Common use of Fractional Shares; Dividends; Partial Conversion Clause in Contracts

Fractional Shares; Dividends; Partial Conversion. No fractional shares shall be issued upon conversion of the Convertible Preferred Stock into Class A Common Stock. In case the number of shares of Convertible Preferred Stock represented by the certificate or certificates surrendered pursuant to subparagraph 4(A)(1) or (2) exceeds the number of shares converted, the Corporation shall, upon such conversion, execute and deliver to the holder thereof, at the expense of the Corporation, a new certificate or certificates for the number of shares of Convertible Preferred Stock, represented by the certificate or certificates surrendered which are not to be converted. If any fractional interest in a share of Class A Common Stock would, except for the provisions of the first sentence of this subparagraph 4C, be deliverable upon any such conversion, the Corporation, in lieu of delivering the fractional share thereof, shall pay to the holder surrendering the Convertible Preferred Stock for conversion an amount in cash equal to the current fair value of such fractional interest as determined in good faith by the Board of Directors of the Corporation.

Fractional Shares; Dividends; Partial Conversion. No fractional shares shall be issued upon conversion of the Convertible Series B Preferred Stock into Class A Common Stock. In case the number of shares of Convertible Series B Preferred Stock represented by the certificate or certificates surrendered pursuant to subparagraph 4(A)(1) or (2) 4A exceeds the number of shares converted, the Corporation shall, upon such conversion, execute and deliver to the holder thereof, at the expense of the Corporation, a new certificate or certificates for the number of shares of Convertible Series B Preferred Stock, represented by the certificate or certificates surrendered which are not to be converted. If any fractional interest in a share of Class A Common Stock would, except for the provisions of the first sentence of this subparagraph 4C, be deliverable upon any such conversion, the Corporation, in lieu of delivering the fractional share thereofthere, shall pay to the holder surrendering the Convertible Series B Preferred Stock for conversion an amount in cash equal to the current fair value of such fractional interest as determined in good faith by the Board of Directors of the Corporation.

Fractional Shares; Dividends; Partial Conversion. No fractional shares shall may be issued upon conversion of the Convertible Series B Preferred Stock into Class A Common Stock, and no payment or adjustment shall be made upon any conversion on account of any cash dividends on the Common Stock issued upon such conversion. In case the number of shares of Convertible Series B Preferred Stock represented by the certificate or certificates surrendered pursuant to subparagraph 4(A)(1) or (2) Section 2.7a exceeds the number of shares converted, the Corporation shall, upon such conversion, execute and deliver to the holder thereof, at the expense of the Corporation, a new certificate or certificates for the number of shares of Convertible Series B Preferred Stock, Stock represented by the certificate or certificates surrendered which are not to be converted. If any fractional interest in a share of Class A Common Stock would, except for the provisions of the first sentence of this subparagraph 4CSection 2.7c, be deliverable upon any such conversion, the Corporation, in lieu of delivering the fractional share thereof, shall pay to the holder surrendering the Convertible Series B Preferred Stock for conversion an amount in cash equal to the current fair value market price of such fractional interest as determined in good faith by the Board of Directors of the Corporation.

Fractional Shares; Dividends; Partial Conversion. No The Corporation shall not be required to issue fractional shares shall be issued upon of Common Stock on conversion of the Convertible Series A Preferred Stock, but it may elect to do so, and if fractional shares are so issued, the Corporation need not carry the fraction to more than three decimal places. In lieu of issuing fractions, or smaller fractions, of a share, the Corporation may (subject to the Intercreditor Agreement) pay the holder cash equal to the product of (1) any fraction of a share of Common Stock into Class A otherwise issuable and (2) the Market Price of a share of Common Stock. No payment or adjustment shall be made upon any conversion on account of any cash dividends on the Common Stock issued upon such conversion. In case the number of shares of Convertible Series A Preferred Stock represented by the certificate or certificates surrendered pursuant to subparagraph 4(A)(1) or subsection (2a) exceeds the number of shares converted, the Corporation shall, upon such conversion, execute and deliver to the holder thereofholder, at the expense of the Corporation, a new certificate or certificates for the number of shares of Convertible such Series A Preferred Stock, Stock represented by the certificate or certificates surrendered which are not to be converted. If any fractional interest in a share of Class A Common Stock would, except for the provisions of the first sentence of this subparagraph 4C, be deliverable upon any such conversion, the Corporation, in lieu of delivering the fractional share thereof, shall pay to the holder surrendering the Convertible Preferred Stock for conversion an amount in cash equal to the current fair value of such fractional interest as determined in good faith by the Board of Directors of the Corporation.