchangeable Debenture has been delivered prior to the Paying AgentChange of Control Repurchase Date.

Deposit of Repurchase Price. (a) Prior to 11:00 a.m., New York City time, on the Designated Event Repurchase Date or the Repurchase Date, the Company Issuer shall deposit with the Paying Agent or, if the Company Issuer is acting as the Paying Agent, shall segregate and hold in trust as provided in Section 4.04 an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Date, as the case may be), sufficient to pay the aggregate repurchase price of all the Exchangeable Debentures Notes or portions thereof that are to be repurchased as of the Designated Event Repurchase Date or the Repurchase Date, as the case may be. (b) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds money sufficient to pay the repurchase price of the Debentures Notes that Holders have elected to require the Company Issuer to repurchase in accordance with Section 5.01 or Section 5.023.05, as the case may be, thenthan, on and after the Designated Event Repurchase Date or the Repurchase Date, as the case may be, such Exchangeable Debentures Notes will cease to be outstanding, interest on such Exchangeable Debentures will cease to accrue and all other rights of the Holders of such Exchangeable Debentures Notes will terminate, other than the right to receive the repurchase price upon delivery or book-entry transfer of the Exchangeable DebentureNote or, if such Notes have been tendered for exchange, the cash and, if applicable, shares of Common Stock due upon such exchange. This will be the case whether or not book-entry transfer of the Exchangeable Debenture Note has been made or the Exchangeable Debenture Note has been delivered to the Paying Agent.

Deposit of Repurchase Price. (a) Prior The Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 5.04) on or prior to 11:00 a.m., New York City time, on the Designated Event Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the Repurchase Expiration Time) will be made promptly following the later of (i) the Repurchase Date with respect to such Note (provided the holder has satisfied the conditions in Section 16.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the holder thereof in the manner required by Section 16.01 by mailing checks for the amount payable to the holders of such Notes entitled thereto as they shall appear in the Note Register; provided however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after such payment and upon written demand by the Company, return to the Company any funds in excess of the Repurchase Price. (b) If by 11:00 a.m., New York City time, on the Repurchase Date, the Company shall deposit with the Trustee (or other Paying Agent or, if appointed by the Company is acting as the Paying Agent, shall segregate and hold in trust an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Date, as the case may be), Company) holds money sufficient to pay the aggregate repurchase price of make payment on all the Exchangeable Debentures Notes or portions thereof that are to be repurchased as of the Designated Event Repurchase Date or the Repurchase Datepursuant to Section 16.01, as the case may be. then (bi) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds sufficient to pay the repurchase price of the Debentures that Holders have elected to require the Company to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be, then, on and after the Designated Event Repurchase Date or the Repurchase Date, as the case may be, such Exchangeable Debentures Notes will cease to be outstanding, interest on such Exchangeable Debentures (ii) interest, including Contingent Interest, if any, and Additional Interest, if any, will cease to accrue on such Notes, and (iii) all other rights of the Holders holders of such Exchangeable Debentures Notes will terminate, terminate (other than the right to receive the repurchase price Repurchase Price, and previously accrued but unpaid interest, including Contingent Interest, if any, and Additional Interest, if any, upon delivery or book-entry transfer of the Exchangeable Debenture. This will be the case Notes), whether or not book-entry transfer of the Exchangeable Debenture Notes has been made or the Exchangeable Debenture has Notes have been delivered to the Trustee or Paying Agent. (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 16.01, the Company shall execute and the Trustee shall authenticate and deliver to the holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.

Deposit of Repurchase Price. (a) Prior The Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 5.04) on or prior to 11:00 a.m., New York City time, on the Designated Event Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the Repurchase Expiration Time) will be made promptly following the later of (i) the Repurchase Date with respect to such Note (provided the holder has satisfied the conditions in Section 16.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the holder thereof in the manner required by Section 16.01 by mailing checks for the amount payable to the holders of such Notes entitled thereto as they shall appear in the Note Register, provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after such payment and upon written demand by the Company, return to the Company any funds in excess of the Repurchase Price. (b) If by 11:00 a.m., New York City time, on the Repurchase Date, the Company shall deposit with the Trustee (or other Paying Agent or, if appointed by the Company is acting as the Paying Agent, shall segregate and hold in trust an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Date, as the case may be), Company) holds money sufficient to pay the aggregate repurchase price of make payment on all the Exchangeable Debentures Notes or portions thereof that are to be repurchased as of the Designated Event Repurchase Date or the Repurchase Datepursuant to Section 16.01, as the case may be. then (bi) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds sufficient to pay the repurchase price of the Debentures that Holders have elected to require the Company to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be, then, on and after the Designated Event Repurchase Date or the Repurchase Date, as the case may be, such Exchangeable Debentures Notes will cease to be outstanding, interest on such Exchangeable Debentures (ii) interest, including Contingent Interest, if any, and Additional Interest, if any, will cease to accrue on such Notes, and (iii) all other rights of the Holders holders of such Exchangeable Debentures Notes will terminate, terminate (other than the right to receive the repurchase price Repurchase Price, and previously accrued but unpaid interest, including Contingent Interest, if any, and Additional Interest, if any, upon delivery or book-entry transfer of the Exchangeable Debenture. This will be the case Notes), whether or not book-entry transfer of the Exchangeable Debenture Notes has been made or the Exchangeable Debenture has Notes have been delivered to the Trustee or Paying Agent. (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 16.01, the Company shall execute and the Trustee shall authenticate and deliver to the holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.

Deposit of Repurchase Price. (a) Prior The Company shall deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.06(b)) on or prior to 11:00 a.m., New York City time, on the Designated Event Repurchase Date or the Repurchase Date, the Company shall deposit with the Paying Agent or, if the Company is acting as the Paying Agent, shall segregate and hold in trust an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Date, as the case may be), sufficient to pay the aggregate repurchase price of all the Exchangeable Debentures or portions thereof that are to be repurchased as of the Designated Event Repurchase Date or the Repurchase Date, as the case may be. (b) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds sufficient to pay the repurchase price of the Debentures that Holders have elected to require the Company to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be, then, on and after the Designated Event Repurchase Date or the Repurchase Date, as the case may be, an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase will be made on the later of (i) the Repurchase Date with respect to such Exchangeable Debentures Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01, by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. (b) If by 11:00 a.m. New York City time, on the Repurchase Date the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to make payment on all the Notes or portions thereof that are to be repurchased on such Repurchase Date then (i) such Notes will cease to be outstandingOutstanding, (ii) interest on such Exchangeable Debentures will cease to accrue and all other rights of the Holders of on such Exchangeable Debentures will terminate, other than the right to receive the repurchase price upon delivery or book-entry transfer of the Exchangeable Debenture. This will be the case Notes (whether or not book-entry transfer of the Exchangeable Debenture Notes has been made or the Exchangeable Debenture has Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Repurchase Price).

Deposit of Repurchase Price. (a) Prior to 11:00 a.m., 10:00 a.m. (local time in The City of New York City time, York) on the Designated Event Repurchase Date or the Repurchase Date, subject to extension to comply with applicable law, the Company shall deposit with the Trustee or with the Paying Agent (or, if the Company or a Subsidiary or an Affiliate of either of them is acting as the Paying Agent, shall segregate and hold in trust as provided herein) an amount of cash money (in immediately available funds if deposited on the Designated Event Repurchase Date or the Repurchase Date, as the case may be), such Business Day) sufficient to pay the aggregate repurchase price Repurchase Price, of all the Exchangeable Debentures Securities or portions thereof that are to be repurchased purchased as of the Designated Event Repurchase Date or Date. The Company shall promptly notify the Trustee in writing of the amount of any deposits of cash made pursuant to this Section 5.04. If the Paying Agent holds cash sufficient to pay the Repurchase Price of any Security for which a Repurchase Notice has been tendered and not withdrawn in accordance with this Indenture as of the Business Day following the Repurchase Date, as the case may be. (b) If then effective on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds sufficient to pay the repurchase price of the Debentures that Holders have elected to require the Company to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be, then, on and after the Designated Event Repurchase Date or the Repurchase Date, as the case may be, (a) such Exchangeable Debentures will Security shall cease to be outstandingoutstanding and interest, interest on such Exchangeable Debentures including Additional Interest, if any, will cease to accrue thereon (whether or not book-entry transfer of such Security is made or such Security is delivered to the Paying Agent) and (b) all other rights of the Holders of such Exchangeable Debentures Holder in respect thereof will terminate, terminate (other than the right to receive the repurchase price Repurchase Price and previously accrued and unpaid interest, including Additional Interest, if any, upon delivery or book-entry transfer of such Security, or interest payable on the Exchangeable Debenture. This will be related Interest Payment Date, if the case whether or not book-entry transfer of Repurchase Date occurs between the Exchangeable Debenture has been made or the Exchangeable Debenture has been delivered to the Paying AgentRecord Date and such Interest Payment Date, as applicable).

Deposit of Repurchase Price. (a) Prior to 11:00 a.m., New York City time, on the Designated Event Repurchase Date On or before the Repurchase Date, the Company shall deposit with the Trustee or with the Paying Agent (or, if the Company is acting as the Paying Agent, shall segregate and hold in trust as provided in Section 2.4) an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date money or the Repurchase Datea number of shares of Common Stock, as the case may be)provided herein, sufficient to pay the aggregate repurchase price Repurchase Price of all the Exchangeable Debentures Notes or portions thereof that are to be repurchased as of the Designated Event such Repurchase Date or or, if shares of Common Stock are to be paid, as promptly as practicable after the Repurchase Date, as . The manner in which the case may be. (b) If deposit required by this Section 3.11 is made by the Company shall be at the option of the Company; PROVIDED that such deposit shall be made in a manner such that the Trustee or the Paying Agent shall have immediately available funds on the Designated Event Repurchase Date or Date; PROVIDED FURTHER, that if such payment is made on the Repurchase Date it must be received by the Trustee or Paying Agent holds funds sufficient to pay the repurchase price of the Debentures that Holders have elected to require the Company to repurchase in accordance with Section 5.01 or Section 5.02Agent, as the case may be, by 10:00 a.m., eastern time, on such date. If the Paying Agent holds, in accordance with the terms hereof, money or shares of Common Stock, as applicable, sufficient to pay the Repurchase Price of any Note tendered for repurchase on the Business Day prior to the Repurchase Date, then, on and after the Designated Event Repurchase Date or the Repurchase Date, as the case may be, such Exchangeable Debentures Note will cease to be outstanding, outstanding and interest on such Exchangeable Debentures Note will cease to accrue and will be deemed paid, whether or not such Note is delivered to the Paying Agent, and all other rights of the Holders of such Exchangeable Debentures will terminate, Holder in respect thereof shall terminate (other than the right to receive the repurchase price Repurchase Price upon delivery or book-entry transfer of such Note). Any issuance of shares of Common Stock in respect of the Exchangeable Debenture. This will Repurchase Price shall be deemed to have been effected immediately prior to the case whether close of business on the Repurchase Date and the Person or not book-entry transfer Persons in whose name or names any certificate or certificates for shares of Common Stock shall be issuable upon such repurchase shall be deemed to have become on the Repurchase Date the holder or holders of record of the Exchangeable Debenture shares represented thereby; PROVIDED, HOWEVER, that any surrender for repurchase on a date when the stock transfer books of the Company shall be closed shall constitute the Person or Persons in whose name or names the certificate or certificates for such shares are to be issued as the record holder or holders thereof for all purposes at the opening of business on the next succeeding day on which such stock transfer books are open. No payment or adjustment shall be made for dividends or distributions on any Common Stock issued upon repurchase of any Note declared prior to the Repurchase Date. No fractions of shares shall be issued upon repurchase of Notes. If more than one Note shall be repurchased from the same Holder and the Repurchase Price shall be payable in shares of Common Stock, the number of full shares which shall be issuable upon such repurchase shall be computed on the basis of the aggregate principal amount of the Notes so repurchased. Instead of any fractional share of Common Stock which would otherwise be issuable on the repurchase of any Note or Notes, the Company will deliver to the applicable Holder its check for the current market value of such fractional share. The current market value of a fraction of a share is determined by multiplying the current market price of a full share by the fraction, and rounding the result to the nearest cent. For purposes of this Section, the current market price of a share of Common Stock is the Closing Price Per Share of the Common Stock on the first day (which is not a Legal Holiday) immediately preceding the Repurchase Date. Any issuance and delivery of certificates for shares of Common Stock on repurchase of Notes shall be made without charge to the Holder of Notes being repurchased for such certificates or for any tax or duty in respect of the issuance or delivery of such certificates or the Notes represented thereby; PROVIDED, HOWEVER, that the Company shall not be required to pay any tax or duty which may be payable in respect of (i) income of the Holder or (ii) any transfer involved in the issuance or delivery of certificates for shares of Common Stock in a name other than that of the Holder of the Notes being repurchased, and no such issuance or delivery shall be made unless and until the Person requesting such issuance or delivery has paid to the Company the amount of any such tax or duty or has established, to the satisfaction of the Company, that such tax or duty has been made or the Exchangeable Debenture has been delivered to the Paying Agentpaid.

Deposit of Repurchase Price. (a) Prior The Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Designated Event Fundamental Change Repurchase Date or the Specified Repurchase Date, the Company shall deposit with the Paying Agent oras applicable, if the Company is acting as the Paying Agent, shall segregate and hold in trust an amount of cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price or the Specified Date Repurchase Price, as applicable. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the Fundamental Change Expiration Time or the Specified Repurchase Date Expiration Time, as applicable) will be made on the later of (i) the Fundamental Change Repurchase Date or Specified Repurchase Date (provided the Holder has satisfied the conditions in Section 15.02 or Section 15.01, as applicable) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 15.02 by mailing checks or by sending by wire transfer of immediately available funds if deposited for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price or the Specified Date Repurchase Price, as applicable. (b) If by 11:00 a.m. New York City time, on the Designated Event Fundamental Change Repurchase Date or the Specified Repurchase Date, as applicable, the case may be), Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the aggregate repurchase price of make payment on all the Exchangeable Debentures Notes or portions thereof that are to be repurchased as of the Designated Event on such Fundamental Change Repurchase Date or the Specified Repurchase Date, as the case may be. (b) If on the Designated Event Repurchase Date or the Repurchase Date the Paying Agent holds funds sufficient to pay the repurchase price of the Debentures that Holders have elected to require the Company to repurchase in accordance with Section 5.01 or Section 5.02, as the case may beapplicable, then, on with respect to the Notes that have been properly surrendered for repurchase and after the Designated Event Repurchase Date or the Repurchase Datenot validly withdrawn, as the case may be, (i) such Exchangeable Debentures Notes will cease to be outstanding, (ii) interest on such Exchangeable Debentures will cease to accrue and all other rights of the Holders of on such Exchangeable Debentures will terminate, other than the right to receive the repurchase price upon delivery or book-entry transfer of the Exchangeable Debenture. This will be the case Notes (whether or not book-entry transfer of the Exchangeable Debenture Notes has been made or the Exchangeable Debenture has Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price or the Specified Date Repurchase Price, as applicable). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 15.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.

Deposit of Repurchase Price. (a) Prior to 11:00 a.m., New York City time, on the Designated Event Repurchase Date or the Fundamental Change Repurchase Date, the Company shall deposit with the Paying Agent or, if the Company is acting as the Paying Agent, shall segregate and hold in trust as provided in Section 10.03 of the Base Indenture an amount of cash (in immediately available funds if deposited on the Designated Event Repurchase Date or the Fundamental Change Repurchase Date, as the case may be), sufficient to pay the aggregate repurchase price Repurchase Price of all the Exchangeable Debentures Separate Convertible Notes or portions thereof that are to be repurchased as of the Designated Event Repurchase Date or the Fundamental Change Repurchase Date, as the case may be. (b) If on the Designated Event Repurchase Date or the Fundamental Change Repurchase Date the Paying Agent holds funds money sufficient to pay the repurchase price Repurchase Price of the Debentures Separate Convertible Notes that Holders have elected to require the Company to repurchase in accordance with Section 5.01 or Section 5.02, as the case may be3.01, then, on and after the Designated Event Fundamental Change Repurchase Date or the Repurchase Date, as the case may be, each such Exchangeable Debentures will Separate Convertible Note shall cease to be outstanding, interest on such Exchangeable Debentures will cease to accrue and all other rights of the Holders of each such Exchangeable Debentures will Separate Convertible Note shall terminate, other than the right to receive the repurchase price Repurchase Price upon delivery or book-entry transfer of the Exchangeable DebentureSeparate Convertible Note or, if such Separate Convertible Note has been timely tendered for conversion, the cash and, if applicable, shares of Common Stock due upon such conversion. This will shall be the case whether or not book-entry transfer of the Exchangeable Debenture Separate Convertible Note has been made or the Exchangeable Debenture Separate Convertible Note has been delivered to the Paying Agent.