Common use of Issuance of Warrants; Book Entry Procedures; Successor Depositary Clause in Contracts

Issuance of Warrants; Book Entry Procedures; Successor Depositary. (a) The Warrants shall initially be represented by a single certificate (the “Global Warrant Certificate”). Each Warrant shall represent the right, subject to the provisions contained herein and in the Global Warrant Certificate, to receive the Cash Settlement Amount (as defined in paragraph (d) of Section 2.02), if any, of such Warrant. In no event shall Holders (as defined in Section 4.02) be entitled to receive any interest on any Cash Settlement Amount (unless the Company shall default in the payment of such Cash Settlement Amount). Beneficial owners of interests in the Global Warrant Certificate shall not be entitled to receive definitive Warrants evidencing the Warrants; provided, however, that if (i) the Depositary (as defined in Section 1.01(b)) is at any time unwilling or unable to continue as Depositary for the Warrants and a successor Depositary is not appointed by the Company within 60 days, or (ii) the Company executes and delivers to the Warrant Agent a company order to the effect that the Warrants shall no longer be represented by the Global Warrant Certificate, or (iii) in the event the Company shall be adjudged bankrupt or insolvent or make an assignment for the benefit of its creditors or institute proceedings to be adjudicated bankrupt or shall consent to the filing of a bankruptcy proceeding against it, or shall file a petition or answer or consent seeking reorganization under applicable law, or shall consent to the filing of any such petition, or shall consent to the appointment of a receiver or custodian of all or any substantial part of its property, or shall admit in writing its inability to pay or meet its debts as they mature, or if a receiver or custodian of it or all or any substantial part of its property shall be appointed, or if any public officer shall have taken charge or control of the Company or of its property or affairs, for the purpose of rehabilitation, conservation or liquidation, provided any such event does not result in the automatic exercise of the Warrants as described in Section 2.02, the Company will issue Warrants in definitive form in exchange for the Global Warrant Certificate. In any such instance, and in accordance with the provisions of this Agreement, each beneficial owner of an interest in the Global Warrant Certificate will be entitled to have a number of Warrants equivalent to such owner’s beneficial interest in the Global Warrant Certificate registered in its name and will be entitled to physical delivery of such Warrants in definitive form by the Depositary Participant (as defined in Section 1.01(c)) through which such owner’s beneficial interest is reflected. The provisions of Section 1.05 shall apply only if, and when, Warrants in definitive form (“Warrant Certificates”) are issued hereunder. Unless the context shall otherwise require, all references in this Agreement to the Global Warrant Certificate shall include the Warrant Certificates in the event that Warrant Certificates are issued. (b) The Global Warrant Certificate shall be deposited with the Depositary or its agent (the term “Depositary”, as used herein, initially refers to The Depository Trust Company and includes any successor depositary selected by the Company as provided in Section 1.01(d)) for credit to the accounts of the Depositary Participants as shown on the records of the Depositary from time to time. (c) The Global Warrant Certificate will initially be registered in the name of a nominee of the Depositary selected by the Company for the Warrants. The Warrant holdings of Depositary Participants will be recorded on the books of the Depositary. The holdings of customers of Depositary Participants will be reflected on the books and records of such Depositary Participants and will not be known to the Warrant Agent, the Company or to the Depositary. “Depositary Participants” include securities brokers and dealers, banks and trust companies, clearing organizations and certain other organizations which are participants in the Depositary’s system. The Global Warrant Certificate will be held by the Depositary or its agent. (d) The Company may from time to time select a new entity to act as Depositary and, if such selection is made, the Company shall promptly give the Warrant Agent written notice to such effect identifying the new Depositary, and the Global Warrant Certificate shall be delivered to the Warrant Agent and shall be transferred to the new Depositary as provided in Section 1.04 as promptly as possible. Appropriate changes may be made in the Global Warrant Certificate, the notice of exercise and the related notices delivered in connection with an exercise of Warrants to reflect the selection of the new Depositary.

Issuance of Warrants; Book Entry Procedures; Successor Depositary. (a) The Warrants shall initially be represented by a single certificate (the “Global Warrant Certificate”). Each Warrant shall represent the right, subject to the provisions contained herein and in the Global Warrant Certificate, to receive the Cash Settlement Amount (as defined in paragraph (d) of Section 2.02), if any, of such Warrant. In no event shall Holders (as defined in Section 4.02) be entitled to receive any interest on any Cash Settlement Amount (unless the Company shall default in the payment of such Cash Settlement Amount). Beneficial owners of interests in the Global Warrant Certificate shall not be entitled to receive definitive Warrants evidencing the Warrants; provided, however, that if (i) the Depositary (as defined in Section 1.01(b)) is at any time unwilling or unable to continue as Depositary for the Warrants and a successor Depositary is not appointed by the Company within 60 days, or (ii) the Company executes and delivers to the Warrant Agent a company order to the effect that the Warrants shall no longer be represented by the Global Warrant Certificate, or (iii) in the event the Company shall be adjudged bankrupt or insolvent or make an assignment for the benefit of its creditors or institute proceedings to be adjudicated bankrupt or shall consent to the filing of a bankruptcy proceeding against it, or shall file a petition or answer or consent seeking reorganization under applicable law, or shall consent to the filing of any such petition, or shall consent to the appointment of a receiver or custodian of all or any substantial part of its property, or shall admit in writing its inability to pay or meet its debts as they mature, or if a receiver or custodian of it or all or any substantial part of its property shall be appointed, or if any public officer shall have taken charge or control of the Company or of its property or affairs, for the purpose of rehabilitation, conservation or liquidation, provided any such event does not result the Company will issue Warrants in definitive form in exchange for the automatic exercise of the Warrants as described in Section 2.02Global Warrant Certificate. In addition, the Company may at any time determine not to have the Warrants represented by a Global Warrant Certificate and, in such event, will issue Warrants in definitive form in exchange for the Global Warrant Certificate. In any such instance, and in accordance with the provisions of this Agreement, each beneficial owner of an interest in the Global Warrant Certificate will be entitled to have a number of Warrants equivalent to such owner’s beneficial interest in the Global Warrant Certificate registered in its name and will be entitled to physical delivery of such Warrants in definitive form by the Depositary Participant (as defined in Section 1.01(c)) through which such owner’s beneficial interest is reflected. The provisions of Section 1.05 shall apply only if, and when, Warrants in definitive form (“Warrant Certificates”) are issued hereunder. Unless the context shall otherwise require, all references in this Agreement to the Global Warrant Certificate shall include the Warrant Certificates in the event that Warrant Certificates are issued. (b) The Global Warrant Certificate shall be deposited with the Depositary or its agent (the term “Depositary”, as used herein, initially refers to The Depository Trust Company and includes any successor depositary selected by the Company as provided in Section 1.01(d)) for credit to the accounts of the Depositary Participants as shown on the records of the Depositary from time to time. (c) The Global Warrant Certificate will initially be registered in the name of a nominee of the Depositary selected by the Company for the Warrants. The Warrant holdings of Depositary Participants will be recorded on the books of the Depositary. The holdings of customers of Depositary Participants will be reflected on the books and records of such Depositary Participants and will not be known to the Warrant Agent, the Company or to the Depositary. “Depositary Participants” include securities brokers and dealers, banks and trust companies, clearing organizations and certain other organizations which are participants in the Depositary’s system. The Global Warrant Certificate will be held by the Depositary or its agent. (d) The Company may from time to time select a new entity to act as Depositary and, if such selection is made, the Company shall promptly give the Warrant Agent written notice to such effect identifying the new Depositary, and the Global Warrant Certificate shall be delivered to the Warrant Agent and shall be transferred to the new Depositary as provided in Section 1.04 as promptly as possible. Appropriate changes may be made in the Global Warrant Certificate, the notice of exercise and the related notices delivered in connection with an exercise of Warrants to reflect the selection of the new Depositary.

Issuance of Warrants; Book Entry Procedures; Successor Depositary. (a) The Warrants shall initially be represented by a single certificate (the “"Global Warrant Certificate”"). Each Warrant shall represent the right, subject to the provisions contained herein and in the Global Warrant Certificate, to receive the Cash Settlement Amount Amount, if any, (as defined in paragraph (d) of Section 2.02), if any, ) of such Warrant. In no event shall Holders (as defined in Section 4.02) be entitled to receive any interest on any Cash Settlement Amount (unless the Company shall default in the payment of such Cash Settlement Amount). Beneficial owners of interests in the Global Warrant Certificate shall not be entitled to receive definitive Warrants evidencing the Warrants; provided, however, that if (i) the Depositary (as defined in Section 1.01(b)) is at any time unwilling or unable to continue as Depositary for the Warrants and a successor Depositary is not appointed by the Company within 60 days, or (ii) the The Company executes and delivers to the Warrant Agent a company order to the effect that the Warrants global warrants shall no longer be represented by the Global Warrant Certificateexchangeable, or (iii) in the event the Company shall be adjudged bankrupt or insolvent or make an assignment for the benefit of its creditors or institute proceedings to be adjudicated bankrupt or shall consent to the filing of a bankruptcy proceeding against it, or shall file a petition or answer or consent seeking reorganization under applicable law, or shall consent to the filing of any such petition, or shall consent to the appointment of a receiver or custodian of all or any substantial part of its property, or shall admit in writing its inability to pay or meet its debts as they mature, or if a receiver or custodian of it or all or any substantial part of its property shall be appointed, or if any public officer shall have taken charge or control of the Company or of its property or affairs, for the purpose of rehabilitation, conservation or liquidation, provided any such event does not result the Company will issue Warrants in definitive form in exchange for the automatic exercise of the Warrants as described in Section 2.02Global Warrant Certificate. In addition, the Company may at any time determine not to have the Warrants represented by a Global Warrant Certificate and, in such event, will issue Warrants in definitive form in exchange for the Global Warrant Certificate. In any such instance, and in accordance with the provisions of this Agreement, each beneficial owner of an interest in the Global Warrant Certificate will be entitled to have a number of Warrants equivalent to such owner’s 's beneficial interest in the Global Warrant Certificate registered in its name and will be entitled to physical delivery of such Warrants in definitive form by the Depositary Participant (as defined in Section 1.01(c)) through which such owner’s 's beneficial interest is reflected. The provisions of Section 1.05 shall apply only if, and when, Warrants in definitive form (“"Warrant Certificates”") are issued hereunder. Unless the context shall otherwise require, all references in this Agreement to the Global Warrant Certificate shall include the Warrant Certificates in the event that Warrant Certificates are issued. (b) The Global Warrant Certificate shall be deposited with the Depositary or its agent (the term “"Depositary”", as used herein, initially refers to The Depository Trust Company and includes any successor depositary selected by the Company as provided in Section 1.01(d)) for credit to the accounts of the Depositary Participants as shown on the records of the Depositary from time to time. (c) The Global Warrant Certificate will initially be registered in the name of a nominee of the Depositary selected by the Company for the Warrants. The Warrant holdings of Depositary Participants will be recorded on the books of the Depositary. The holdings of customers of Depositary Participants will be reflected on the books and records of such Depositary Participants and will not be known to the Warrant Agent, the Company or to the Depositary. “"Depositary Participants” " include securities brokers and dealers, banks and trust companies, clearing organizations and certain other organizations which are participants in the Depositary’s 's system. The Global Warrant Certificate will be held by the Depositary or its agent. (d) The Company may from time to time select a new entity to act as Depositary and, if such selection is made, the Company shall promptly give the Warrant Agent written notice to such effect identifying the new Depositary, and the Global Warrant Certificate shall be delivered to the Warrant Agent and shall be transferred to the new Depositary as provided in Section 1.04 as promptly as possible. Appropriate changes may be made in the Global Warrant Certificate, the notice of exercise and the related notices delivered in connection with an exercise of Warrants to reflect the selection of the new Depositary.

Issuance of Warrants; Book Entry Procedures; Successor Depositary. (a) The Warrants shall initially be represented by a single certificate (the “Global Warrant Certificate”). Each Warrant shall represent the right, subject to the provisions contained herein and in the Global Warrant Certificate, to receive the Cash Settlement Amount (as defined in paragraph (d) of Section 2.02), if any, and the Interim Payment (as defined in paragraph (a) of Section 2.03), if any, of such Warrant. In no event shall Holders (as defined in Section 4.02) be entitled to receive any interest on any Cash Settlement Amount (unless the Company shall default in the payment of such Cash Settlement Amount)or any Interim Payment. Beneficial owners of interests in the Global Warrant Certificate shall not be entitled to receive definitive Warrants evidencing the Warrants; provided, however, that if (i) the Depositary (as defined in Section 1.01(b)) is at any time unwilling or unable to continue as Depositary for the Warrants and a successor Depositary is not appointed by the Company within 60 days, or (ii) the Company executes and delivers to the Warrant Agent a company order to the effect that the Warrants shall no longer be represented by the Global Warrant Certificate, or (iii) in the event the Company shall be adjudged bankrupt or insolvent or make an assignment for the benefit of its creditors or institute proceedings to be adjudicated bankrupt or shall consent to the filing of a bankruptcy proceeding against it, or shall file a petition or answer or consent seeking reorganization under applicable law, or shall consent to the filing of any such petition, or shall consent to the appointment of a receiver or custodian of all or any substantial part of its property, or shall admit in writing its inability to pay or meet its debts as they mature, or if a receiver or custodian of it or all or any substantial part of its property shall be appointed, or if any public officer shall have taken charge or control of the Company or of its property or affairs, for the purpose of rehabilitation, conservation or liquidation, provided any such event does not result in the automatic exercise of the Warrants as described in Section 2.02, the Company will issue Warrants in definitive form in exchange for the Global Warrant Certificate. In any such instance, and in accordance with the provisions of this Agreement, each beneficial owner of an interest in the Global Warrant Certificate will be entitled to have a number of Warrants equivalent to such owner’s beneficial interest in the Global Warrant Certificate registered in its name and will be entitled to physical delivery of such Warrants in definitive form by the Depositary Participant (as defined in Section 1.01(c)) through which such owner’s beneficial interest is reflected. The provisions of Section 1.05 shall apply only if, and when, Warrants in definitive form (“Warrant Certificates”) are issued hereunder. Unless the context shall otherwise require, all references in this Agreement to the Global Warrant Certificate shall include the Warrant Certificates in the event that Warrant Certificates are issued. (b) The Global Warrant Certificate shall be deposited with the Depositary or its agent (the term “Depositary”, as used herein, initially refers to The Depository Trust Company and includes any successor depositary selected by the Company as provided in Section 1.01(d)) for credit to the accounts of the Depositary Participants as shown on the records of the Depositary from time to time. (c) The Global Warrant Certificate will initially be registered in the name of a Cede & Co., the Depositary’s partnership nominee of the Depositary selected by the Company for the Warrants. The Warrant holdings of Depositary Participants will be recorded on the books of the Depositary. The holdings of customers of Depositary Participants will be reflected on the books and records of such Depositary Participants and will not be known to the Warrant Agent, the Company or to the Depositary. “Depositary Participants” include securities brokers and dealers, banks and trust companies, clearing organizations and certain other organizations which are participants in the Depositary’s system. The Global Warrant Certificate will be held by the Depositary or its agent. (d) The Company may from time to time select a new entity to act as Depositary and, if such selection is made, the Company shall promptly give the Warrant Agent written notice to such effect identifying the new Depositary, and the Global Warrant Certificate shall be delivered to the Warrant Agent and shall be transferred to the new Depositary as provided in Section 1.04 as promptly as possible. Appropriate changes may be made in the Global Warrant Certificate, the notice of exercise and the related notices delivered in connection with an exercise of Warrants to reflect the selection of the new Depositary.