Common use of In case Clause in Contracts

In case. (a) the Company shall declare a dividend or any other distribution on its Common Stock payable otherwise than in cash out of its earned surplus; or (b) the Company shall authorize the granting to the holders of its Common Stock of rights to subscribe for or purchase any shares of capital stock of any class or of any other rights; or (c) of any reclassification of the Company's capital stock, or of any consolidation or merger to which the Company is a party and for which approval of any stockholders of the Company is required, or of the conveyance of all or substantially all of the Company's assets; or (d) of the Company's voluntary or involuntary dissolution, liquidation or winding-up of the Company; then the Company shall cause to be mailed to the Holder, at least twenty days (or ten days in any case specified in clauses (a), (b) or (c) of this Section 6) prior to the applicable record date hereinafter specified, a notice stating (x) the date on which a record is to be taken for the purpose of such dividend, distribution or rights, or, if a record is not to be taken, the date as of which the holders of Common Stock of record to be entitled to such dividend, distribution or rights are to be determined, or (y) the date on which such reclassification, consolidation, merger, conveyance, dissolution, liquidation or winding-up is expected to become effective, and the date as of which it is expected that holders of Common Stock of record shall be entitled to exchange their shares of Common Stock for securities or other property deliverable upon such reclassification, consolidation, merger, conveyance, dissolution, liquidation or winding-up.

In case. (ai) the Company shall declare a dividend (or any other distribution distribution) on its Common Stock payable otherwise than in cash out that would cause an adjustment to the Conversion Price of its earned surplusthe Series 5.375% Debentures pursuant to the terms of any of the subparagraphs above (including such an adjustment that would occur but for the terms of the first sentence of Section 5.03(a)(viii) above); or (bii) the outstanding shares of Common Stock shall be subdivided into a greater number of shares of Common Stock or combined into a smaller number of shares of Common Stock; or (iii) the Company shall authorize the granting to the holders of its Common Stock generally of rights or warrants (for a period expiring within 45 days after the record date fixed for a distribution of such rights and warrants) to subscribe for or purchase any shares of the Company's capital stock or other capital stock of any class or of any other rightsrights (including any Rights Offerings); or (civ) of any reclassification of Common Stock (other than a subdivision or combination of the Company's capital stockoutstanding shares of Common Stock), or of any consolidation consolidation, merger or merger share exchange to which the Company is a party and for which approval of any stockholders shareholders of the Company is required, or of the conveyance sale or transfer of all or substantially all of the Company's assetsassets of the Company or a compulsory share exchange; or (dv) of the Company's voluntary or involuntary dissolution, liquidation or winding-up of the Company; then the Company shall (i) if any Preferred Securities are outstanding, cause to be filed with the transfer agent for the Preferred Securities, and shall cause to be mailed to the Holderholders of record of the Preferred Securities, at their last addresses as they shall appear upon the stock transfer books of the Trust or (ii) shall cause to be mailed to all Holders at their last addresses as they shall appear in the books and records of the Trust, at least twenty 15 days (or ten days in any case specified in clauses (a), (b) or (c) of this Section 6) prior to the applicable record or effective date hereinafter specified, a notice stating (xA) the date on which a record (if any) is to be taken for the purpose of such dividend, distribution distribution, rights or rights, warrants or, if a record is not to be taken, the date as of which the holders of Common Stock of record to be entitled to such dividend, distribution distribution, rights or rights warrants are to be determined, determined or (yB) the date on which such reclassification, consolidation, merger, conveyancesale, transfer, share exchange, dissolution, liquidation or winding-winding up is expected to become effective, and the date as of which it is expected that holders of Common Stock of record shall be entitled to exchange their shares of Common Stock for securities securities, cash or other property deliverable upon such reclassification, consolidation, merger, conveyancesale, transfer, share exchange, dissolution, liquidation or winding-upwinding up (but no failure to mail such notice or any defect therein or in the mailing thereof shall affect the validity of the corporate action required to be specified in such notice).

In case. (a) the Company shall declare a dividend authorize the issuance to all holders of shares of Preferred Stock of rights, options or warrants to subscribe for or purchase shares of Preferred Stock or of any other distribution on its Common Stock payable otherwise than in cash out of its earned surplus; orsubscription rights or warrants; (b) the Company shall authorize the granting distribution to the all holders of its Common shares of Preferred Stock of rights to subscribe for evidences of its indebtedness or purchase any assets (other than dividends or cash distributions paid out of consolidated current or retained earnings as shown on the books of the Company prepared in accordance with generally accepted accounting principles or dividends payable in shares of capital stock of any class Preferred Stock or of any other rights; ordistributions referred to in Section 10(a) hereof); (c) of any reclassification of the Company's capital stock, or of any consolidation or merger to which the Company is a party and for which approval of any stockholders of the Company is required, or of the conveyance of all or substantially all transfer of the Company's assets; orproperties and assets of the Company substantially as an entirety, or of any reclassification or change of Preferred Stock issuable upon exercise of the Warrants (other than a change in par value, or from par value to no par value, or from no par value to par value, or as a result of a subdivision or combination), or a tender offer or exchange offer for shares of Preferred Stock; (d) of the Company's voluntary or involuntary dissolution, liquidation or winding-winding up of the Company; or (e) the Company proposes to take any action (other than actions of the character described in Section 8(a) hereof) which would require an adjustment of the Exercise Price pursuant to Section 8 hereof; then the Company shall cause to be mailed given to each of the Holderregistered holders of Warrants at such holder's address as it appears in the records of the Company (unless otherwise indicated by any such holder), at least twenty 20 days (or ten 10 days in any case specified in clauses (a), (bi) or (cii) of this Section 6above) prior to the applicable record date hereinafter specified, or promptly in the case of events for which there is no record date, by first-class mail, postage prepaid, a written notice stating (x) the date on which a record is to be taken for the purpose of such dividend, distribution or rights, or, if a record is not to be taken, the date as of which the holders of Common record of shares of Preferred Stock of record to be entitled to receive any such dividendrights, options, warrants or distribution or rights are to be determined, (y) the initial expiration date set forth in any tender offer or exchange offer for shares of Preferred Stock, or (yz) the date on which any such reclassification, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding-winding up is expected to become effectiveeffective or consummated, and the date as of which it is expected that holders of Common record of shares of Preferred Stock of record shall be entitled to exchange their such shares of Common Stock for securities or other property property, if any, deliverable upon such reclassification, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding-winding up. The failure to give the notice required by this Section 10 or any defect therein shall not affect the legality or validity of any distribution, right, option, warrant, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding up, or the vote upon any action; or (f) Nothing contained in this Agreement or in any of the Warrant Certificates shall be construed as conferring upon the holders of Warrants the right to vote or to consent or to receive notice as stockholders in respect of the meetings of stockholders or the election of directors of the Company or any other matter, or any rights whatsoever as stockholders of the Company.

In case. (ai) the Company shall declare a dividend (or any other distribution distribution) on its Common Stock payable otherwise than in cash out that would cause an adjustment to the Conversion Price of its earned surplusthe Series 6% Debentures pursuant to the terms of any of the subparagraphs above (including such an adjustment that would occur but for the terms of the first sentence of Section 5.03(a)(viii) above); or (bii) the outstanding shares of Common Stock shall be subdivided into a greater number of shares of Common Stock or combined into a smaller number of shares of Common Stock; or (iii) the Company shall authorize the granting to the holders of its Common Stock generally of rights or warrants (for a period expiring within 45 days after the record date fixed for a distribution of such rights and warrants) to subscribe for or purchase any shares of the Company's capital stock or other capital stock of any class or of any other rightsrights (including any Rights Offerings); or (civ) of any reclassification of Common Stock (other than a subdivision or combination of the Company's capital stockoutstanding shares of Common Stock), or of any consolidation consolidation, merger or merger share exchange to which the Company is a party and for which approval of any stockholders shareholders of the Company is required, or of the conveyance sale or transfer of all or substantially all of the Company's assetsassets of the Company or a compulsory share exchange; or (dv) of the Company's voluntary or involuntary dissolution, liquidation or winding-up of the Company; then the Company shall (i) if any Preferred Securities are outstanding, cause to be filed with the transfer agent for the Preferred Securities, and shall cause to be mailed to the Holderholders of record of the Preferred Securities, at their last addresses as they shall appear upon the stock transfer books of the Trust or (ii) shall cause to be mailed to all Holders at their last addresses as they shall appear in the books and records of the Trust, at least twenty 15 days (or ten days in any case specified in clauses (a), (b) or (c) of this Section 6) prior to the applicable record or effective date hereinafter specified, a notice stating (xA) the date on which a record (if any) is to be taken for the purpose of such dividend, distribution distribution, rights or rights, warrants or, if a record is not to be taken, the date as of which the holders of Common Stock of record to be entitled to such dividend, distribution distribution, rights or rights warrants are to be determined, determined or (yB) the date on which such reclassification, consolidation, merger, conveyancesale, transfer, share exchange, dissolution, liquidation or winding-winding up is expected to become effective, and the date as of which it is expected that holders of Common Stock of record shall be entitled to exchange their shares of Common Stock for securities securities, cash or other property deliverable upon such reclassification, consolidation, merger, conveyancesale, transfer, share exchange, dissolution, liquidation or winding-upwinding up (but no failure to mail such notice or any defect therein or in the mailing thereof shall affect the validity of the corporate action required to be specified in such notice).

In case. (ai) the Company shall declare a dividend (or any other distribution distribution) on its Common Stock payable otherwise than in cash out that would cause an adjustment to the Conversion Price of its earned surplusthe Series 5.50% Debentures pursuant to the terms of any of the subparagraphs above (including such an adjustment that would occur but for the terms of the first sentence of Section 5.03(a)(viii) above); or (bii) the outstanding shares of Common Stock shall be subdivided into a greater number of shares of Common Stock or combined into a smaller number of shares of Common Stock; or (iii) the Company shall authorize the granting to the holders of its Common Stock generally of rights or warrants (for a period expiring within 45 days after the record date fixed for a distribution of such rights and warrants) to subscribe for or purchase any shares of the Company's capital stock or other capital stock of any class or of any other rightsrights (including any Rights Offerings); or (civ) of any reclassification of Common Stock (other than a subdivision or combination of the Company's capital stockoutstanding shares of Common Stock), or of any consolidation consolidation, merger or merger share exchange to which the Company is a party and for which approval of any stockholders shareholders of the Company is required, or of the conveyance sale or transfer of all or substantially all of the Company's assetsassets of the Company or a compulsory share exchange; or (dv) of the Company's voluntary or involuntary dissolution, liquidation or winding-up of the Company; then the Company shall (i) if any Preferred Securities are outstanding, cause to be filed with the transfer agent for the Preferred Securities, and shall cause to be mailed to the Holderholders of record of the Preferred Securities, at their last addresses as they shall appear upon the stock transfer books of the Trust or (ii) shall cause to be mailed to all Holders at their last addresses as they shall appear in the books and records of the Trust, at least twenty 15 days (or ten days in any case specified in clauses (a), (b) or (c) of this Section 6) prior to the applicable record or effective date hereinafter specified, a notice stating (xA) the date on which a record (if any) is to be taken for the purpose of such dividend, distribution distribution, rights or rights, warrants or, if a record is not to be taken, the date as of which the holders of Common Stock of record to be entitled to such dividend, distribution distribution, rights or rights warrants are to be determined, determined or (yB) the date on which such reclassification, consolidation, merger, conveyancesale, transfer, share exchange, dissolution, liquidation or winding-winding up is expected to become effective, and the date as of which it is expected that holders of Common Stock of record shall be entitled to exchange their shares of Common Stock for securities securities, cash or other property deliverable upon such reclassification, consolidation, merger, conveyancesale, transfer, share exchange, dissolution, liquidation or winding-upwinding up (but no failure to mail such notice or any defect therein or in the mailing thereof shall affect the validity of the corporate action required to be specified in such notice).

In case. (ai) the Company shall declare Corporation declares a dividend or any other distribution on its Common Comm on Stock payable otherwise than in cash out of its earned surplus; orretained earnings which will result in an adjustment of the conversion price; (bii) the Company shall authorize Corporation authorizes the granting issuance to the holders of its Common Stock of rights or warrants entitling them to subscribe for or purchase any shares of capital stock of any class or of any other rightssubscription rights or warrants; or (ciii) of any reclassification of the Company's capital stockstock of the Corporation (other than a subdivision or combination of its outstanding shares of Common Stock), or of any consolidation or merger to which the Company Corporation is a party and for which approval of any stockholders of the Company Corporation is required, or of the conveyance sale, transfer or other disposition of all or substantially all of the Company's assetsassets of the Corporation, or of any other transaction or event that would constitute or result in a Fundamental Change; or (div) of the Company's voluntary or involuntary dissolutionliquidation, liquidation dissolution or winding-winding up of the CompanyCorporation; then the Company Corporation shall cause to be mailed file with each transfer agent for the shares of Series C, if any, and mail to the Holderholders of record of the outstanding shares of Series C, at their respective last addresses appearing on the books of the Corporation, at least twenty 20 days (or ten 10 days in any case specified in clauses clause (a), (bi) or (cii) of this Section 6above) prior to the applicable record or effective date hereinafter specified, a notice stating (x) the date on which a record is to be taken for the purpose of such dividend, distribution or rights, or, if a record is not to be taken, the date as of which the holders of record of Common Stock of record to be entitled to such dividend, distribution distribution, rights or rights warrants are to be determined, or (y) the date on which such reclassification, consolidation, merger, conveyancesale, transfer, disposition, liquidation, dissolution, liquidation winding up or winding-up Fundamental Change is expected to become effective, and the date as of which it is expected that holders of record of Common Stock of record shall be entitled to exchange their shares of Common Stock for securities securities, cash or other property deliverable upon such reclassification, consolidation, merger, conveyancesale, transfer, disposition, liquidation, dissolution, liquidation winding up or winding-upFundamental Change. Failure to give notice as required by this paragraph (g), or any defect therein, shall not affect the validity of any such dividend, distribution, right, warrant, reclassification, consolidation, merger, sale, transfer, disposition, liquidation, dissolution, winding up or Fundamental Change, or the vote on any action authorizing such.

In case. (a) the Company shall declare a dividend or any other distribution on its Common Stock payable otherwise than in cash out of its earned surplus; or (bi) the Company shall authorize the granting issuance to the all holders of its shares of Common Stock of rights rights, options or warrants to subscribe for or purchase any shares of capital stock of any class Common Stock or of any other rights; orsubscription rights or warrants; (cii) the Company shall authorize the distribution to all holders of shares of Common Stock of evidences of its indebtedness or assets (other than cash dividends or cash distributions payable out of consolidated earnings or earned surplus or dividends payable in shares of Common Stock or distributions referred to in subsection (a) of any reclassification of the Company's capital stock, or Section 11 hereof); (iii) of any consolidation or merger to which the Company is a party and for which approval of any stockholders of the Company is required, or of the conveyance of all or substantially all transfer of the Company's assets; orproperties and assets of the Company substantially as an entirety, or of any reclassification or change of Common Stock issuable upon exercise of the Warrants (other than a change in par value, or from par value to no par value, or from no par value to par value, or as a result of a subdivision or combination), or a tender offer or exchange offer for shares of Common Stock; (div) of the Company's voluntary or involuntary dissolution, liquidation or winding-winding up of the Company; or (v) the Company proposes to take any action (other than actions of the character described in Section 11(a) hereof) which would require an adjustment of the Exercise Price pursuant to Section 11 hereof; then the Company shall cause to be mailed filed with the Warrant Agent and shall cause to be given to each of the Holderregistered holders of the Warrant Certificates at his address appearing on the Warrant register, at least twenty 20 days (or ten 10 days in any case specified in clauses (a), (bi) or (cii) of this Section 6above) prior to the applicable record date hereinafter specified, or promptly in the case of events for which there is no record date, by first-class mail, postage prepaid, a written notice stating (x) the date on which a record is to be taken for the purpose of such dividend, distribution or rights, or, if a record is not to be taken, the date as of which the holders of record of shares of Common Stock of record to be entitled to receive any such dividendrights, options, warrants or distribution or rights are to be determined, (y) the initial expiration date set forth in any tender offer or exchange offer for shares of Common Stock, or (yz) the date on which any such reclassification, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding-winding up is expected to become effectiveeffective or consummated, and the date as of which it is expected that holders of record of shares of Common Stock of record shall be entitled to exchange their such shares of Common Stock for securities or other property property, if any, deliverable upon such reclassification, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding-winding up. The failure to give the notice required by this Section 13 or any defect therein shall not affect the legality or validity of any distribution, right, option, warrant, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding up, or the vote upon any action.

In case. (a) the Company shall declare a dividend or any other distribution on its Common Stock payable otherwise than in cash out of its earned surplus; or (bi) the Company shall authorize the granting issuance to the all holders of its shares of Common Stock of rights rights, options or warrants to subscribe for or purchase any shares of capital stock of any class Common Stock or of any other rightssubscription rights or warrants; (ii) the Company shall authorize the distribution to all holders of shares of Common Stock of evidences of its indebtedness or assets; (iii) of any Fundamental Change (other than a change in par value, or from par value to no par value, or from no par value to par value, or as a result of a subdivision or combination); (iv) of any Liquidation Event; or (cv) of the Company proposes to take any reclassification action which would require an adjustment of the Company's capital stock, or of any consolidation or merger Exercise Price pursuant to which the Company is a party and for which approval of any stockholders of the Company is required, or of the conveyance of all or substantially all of the Company's assets; or (d) of the Company's voluntary or involuntary dissolution, liquidation or winding-up of the CompanySection 6.01 hereof; then the Company shall cause to be mailed filed with the Warrant Agent and shall cause to be given to each of the HolderHolders, at least twenty 20 days (or ten 10 days in any case specified in clauses (a), (bi) or (cii) of this Section 6above) prior to the applicable record date hereinafter specified, or promptly in the case of events for which there is no record date, by first-class mail, postage prepaid, a written notice stating (x) the date on which a record is to be taken for the purpose of such dividend, distribution or rights, or, if a record is not to be taken, the date as of which the holders of record of shares of Common Stock of record to be entitled to receive any such dividendrights, options, warrants or distribution or rights are to be determined, (y) the initial expiration date set forth in any tender offer or exchange offer for shares of Common Stock, or (yz) the date on which any such reclassification, consolidation, merger, conveyance, dissolution, liquidation Fundamental Change or winding-up is expected to become effective, and the date as of which it Liquidation Event is expected that holders of record of shares of Common Stock of record shall be entitled to exchange their such shares of Common Stock for securities or other property property, if any, deliverable upon such reclassificationFundamental Change or Liquidation Event. The failure to give the notice required by this Section 6.03 or any defect therein shall not affect the legality or validity of any distribution, consolidationright, mergeroption, conveyancewarrant, dissolutionFundamental Change, liquidation Liquidation Event, or winding-upthe vote upon any action.

In case. (a) the Company shall declare a dividend or any other distribution on its Common Stock payable otherwise than in cash out of its earned surplus; or (bi) the Company shall authorize the granting issuance to the all holders of its Common Stock of rights or warrants to subscribe for or purchase any shares of capital stock of any class its Common Stock or of any other rightssubscription rights or warrants; or (cii) the Company shall authorize the distribution to all holders of its Common Stock (whether pursuant to a merger or consolidation or otherwise) of any reclassification evidences of its indebtedness or assets (other than dividends paid in or distributions of the Company's capital stock, stock for which the Exercise Prices shall have been adjusted pursuant to Section 8(a) above); or (iii) of any capital reorganization or reclassification of the Common Stock (other than a change in par value of the Common Stock) or of any consolidation or merger to which the Company is a party and for which approval of any stockholders of the Company is requiredrequired (other than a consolidation or merger in which the Company is the contin- uing corporation and that does not result in any reclassification or change of the Common Stock outstanding), or of the conveyance of all or substantially all transfer of the Company's assetsproperties and assets of the Company substantially as an entirety; or (div) of the Company's voluntary or involuntary dissolution, liquidation or winding-up of the Company; or (v) the Company proposes to take any action (other than actions of the character described in Section 8(a) above) that would require an adjustment of the Exercise Prices pursuant to this Section 8; then the Company shall cause to be mailed by registered mail to the Holder, at least twenty days the earliest practicable time (or ten days and in any case specified in clauses (a), (b) or (c) of this Section 6) event not less than 20 days prior to the applicable record or effective date hereinafter specified), a notice stating (xA) the date on which a record is to be taken for the purpose of such dividend, distribution or rights, or, if a record is not to be taken, the date as of which the holders of Common Stock of record to be entitled to receive any such dividendrights, distribution warrants or rights distributions are to be determined, or (yB) the date on which any such reorganization, reclassification, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding-up is expected to become effective, and the date as of which it is expected that holders of Common Stock of record shall be entitled to exchange their shares of Common Stock for securities or other property property, if any, deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding-up.

In case. (a) The company shall authorize the Company shall declare a dividend issuance to all holders of shares of rights or warrants to subscribe for or purchase shares or any securities convertible into shares, or of any other distribution on its Common Stock payable otherwise than in cash out of its earned surplussubscription rights or warrants; or (b) the Company The company shall authorize the granting distribution to the all holders of shares or evidences of its Common Stock indebtedness or assets (other than cash dividends or cash distributions payable out of rights to subscribe for consolidated earnings or purchase any shares of capital stock of any class earned surplus or of any other rightsdividends payable in shares); or (c) of Of any reclassification of the Company's capital stock, or of any consolidation consolidated or merger to which the Company company is a party and for which approval of any stockholders shareholders of the Company company is required, or of the conveyance of all or substantially all transfer of the Company's assetsproperties and assets of the company substantially as an entirety, or of any capital reorganization or reclassification or change of outstanding shares issuable upon exercise of the Warrants (other than a change in par value, or from par value to no par value, or from no par value to par value, or as a result of a subdivision or combination); or (d) of Of the Company's voluntary or involuntary dissolution, liquidation or winding-winding up of the Companycompany; then or (e) The company proposes to take any action (other than actions of the Company character described in Section 11(a)(i)) which would require an adjustment of the Purchase Price pursuant to Section 11; Then the company shall cause to be mailed filed with the Warrant Agent and shall cause to be given to each of the HolderRegistered Holders of the Warrant Certificates at their address appearing on the Warrant register, at least twenty 20 days (or ten 60 days in any case specified in clauses (a), (b) or clause (c) of this Section 6above) prior to the applicable record date hereinafter specified, a written notice stating (xi) the date on which a record is to be taken for the purpose of such dividend, distribution or rights, or, if a record is not to be taken, the date as of which the holders of Common Stock record of record shares to be entitled to receive any such dividendrights, distribution warrants or rights distributions are to be determined, or (yii) the date on which any such reclassificationreorganization, consolidation, merger, conveyance, transfer, dissolution, liquidation liquidation, or winding-winding up is expected to become effective, and the date as of which it is expected that holders of Common Stock record of record shares shall be entitled to vote upon, and if approved, to exchange their shares of Common Stock for securities or other property property, if any, deliverable upon such reclassificationconveyance, transfer, dissolution, liquidation or winding up. The failure to give the notice required by this subsection or any failure to give the notice required by this subsection or any defect therein shall not affect the legality or validity of any distribution, right, warrant, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding-winding up, or the vote upon any such action. Such notice shall also set forth such facts as shall indicate the effect of such action (to the extent such effect may be known at the date of such notice) on the Purchase Price and the kind and amount of the shares and other securities and property deliverable upon exercise of the Warrants.

In case. (ai) the Company shall declare a dividend (or any other distribution distribution) on its Common Stock payable otherwise than in cash out that would cause an adjustment to the Conversion Price of its earned surplusthe Series ___% Debentures pursuant to the terms of any of the subparagraphs above (including such an adjustment that would occur but for the terms of the first sentence of Section 5.03(a)(viii) above); or (bii) the outstanding shares of Common Stock shall be subdivided into a greater number of shares of Common Stock or combined into a smaller number of shares of Common Stock; or (iii) the Company shall authorize the granting to the holders of its Common Stock generally of rights or warrants (for a period expiring within 45 days after the record date fixed for a distribution of such rights and warrants) to subscribe for or purchase any shares of the Company's capital stock or other capital stock of any class or of any other rightsrights (including any Rights Offerings); or (civ) of any reclassification of Common Stock (other than a subdivision or combination of the Company's capital stockoutstanding shares of Common Stock), or of any consolidation consolidation, merger or merger share exchange to which the Company is a party and for which approval of any stockholders shareholders of the Company is required, or of the conveyance sale or transfer of all or substantially all of the Company's assetsassets of the Company or a compulsory share exchange; or (dv) of the Company's voluntary or involuntary dissolution, liquidation or winding-up of the Company; then the Company shall (i) if any Preferred Securities are outstanding, cause to be filed with the transfer agent for the Preferred Securities, and shall cause to be mailed to the Holderholders of record of the Preferred Securities, at their last addresses as they shall appear upon the stock transfer books of the Trust or (ii) shall cause to be mailed to all Holders at their last addresses as they shall appear in the books and records of the Trust, at least twenty 15 days (or ten days in any case specified in clauses (a), (b) or (c) of this Section 6) prior to the applicable record or effective date hereinafter specified, a notice stating (xA) the date on which a record (if any) is to be taken for the purpose of such dividend, distribution distribution, rights or rights, warrants or, if a record is not to be taken, the date as of which the holders of Common Stock of record to be entitled to such dividend, distribution distribution, rights or rights warrants are to be determined, determined or (yB) the date on which such reclassification, consolidation, merger, conveyancesale, transfer, share exchange, dissolution, liquidation or winding-winding up is expected to become effective, and the date as of which it is expected that holders of Common Stock of record shall be entitled to exchange their shares of Common Stock for securities securities, cash or other property deliverable upon such reclassification, consolidation, merger, conveyancesale, transfer, share exchange, dissolution, liquidation or winding-upwinding up (but no failure to mail such notice or any defect therein or in the mailing thereof shall affect the validity of the corporate action required to be specified in such notice).

In case. (a) the Company shall declare a dividend or any other distribution on its Common Stock payable otherwise than in cash out of its earned surplus; or (bi) the Company shall authorize the granting issuance to the all holders of its shares of Common Stock of rights rights, options or warrants to subscribe for or purchase any shares of capital stock of any class Common Stock or of any other rights; orsubscription rights or warrants; (cii) the Company shall authorize the distribution to all holders of any reclassification shares of the Company's capital stock, Common Stock of evidences of its indebtedness or assets (other than cash dividends or cash distributions payable out of consolidated earnings or earned surplus or dividends payable in shares of Common Stock or distributions referred to in Section 11(a) hereof); (iii) of any consolidation or merger to which the Company is a party and for which approval of any stockholders of the Company is required, or of the conveyance of all or substantially all transfer of the Company's assets; orproperties and assets of the Company substantially as an entirety, or of any reclassification or change of Common Stock issuable upon exercise of the Warrants (other than a change in par value, or from par value to no par value, or from no par value to par value, or as a result of a subdivision or combination), or a tender offer or exchange offer for shares of Common Stock; (div) of the Company's voluntary or involuntary dissolution, liquidation or winding-winding up of the Company; or (v) the Company proposes to take any action (other than actions of the character described in Section 11(a) hereof) which would require an adjustment of the Exercise Price pursuant to Section 11 hereof; then the Company shall cause to be mailed filed with the Warrant Agent and shall cause to be given to each of the Holderregistered holders of Warrants at his address appearing on the Warrant register, at least twenty 20 days (or ten 10 days in any case specified in clauses (a), (bi) or (cii) of this Section 6above) prior to the applicable record date hereinafter specified, or promptly in the case of events for which there is no record date, by first-class mail, postage prepaid, a written notice stating (x) the date on which a record is to be taken for the purpose of such dividend, distribution or rights, or, if a record is not to be taken, the date as of which the holders of record of shares of Common Stock of record to be entitled to receive any such dividendrights, options, warrants or distribution or rights are to be determined, (y) the initial expiration date set forth in any tender offer or exchange offer for shares of Common Stock, or (yz) the date on which any such reclassification, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding-winding up is expected to become effectiveeffective or consummated, and the date as of which it is expected that holders of record of shares of Common Stock of record shall be entitled to exchange their such shares of Common Stock for securities or other property property, if any, deliverable upon such reclassification, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding-winding up. The failure to give the notice required by this Section 13 or any defect therein shall not affect the legality or validity of any distribution, right, option, warrant, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding up, or the vote upon any action.

In case. (a1) the Company shall declare a dividend (or any other distribution distribution) on its shares of Common Stock payable otherwise form sources other than in cash out of its earned surplus; or (b2) the Company shall authorize the granting to the all holders of its shares of Common Stock of any additional shares of Common Stock or securities convertible into or exchangeable for shares of Common Stock or rights to subscribe for or purchase any shares of capital stock of any class or of any other rightsright; or (c3) of any reclassification of the Company's capital stockshares of Common Stock (other than a subdivision or combination of outstanding shares of Common Stock), or of any consolidation or merger to which the Company is a party and for which approval of any stockholders of the Company is required, or of the conveyance sale or transfer of all or substantially all of the assets of the Company's assets; or (d4) of events shall have occurred resulting in the Company's voluntary or involuntary dissolution, liquidation or winding-winding up of the Company; then the Company shall cause to be mailed filed with the Warrant Agent, and shall cause to the Holderbe published at least once in an Authorized Newspaper in Zurich, Basle, Geneva and Berne, Switzerland, at least twenty days (or ten days in any case specified in clauses (a), (b) or (c) of this Section 6) prior to the applicable record date hereinafter specified, a notice stating (x) the date on which a record is to be taken for the purpose of such dividend, distribution or rights, or, if a record is not to be taken, the date as of which the holders of Common Stock of record to be entitled to such dividend, distribution or rights are to be determined, or (y) the date on which such reclassification, consolidation, merger, conveyancesale, transfer, dissolution, liquidation or winding-winding up is expected to become effective, and and, if applicable, the date as of which it is expected that holders of Common Stock of record shall be entitled to exchange their shares of Common Stock for securities or other property (including cash) deliverable upon such reclassification, consolidation, merger, conveyancesale, transfer, dissolution, liquidation or winding-winding up. Failure to give any such notice, or any defect therein, shall not affect the validity of the proceedings referred to in clauses (1), (2), (3) and (4) above.

In case. (ai) the Company shall (A) declare a any dividend (or any other distribution distribution) on shares of its Common Stock other than (1) a dividend payable otherwise than in shares of Common Stock or (2) a dividend payable in cash out of its earned surplusretained earnings other than any special or nonrecurring or other extraordinary dividend or (b) declare or authorize a redemption or repurchase of in excess of 25% of the then outstanding shares of Common Stock; or (bii) the Company shall authorize the granting to the holders of its shares of Common Stock of rights or warrants entitling them to subscribe for or purchase any shares of capital stock of any class the Company or of any other rightsrights or warrants; or (ciii) of any reclassification of the shares of Common Stock of the Company's capital stock, or of any consolidation or merger to which the Company is a party and for which approval of any stockholders of the Company is required, or of the conveyance sale or transfer of all or substantially all of the assets of the Company's assets, or of any compulsory share exchange whereby the Common Stock will be converted into cash or other securities or property; or (div) of the Company's voluntary or involuntary dissolution, liquidation or winding-winding up of the Company; then the Company company shall cause to be filed with the Trustee and to be mailed to each Holder of Securities at his/her last address appearing on the HolderSecurity Register, as promptly as possible but in any event at least twenty fifteen (15) days (or ten days in any case specified in clauses (a), (b) or (c) of this Section 6) prior to the applicable record date hereinafter specified, a notice stating (x) the date on which a record is to be taken for the purpose of such dividend, distribution distribution, redemption or rightsgranting of rights or warrants, or, if a record is not to be taken, the 50 57 date as of which the holders of shares of Common Stock of record to be entitled to such dividend, distribution distribution, redemption or granting of rights or warrants are to be determined, or (y) the date on which such reclassification, consolidation, merger, conveyancesale, transfer, share exchange, dissolution, liquidation or winding-winding up is expected to become effective, and the date as of which it is expected that holders of Common Stock of record shall be entitled to exchange their shares of Common Stock for securities securities, cash or other property deliverable upon such reclassification, consolidation, merger, conveyancesale, transfer, share exchange, dissolution, liquidation or winding up. Such notice shall also state whether such transaction will result in any adjustment in the conversion rate applicable to the Securities and, if so, shall state what the adjusted conversion rate will be and when it will become effective. Neither the failure to give the notice required by this Section, nor any defect therein, to any particular Holder shall affect the sufficiency of the notice or the legality or validity of any such dividend, distribution, redemption, right, warrant, reclassification, consolidation, merger, sale, transfer, share exchange, liquidation, dissolution or winding-up, or the vote on any action authorizing such with respect to the other Holders.

In case. (ai) the Company shall declare a dividend or any other distribution on its Common Stock payable otherwise than in cash out of its earned surplus; or (b) the Company Enterprises shall authorize the granting issuance to the all holders of its Common shares of Class B Stock of rights rights, options or warrants to subscribe for or purchase any shares of capital stock of any class Class B Stock or of any other rights; orsubscription rights or warrants; (cii) Enterprises shall authorize the distribution to all holders of any reclassification shares of the Company's capital stock, Class B Stock of evidences of its indebtedness or assets (other than issuances of securities of Enterprises by Enterprises and other than cash dividends or cash distributions payable out of consolidated earnings or earned surplus or dividends payable in shares of Class B Stock or distributions referred to in Section 11(a) hereof); (iii) of any consolidation or merger to which the Company Enterprises is a party and for which approval of any stockholders of the Company Enterprises is required, or of the conveyance of all or substantially all transfer of the Company's assets; orproperties and assets of Enterprises substantially as an entirety, or of any reclassification or change of Class B Stock issuable upon exercise of the Warrants (other than a change in par value, or from par value to no par value, or from no par value to par value, or as a result of a subdivision or combination), or a tender offer or exchange offer for shares of Class B Stock; (div) of the Company's voluntary or involuntary dissolution, liquidation or winding-winding up of Enterprises; (v) a Change of Control occurs; or (vi) Enterprises proposes to take any action which would require an adjustment of the CompanyExercise Price pursuant to Section 11 hereof; then the Company Enterprises shall cause to be mailed filed with the Warrant Agent and shall cause to be given to each of the Holderregistered holders of Warrants at his address appearing on the Warrant register, at least twenty 20 days (or ten 10 days in any case specified in clauses (a), (bi) or (cii) of this Section 6above) or, if not reasonably practicable, as soon as reasonably practicable thereafter, prior to the applicable record date hereinafter specified, or promptly in the case of events for which there is no record date, by first-class mail, postage prepaid, a written notice stating (x) the date on which a record is to be taken for the purpose of such dividend, distribution or rights, or, if a record is not to be taken, the date as of which the holders of Common record of shares of Class B Stock of record to be entitled to receive any such dividendrights, options, warrants or distribution or rights are to be determined, (y) the initial expiration date set forth in any tender offer or exchange offer for shares of Class B Stock or (yz) the date on which any such reclassification, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding-winding up is expected to become effectiveeffective or consummated, and the date as of which it is expected that holders of Common record of shares of Class B Stock of record shall be entitled to exchange their such shares of Common Stock for securities or other property property, if any, deliverable upon such reclassification, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding-winding up. The failure to give the notice required by this Section 14 or any defect therein shall not affect the legality or validity of any distribution, right, option, warrant, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding up, or the vote upon any action.

In case. (a) the Company shall declare a dividend or any other distribution on its Common Stock payable otherwise than in cash out of its earned surplus; or (bi) the Company shall authorize the granting issuance to the all holders of its shares of Common Stock of rights or Common Stock Equivalents to subscribe for or purchase any shares of capital stock of any class Common Stock or of any other rights; orCommon Stock Equivalents; (cii) the Company shall authorize the distribution to all holders of any reclassification shares of Common Stock of evidences of its indebtedness or assets (other than issuances of securities of the Company's capital stock, Company by the Company and other than cash dividends or cash distributions payable out of consolidated earnings or earned surplus or dividends payable in shares of Common Stock or distributions referred to in Section 11(a) hereof); (iii) of any consolidation or merger to which the Company is a party and for which approval of any stockholders shareholders of the Company is required, or of the conveyance of all or substantially all transfer of the Company's assets; orproperties and assets of the Company substantially as an entirety, or of any reclassification or change of Common Stock issuable upon exercise of the Warrants (other than a change in par value, or from par value to no par value, or from no par value to par value, or as a result of a subdivision or combination), or a tender offer or exchange offer for shares of Common Stock; (div) of the Company's voluntary or involuntary dissolution, liquidation or winding-winding up of the Company; (v) a Change of Control occurs; or (vi) the Company proposes to take any action which would require an adjustment of the Warrant Number pursuant to Section 11 hereof; then the Company shall cause to be mailed filed with the Warrant Agent and shall cause to be given to each of the Holderregistered holders of Warrants at his address appearing on the Warrant register, at least twenty 20 days (or ten 10 days in any case specified in clauses (a), (bi) or (cii) of this Section 6above) or, if not reasonably practicable, as soon as reasonably practicable thereafter, prior to the applicable record date hereinafter specified, or promptly in the case of events for which there is no record date, by first-class mail, postage prepaid, a written notice stating (x) the date on which a record is to be taken for the purpose of such dividend, distribution or rights, or, if a record is not to be taken, the date as of which the holders of record of shares of Common Stock of record to be entitled to receive any such dividend, Common Stock Equivalents or distribution or rights are to be determined, (y) the initial expiration date set forth in any tender offer or exchange offer for shares of Common Stock or (yz) the date on which any such reclassification, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding-winding up is expected to become effectiveeffective or consummated, and the date as of which it is expected that holders of record of shares of Common Stock of record shall be entitled to exchange their such shares of Common Stock for securities or other property property, if any, deliverable upon such reclassification, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding-winding up. The failure to give the notice required by this Section 16 or any defect therein shall not affect the legality or validity of any distribution, right, option, warrant, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding up, or the vote upon any action.

In case. (a) the Company shall declare a dividend or any other distribution on its Common Stock payable otherwise than in cash out of its earned surplus; or (bi) the Company shall authorize the granting issuance to the all holders of its shares of Class C Common Stock of rights rights, options or warrants to subscribe for or purchase any shares of capital stock of any class Class C Common Stock or of any other rights; orsubscription rights or warrants; (cii) the Company shall authorize the distribution to all holders of any reclassification shares of Class C Common Stock of evidences of its indebtedness or assets (other than dividends or cash distributions paid out of consolidated current or retained earnings as shown on the books of the Company's capital stock, Company prepared in accordance with generally accepted accounting principles or dividends payable in shares of Class C Common Stock or distributions referred to in subsection 9.1 hereof); (iii) of any consolidation or merger to which the Company is a party and for which approval of any stockholders of the Company is required, or of the conveyance of all or substantially all transfer of the Company's assets; orproperties and assets of the Company substantially as an entirety, or of any reclassification or change of Class C Common Stock issuable upon exercise of the Warrants (other than a change in par value, or from par value to no par value, or from no par value to par value, or as a result of a subdivision or combination), or a tender offer or exchange offer for shares of Class C Common Stock; (div) of the Company's voluntary or involuntary dissolution, liquidation or winding-winding up of the Company; or (v) the Company proposes to take any action (other than actions of the character described in subsection 7.1 hereof) which would require an adjustment of the Exercise Price pursuant to Section 7 hereof; then the Company shall cause to be mailed given to each of the Holderregistered holders of Warrants at such holder's address as it appears in the records of the Company (unless otherwise indicated by any such holder), at least twenty 20 days (or ten 10 days in any case specified in clauses (a), (bi) or (cii) of this Section 6above) prior to the applicable record date hereinafter specified, or promptly in the case of events for which there is no record date, by first-class mail, postage prepaid, a written notice stating (x) the date on which a record is to be taken for the purpose of such dividend, distribution or rights, or, if a record is not to be taken, the date as of which the holders of record of shares of Class C Common Stock of record to be entitled to receive any such dividendrights, options, warrants or distribution or rights are to be determined, (y) the initial expiration date set forth in any tender offer or exchange offer for shares of Class C Common Stock, or (yz) the date on which any such reclassification, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding-winding up is expected to become effectiveeffective or consummated, and the date as of which it is expected that holders of record of shares of Class C Common Stock of record shall be entitled to exchange their such shares of Common Stock for securities or other property property, if any, deliverable upon such reclassification, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding-winding up. The failure to give the notice required by this Section 9 or any defect therein shall not affect the legality or validity of any distribution, right, option, warrant, consolidation, merger, conveyance, transfer, dissolution, liquidation or winding up, or the vote upon any action.