Common use of Interest and Contingent Interest Clause in Contracts

Interest and Contingent Interest. (a) The Debentures shall bear interest at a rate of 4.00% per annum (the “Coupon Rate”) on the principal amount thereof, from and including December 15, 2004, payable quarterly in arrears on March 15, June 15, September 15 and December 15 of each year (each an “Interest Payment Date”), beginning March 15, 2005 to the persons in whose names the Debentures are registered at the close of business on the day next preceding the Interest Payment Date. If the Trust PIERS do not remain in book-entry only form and the Debentures are not in the form of a Global Security, the Company will have the right to select record dates, which must be at least one Business Day before an Interest Payment Date (whether or not a Business Day), immediately preceding such Interest Payment Date. The amount of interest payable for any full quarterly interest period will be computed on the basis of a 360-day year of twelve 30-day months. The amount of interest payable for any period shorter than a full 90-day quarterly interest period for which interest is computed, will be computed on the basis of 30-day months and, for periods of less than a full calendar month, the actual number of days elapsed per 30-day month. In the event that any Interest Payment Date on the Debentures is not a Business Day, then payment of the interest payable on such date will be made on the next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay), except that if such Business Day is in the next succeeding calendar year, then such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on such date. Any such interest installment, including contingent interest, not punctually paid or duly provided for (excluding installments of interest (other than contingent interest) that are subject to an Extension Period) shall forthwith cease to be payable to the Holders on such Regular Record Date and shall be paid to the Person in whose name the Debenture is registered at the close of business on a special record date to be fixed by the Company for the payment of such defaulted interest, provided that no special record date shall be less than 10 days prior to the related payment date for such defaulted interest or may be paid at any time in any other lawful manner deemed practicable by the Trustee after notice thereof by the Company to the Trustee.

Interest and Contingent Interest. (a) The Debentures shall bear interest at a rate of 4.00% per annum (the “Coupon Rate”) on the principal amount thereof, from and including December 15June 13, 20042003, payable quarterly in arrears on March 15, June 15, September 15 and December 15 of each year (each an “Interest Payment Date”), beginning March September 15, 2005 2003 to the persons in whose names the Debentures are registered at the close of business on the day next preceding the Interest Payment Date. If the Trust PIERS do not remain in book-entry only form and the Debentures are not in the form of a Global Security, the Company will have the right to select record dates, which must be at least one Business Day before an Interest Payment Date (whether or not a Business Day), immediately preceding such Interest Payment Date. The amount of interest payable for any full quarterly interest period will be computed on the basis of a 360-day year of twelve 30-day months. The amount of interest payable for any period shorter than a full 90-day quarterly interest period for which interest is computed, will be computed on the basis of 30-day months and, for periods of less than a full calendar month, the actual number of days elapsed per 30-day month. In the event that any Interest Payment Date on the Debentures is not a Business Day, then payment of the interest payable on such date will be made on the next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay), except that if such Business Day is in the next succeeding calendar year, then such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on such date. Any such interest installment, including contingent interest, not punctually paid or duly provided for (excluding installments of interest (other than contingent interest) that are subject to an Extension Period) shall forthwith cease to be payable to the Holders on such Regular Record Date and shall be paid to the Person in whose name the Debenture is registered at the close of business on a special record date to be fixed by the Company for the payment of such defaulted interest, provided that no special record date shall be less than 10 days prior to the related payment date for such defaulted interest or may be paid at any time in any other lawful manner deemed practicable by the Trustee after notice thereof by the Company to the Trustee.

Interest and Contingent Interest. (a) The Debentures shall notes will bear interest at a rate of 4.00% per annum (year. In addition, we will pay contingent interest to holders of the “Coupon Rate”) notes during the period commencing [ , 2012] and ending on the principal amount thereof[ , 2012] and for any six-month period thereafter, from and including December 15an interest payment date up to, 2004but excluding, the next interest payment date, if the average contingent interest trading price (as defined below) per $1,000 principal amount of the notes for the five-trading-day (as defined below) period ending on the third trading day immediately preceding the first day of such interest period equals 120% or more of the principal amount of the notes. During any interest period in which contingent interest shall be payable, the contingent interest payable quarterly per $1,000 principal amount of the notes will equal [0.25]% per annum of the average contingent interest trading price of $1,000 principal amount of notes during the five-trading-day measuring period ending on the third trading day immediately preceding the applicable interest period used to determine whether contingent interest must be paid. For so long as the notes are held in arrears book-entry only form, interest (including contingent interest and additional amounts, if any) will be payable on March 15, June 15, September 15 and December 15 of each year (each an “Interest Payment Date”), beginning March 15, 2005 payment date to the persons person in whose names the Debentures are name a given note is registered at the close of business on the business day next preceding before the Interest Payment Dateinterest payment date (each, a "record date"). If In the Trust PIERS event that the notes do not remain in book-entry only form and the Debentures or are not in the form of a Global Securityglobal certificate, the Company we will have the right to select record dates, which must will be at least one Business Day business day before an interest payment date. Interest Payment Date (whether or not a Business Day), immediately preceding such Interest Payment Date. The amount of interest payable for any full quarterly interest period will be computed calculated on the basis of a 360-day year consisting of twelve 30-day monthsmonths and will accrue from , 2007 or from the most recent date to which interest has been paid or duly provided for. The amount We will pay interest (including contingent interest and additional amounts, if any) semi-annually, in arrears on May 1 and November 1 of interest payable for each year, commencing on November 1, 2007. Contingent interest, if any, will accrue from the first day of any period shorter than a full 90-day quarterly relevant interest period for which interest is computed, will and be computed payable on the basis interest payment date at the end of 30the relevant six-day months and, for periods month period to holders of less than a full calendar month, the actual number notes as of days elapsed per 30-day monththe record date relating to such interest payment date. In the event of any determination that holders will be entitled to receive contingent interest with respect to an interest period, we will promptly (i) issue a press release and use our reasonable efforts to post such information on our website or otherwise publicly disclose this information or (ii) provide notice to the holders of the notes in a manner contemplated by the indenture, including through the facilities of DTC. 2 If, in connection with a payment of contingent interest, we determine that United States withholding tax may be required as described under "United States Federal Income Tax Considerations - Non-United States Holders," we will provide this information through a press release disseminated as provided above. "Contingent interest trading price" means, on any Interest Payment Date date of determination, the average of the secondary bid quotations per note obtained by the conversion agent for $5,000,000 principal amount of the notes at approximately 3:30 p.m., New York City time, on such determination date from three independent nationally recognized securities dealers we select; provided that, if at least three such bids cannot reasonably be obtained, but two such bids can reasonably be obtained, then the average of these two bids shall be used; provided, further, that, if at least two such bids cannot reasonably be obtained, but one such bid can reasonably be obtained, this one bid shall be used. If on any date of determination the conversion agent cannot reasonably obtain at least one bid for $5,000,000 principal amount of the notes from an independent nationally recognized securities dealer or, in our reasonable judgment, the bid quotations are not indicative of the secondary market value of the notes, then the contingent interest trading price of the notes on such date of determination will be (a) the applicable conversion rate of the notes (as defined below) multiplied by (b) the closing sale price of our common stock on such determination date. Upon conversion of a note, a holder will not receive any cash payment of interest (including contingent interest and additional amounts, if any) unless, as described below, such conversion occurs after a record date and prior to the interest payment date to which that record date relates or such conversion occurs during a registration default as described under "- Registration Rights" below. If we deliver common stock upon surrender of a note for conversion, we will not issue fractional common stock. Instead, we will pay cash in lieu of fractional shares based on the Debentures closing sale price of the common stock on the trading day immediately prior to the conversion date. Our delivery to a holder of the full amount of cash and common stock, if any, as described below under "- Payment upon Conversion," together with any cash payment for any fractional share, will be deemed to satisfy our obligation to pay: • the principal amount of the note; and • accrued but unpaid interest (including contingent interest and additional amounts, if any) to but excluding the conversion date. As a result, accrued but unpaid interest (including contingent interest and additional amounts, if any) up to but excluding the conversion date will be deemed to be paid in full rather than cancelled, extinguished or forfeited. For a general discussion of the U.S. federal income tax treatment upon receipt of our common stock upon conversion, see "Material U.S. Federal Income Tax Considerations." Notwithstanding the preceding paragraph, if notes are converted after the close of business on a record date but prior to the opening of business on the interest payment date to which that record date relates, holders of such notes at the close of business on the record date will receive the interest (including contingent interest and additional amounts, if any) payable on the notes on the corresponding interest payment date notwithstanding the conversion. Such notes, upon surrender for conversion, must be accompanied by funds equal to the amount of interest (including contingent interest and additional amounts, if any) payable on the notes so converted on the next succeeding interest payment date. However, no such payment need be made: • in connection with any conversion following the regular record date immediately preceding the maturity date; • if we have specified a redemption date that is after a record date and on or prior to the corresponding interest payment date; 3 • if we have specified a repurchase date or a fundamental change purchase date that is after a record date and on or prior to the corresponding interest payment date; or • to the extent of any overdue interest (including overdue contingent interest and additional amounts, if any) if overdue interest, contingent interest or additional amounts exist at the time of conversion with respect to such note. If any interest payment date, maturity date, redemption date, repurchase date or settlement date (including upon the occurrence of a fundamental change, as described below) falls on a day that is not a Business Daybusiness day, then the required payment of the interest payable on such date will be made on the next succeeding business day that is a Business Day (and without any interest or other payment in respect of any such delay), except that if such Business Day is in the next succeeding calendar year, then such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on such date. Any such the date that the payment was due, and no additional interest installment, including contingent interest, not punctually paid or duly provided for (excluding installments of interest (other than contingent interest) will accrue on that are subject to an Extension Period) shall forthwith cease to be payable to the Holders on such Regular Record Date and shall be paid to the Person in whose name the Debenture is registered at the close of business on a special record date to be fixed by the Company payment for the period from and after the interest payment of such defaulted interestdate, provided maturity date, redemption date or repurchase date, as the case may be, to that no special record date shall be less than 10 days prior to the related payment date for such defaulted interest or may be paid at any time in any other lawful manner deemed practicable by the Trustee after notice thereof by the Company to the Trusteenext succeeding business day.

Interest and Contingent Interest. (a) The Debentures shall notes bear interest at a rate of 4.003.375% per annum (year. In addition, we will pay contingent interest to holders of notes during the “Coupon Rate”) period commencing May 20, 2012 and ending on the principal amount thereofNovember 14, 2012 and for any six-month period thereafter, from and including December 15an interest payment date up to, 2004but excluding, the next interest payment date, if the average contingent interest trading price (as defined below) per $1,000 principal amount of the notes for the five-consecutive-trading-day period ending on the third trading day (as defined below) immediately preceding the first day of such interest period equals 120% or more of the principal amount of the notes. During any interest period in which contingent interest shall be payable, the contingent interest payable quarterly per $1,000 principal amount of the notes will equal 0.25% per annum of the average contingent interest trading price of $1,000 principal amount of notes during the five-consecutive-trading-day period ending on the third trading day immediately preceding the first day of the applicable interest period used to determine whether contingent interest must be paid. For so long as the notes are held in arrears book-entry only form, interest (including contingent interest, additional interest and additional amounts, if any) will be payable on March 15, June 15, September 15 and December 15 of each year (each an “Interest Payment Date”), beginning March 15, 2005 interest payment date to the persons person in whose names the Debentures are name a given note is registered at the close of business on the business day next preceding before the Interest Payment Dateinterest payment date (each, a “record date”). If In the Trust PIERS event that the notes do not remain in book-entry only form and the Debentures or are not in the form of a Global Securityglobal certificate, the Company we will have the right to select record dates, which must will be at least one Business Day business day before an interest payment date. Interest Payment Date (whether or not a Business Day), immediately preceding such Interest Payment Date. The amount of interest payable for any full quarterly interest period will be computed calculated on the basis of a 360-day year consisting of twelve 30-day monthsmonths and will accrue from May 30, 2007 or from the most recent date to which interest has been paid or duly provided for. The amount We will pay interest (including contingent interest, additional interest and additional amounts, if any) semi-annually, in arrears on May 15 and November 15 of interest payable for each year, commencing on November 15, 2007. Contingent interest, if any, will accrue from and including the first day of any period shorter than a full 90-day quarterly relevant interest period for which interest is computedto but excluding, will and be computed on the basis of 30-day months and, for periods of less than a full calendar monthpayable on, the actual number interest payment date at the end of days elapsed per 30-day monthsuch interest period to holders of notes as of the record date relating to such interest payment date. In the event of any determination that any Interest Payment Date on the Debentures is not a Business Day, then payment of the interest payable on such date holders will be made entitled to receive contingent interest with respect to an interest period, we will promptly (i) issue a press release and use our reasonable efforts to post such information on our website or otherwise publicly disclose this information or (ii) provide notice to the next succeeding day that is holders of notes in a Business Day (and without any interest or other payment in respect of any such delay), except that if such Business Day is in manner contemplated by the next succeeding calendar year, then such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on such date. Any such interest installmentindenture, including contingent interest, not punctually paid or duly provided for (excluding installments through the facilities of interest (other than contingent interest) that are subject to an Extension Period) shall forthwith cease to be payable to the Holders on such Regular Record Date and shall be paid to the Person in whose name the Debenture is registered at the close of business on a special record date to be fixed by the Company for the payment of such defaulted interest, provided that no special record date shall be less than 10 days prior to the related payment date for such defaulted interest or may be paid at any time in any other lawful manner deemed practicable by the Trustee after notice thereof by the Company to the TrusteeDTC.