Common use of No Fractional Equity Securities Clause in Contracts

No Fractional Equity Securities. No fractional Equity Security of the Company shall be issued upon conversions or exchanges of Securities of any series. If more than one Security shall be surrendered for conversion or exchange at one time by the same Holder, the number of full shares of the Equity Security which shall be issuable upon conversion or exchange shall be computed on the basis of the aggregate principal amount of the Securities (or specified portions thereof to the extent permitted hereby) so surrendered. If, except for the provisions of this Section 10.03, any Holder of a Security or Securities would be entitled to a fractional share of any Equity Security of the Company upon the conversion or exchange of such Security or Securities, or specified portions thereof, the Company shall pay to such Holder an amount in cash equal to the current market value of such fractional share computed, (i) if such Equity Security is listed or admitted to unlisted trading privileges on a national securities exchange, on the basis of the last reported sale price regular way on the principal exchange where such Equity Security is listed or admitted, on the last trading day prior to the date of conversion or exchange upon which such a sale shall have been effected, (ii) if such Equity Security is not at the time so listed or admitted on a national securities exchange but is quoted on the Nasdaq Stock Market, on the basis of the average of the bid and asked prices of such Equity Security on the Nasdaq Stock Market on the last trading day prior to the date of conversion or exchange, (iii) if such Equity Security is not at the time so listed or admitted to unlisted trading privileges on a national securities exchange or quoted on the Nasdaq Stock Market, on the basis of the average of the bid and asked prices of such Equity Security in the over-the-counter market, on the last trading day prior to the date of conversion or exchange, as reported by the National Quotation Bureau Incorporated or similar organization if the National Quotation Bureau Incorporated is no longer reporting such information, or (iv) in accordance with the terms of the supplemental indenture or Board Resolutions setting the terms of the Securities of such series. For purposes of this Section, "trading day" shall mean each Monday, Tuesday, Wednesday, Thursday and Friday other than any day on which the applicable Equity Security is not traded or quoted on a national securities exchange, or if the applicable Equity Security is not traded or quoted on a national securities exchange, on the Nasdaq Stock Market or the principal exchange or market on which the applicable Equity Security is traded or quoted.

No Fractional Equity Securities. No fractional Equity Security of the Company shall be issued upon conversions or exchanges of Securities of any series. If more than one Security shall be surrendered for conversion or exchange at one time by the same Holder, the number of full shares of the Equity Security which shall be issuable upon conversion or exchange shall be computed on the basis of the aggregate principal amount of the Securities (or specified portions thereof to the extent permitted hereby) so surrendered. If, except for the provisions of this Section 10.0314.3, any Holder of a Security or Securities would be entitled to a fractional share of any Equity Security of the Company upon the conversion or exchange of such Security or Securities, or specified portions thereof, the Company shall pay to such Holder an amount in cash equal to the current market value of such fractional share computed, (i) if such Equity Security is listed or admitted to unlisted trading privileges on a national securities exchange, on the basis of the last reported sale price regular way on the principal exchange where such Equity Security is listed or admitted, on the last trading day prior to the date of conversion or exchange upon which such a sale shall have been effected, (ii) if such Equity Security is not at the time so listed or admitted on a national securities exchange but is quoted on the Nasdaq Stock MarketNational Market System of the National Association of Securities Dealers, Inc. ("NASDAQ"), on the basis of the average of the last bid and asked prices of such Equity Security on the Nasdaq Stock Market NASDAQ on the last trading day prior to the date of conversion or exchange, (iii) if such Equity Security is not at the time so listed or admitted to unlisted trading privileges on a national securities exchange or quoted on the Nasdaq Stock MarketNASDAQ, on the basis of the average of the last bid and asked prices of such Equity Security in the over-the-counter market, on the last trading day prior to the date of conversion or exchange, as reported by the National Quotation Bureau Incorporated or similar organization if the National Quotation Bureau Incorporated is no longer reporting such information, or (iv) in accordance with the terms of the supplemental indenture or Board Resolutions setting the terms of the Securities of such series. For purposes of this Section, "trading day" shall mean each Monday, Tuesday, Wednesday, Thursday and Friday other than any day on which the applicable Equity Security is not traded or quoted on a national securities exchange, or if the applicable Equity Security is not traded or quoted on a national securities exchange, on the Nasdaq Stock Market NASDAQ or the principal exchange or market on which the applicable Equity Security is traded or quoted.

No Fractional Equity Securities. No fractional Equity Security of the Company shall be issued upon conversions or exchanges of Securities of any series. If more than one Security shall be surrendered for conversion or exchange at one time by the same Holder, the number of full shares of the Equity Security which shall be issuable upon conversion or exchange shall be computed on the basis of the aggregate principal amount of the Securities (or specified portions thereof to the extent permitted 103 112 hereby) so surrendered. If, except for the provisions of this Section 10.0314.3, any Holder of a Security or Securities would be entitled to a fractional share of any Equity Security of the Company upon the conversion or exchange of such Security or Securities, or specified portions thereof, the Company shall pay to such Holder an amount in cash equal to the current market value of such fractional share computed, (i) if such Equity Security is listed or admitted to unlisted trading privileges on a national securities exchange, on the basis of the last reported sale price regular way on the principal exchange where such Equity Security is listed or admitted, on the last trading day prior to the date of conversion or exchange upon which such a sale shall have been effected, (ii) if such Equity Security is not at the time so listed or admitted on a national securities exchange but is quoted on the Nasdaq Stock MarketNational Market System of the National Association of Securities Dealers, Inc. ("NASDAQ"), on the basis of the average of the bid and asked prices of such Equity Security on the Nasdaq Stock Market NASDAQ on the last trading day prior to the date of conversion or exchange, (iii) if such Equity Security is not at the time so listed or admitted to unlisted trading privileges on a national securities exchange or quoted on the Nasdaq Stock MarketNASDAQ, on the basis of the average of the bid and asked prices of such Equity Security in the over-the-the- counter market, on the last trading day prior to the date of conversion or exchange, as reported by the National Quotation Bureau Incorporated or similar organization if the National Quotation Bureau Incorporated is no longer reporting such information, or (iv) in accordance with the terms of the supplemental indenture or Board Resolutions setting the terms of the Securities of such series. For purposes of this Section, "trading day" shall mean each Monday, Tuesday, Wednesday, Thursday and Friday other than any day on which the applicable Equity Security is not traded or quoted on a national securities exchange, or if the applicable Equity Security is not traded or quoted on a national securities exchange, on the Nasdaq Stock Market NASDAQ or the principal exchange or market on which the applicable Equity Security is traded or quoted.

No Fractional Equity Securities. No fractional Equity Security of the Company shall be issued upon conversions or exchanges of Securities of any series. If more than one Security shall be surrendered for conversion or exchange at one time by the same Holder, the number of full shares of the Equity Security which shall be issuable upon conversion or exchange shall be computed on the basis of the aggregate principal amount of the Securities (or specified portions thereof to the extent permitted hereby) so surrendered. If, except for the provisions of this Section 10.0314.3, any Holder of a Security or Securities would be entitled to a fractional share of any Equity Security of the Company upon the conversion or exchange of such Security or Securities, or specified portions thereof, the Company shall pay to such Holder an amount in cash equal to the current market value of such fractional share computed, (i) if such Equity Security is listed or admitted to unlisted trading privileges on a national securities exchange, on the basis of the last reported sale price regular way on the principal exchange where such Equity Security is listed or admitted, on the last trading day prior to the date of conversion or exchange upon which such a sale shall have been effected, (ii) if such Equity Security is not at the time so listed or admitted on a national securities exchange but is quoted on the Nasdaq Stock MarketNational Market System of the National Association of Securities Dealers, Inc. ("NASDAQ"), on the basis of the average of the bid and asked prices of such Equity Security on the Nasdaq Stock Market NASDAQ on the last trading day prior to the date of conversion or exchange, (iii) if such Equity Security is not at the time so listed or admitted to unlisted trading privileges on a national securities exchange or quoted on the Nasdaq Stock MarketNASDAQ, on the basis of the average of the bid and asked prices of such Equity Security in the over-the-the- counter market, on the last trading day prior to the date of conversion or exchange, as reported by the National Quotation Bureau Incorporated or similar organization if the National Quotation Bureau Incorporated is no longer reporting such information, or (iv) in accordance with the terms of the supplemental indenture or Board Resolutions setting the terms of the Securities of such series. For purposes of this Section, "trading day" shall mean each Monday, Tuesday, Wednesday, Thursday and Friday other than any day on which the applicable Equity Security is not traded or quoted on a national securities exchange, or if the applicable Equity Security is not traded or quoted on a national securities exchange, on the Nasdaq Stock Market NASDAQ or the principal exchange or market on which the applicable Equity Security is traded or quoted.

No Fractional Equity Securities. No fractional Equity Security of the Company shall be issued upon conversions or exchanges of Securities of any series. If more than one Security shall be surrendered for conversion or exchange at one time by the same Holder, the number of full shares of the Equity Security which shall be issuable upon conversion or exchange shall be computed on the basis of the aggregate principal amount of the Securities (or specified portions thereof to the extent permitted hereby) so surrendered. If, except for the provisions of this Section 10.0314.3, any Holder of a Security or Securities would be entitled to a fractional share of any Equity Security of the Company upon the conversion or exchange of such Security or Securities, or specified portions thereof, the Company shall pay to such Holder an amount in cash equal to the current market value of such fractional share computed, (i) if such Equity Security is listed or admitted to unlisted trading privileges on a national securities exchange, on the basis of the last reported sale price regular way on the principal exchange where such Equity Security is listed or admitted, on the last trading day prior to the date of conversion or exchange upon which such a sale shall 102 110 have been effected, (ii) if such Equity Security is not at the time so listed or admitted on a national securities exchange but is quoted on the Nasdaq Stock MarketNational Market System of the National Association of Securities Dealers, Inc. ("NASDAQ"), on the basis of the average of the bid and asked prices of such Equity Security on the Nasdaq Stock Market NASDAQ on the last trading day prior to the date of conversion or exchange, (iii) if such Equity Security is not at the time so listed or admitted to unlisted trading privileges on a national securities exchange or quoted on the Nasdaq Stock MarketNASDAQ, on the basis of the average of the bid and asked prices of such Equity Security in the over-the-counter market, on the last trading day prior to the date of conversion or exchange, as reported by the National Quotation Bureau Incorporated or similar organization if the National Quotation Bureau Incorporated is no longer reporting such information, or (iv) in accordance with the terms of the supplemental indenture or Board Resolutions setting the terms of the Securities of such series. For purposes of this Section, "trading day" shall mean each Monday, Tuesday, Wednesday, Thursday and Friday other than any day on which the applicable Equity Security is not traded or quoted on a national securities exchange, or if the applicable Equity Security is not traded or quoted on a national securities exchange, on the Nasdaq Stock Market NASDAQ or the principal exchange or market on which the applicable Equity Security is traded or quoted.

No Fractional Equity Securities. No fractional Equity Security of the Company Allied shall be issued upon conversions or exchanges of Securities of any series. If more than one Security shall be surrendered for conversion or exchange at one time by the same Holder, the number of full shares of the Equity Security which shall be issuable upon conversion or exchange shall be computed on the basis of the aggregate principal amount of the Securities (or specified portions thereof to the extent permitted hereby) so surrendered. If, except for the provisions of this Section 10.0314.3, any Holder of a Security or Securities would be entitled to a fractional share of any Equity Security of the Company Allied upon the conversion or exchange of such Security or Securities, or specified portions thereof, Allied or the Company shall pay to such Holder an amount in cash equal to the current market value of such fractional share computed, (i) if such Equity Security is listed or admitted to unlisted trading privileges on a national securities exchange, on the basis of the last reported sale price regular way on the principal exchange where such Equity Security is listed or admitted, on the last trading day prior to the date of conversion or exchange upon which such a sale shall have been effected, (ii) if such Equity Security is not at the time so listed or admitted on a national securities exchange but is quoted on the Nasdaq Stock MarketNational Market System of the National Association of Securities Dealers, Inc. ("NASDAQ"), on the basis of the average of the last bid and asked prices of such Equity Security on the Nasdaq Stock Market NASDAQ on the last trading day prior to the date of conversion or exchange, (iii) if such Equity Security is not at the time so listed or admitted to unlisted trading privileges on a national securities exchange or quoted on the Nasdaq Stock MarketNASDAQ, on the basis of the average of the last bid and asked prices of such Equity Security in the over-the-counter market, on the last trading day prior to the date of conversion or exchange, as reported by the National Quotation Bureau Incorporated or similar organization if the National Quotation Bureau Incorporated is no longer reporting such information, or (iv) in accordance with the terms of the supplemental indenture or Board Resolutions setting the terms of the Securities of such series. For purposes of this Section, "trading day" shall mean each Monday, Tuesday, Wednesday, Thursday and Friday other than any day on which the applicable Equity Security is not traded or quoted on a national securities exchange, or if the applicable Equity Security is not traded or quoted -91- 100 on a national securities exchange, on the Nasdaq Stock Market NASDAQ or the principal exchange or market on which the applicable Equity Security is traded or quoted.

No Fractional Equity Securities. No fractional Equity Security of the Company Allied shall be issued upon conversions or exchanges of Securities of any series. If more than one Security shall be surrendered for conversion or exchange at one time by the same Holder, the number of full shares of the Equity Security which shall be issuable upon conversion or exchange shall be computed on the basis of the aggregate principal amount of the Securities (or specified portions thereof to the extent permitted hereby) so surrendered. If, except for the provisions of this Section 10.0314.3, any Holder of a Security or Securities would be entitled to a fractional share of any Equity Security of the Company Allied upon the conversion or exchange of such Security or Securities, or specified portions thereof, Allied or the Company shall pay to such Holder an amount in cash equal to the current market value of such fractional share computed, (i) if such Equity Security is listed or admitted to unlisted trading privileges on a national securities exchange, on the basis of the last reported sale price regular way on the principal exchange where such Equity Security is listed or admitted, on the last trading day prior to the date of conversion or exchange upon which such a sale shall have been effected, (ii) if such Equity Security is not at the time so listed or admitted on a national securities exchange but is quoted on the Nasdaq Stock MarketNational Market System of the National Association of Securities Dealers, Inc. ("NASDAQ"), on the basis of the average of the last bid and asked prices of such Equity Security on the Nasdaq Stock Market NASDAQ on the last trading day prior to the date of conversion or exchange, (iii) if such Equity Security is not at the time so listed or admitted to unlisted trading privileges on a national securities exchange or quoted on the Nasdaq Stock MarketNASDAQ, on the basis of the average of the last bid and asked prices of such Equity Security in the over-the-counter market, on the last trading day prior to the date of conversion or exchange, as reported by the National Quotation Bureau Incorporated or similar organization if the National Quotation Bureau Incorporated is no longer reporting -93- 103 such information, or (iv) in accordance with the terms of the supplemental indenture or Board Resolutions setting the terms of the Securities of such series. For purposes of this Section, "trading day" shall mean each Monday, Tuesday, Wednesday, Thursday and Friday other than any day on which the applicable Equity Security is not traded or quoted on a national securities exchange, or if the applicable Equity Security is not traded or quoted on a national securities exchange, on the Nasdaq Stock Market NASDAQ or the principal exchange or market on which the applicable Equity Security is traded or quoted.

No Fractional Equity Securities. No fractional Equity Security of the Company Allied shall be issued upon conversions or exchanges of Securities of any series. If more than one Security shall be surrendered for conversion or exchange at one time by the same Holder, the number of full shares of the Equity Security which shall be issuable upon conversion or exchange shall be computed on the basis of the aggregate principal amount of the Securities (or specified portions thereof to the extent permitted hereby) so surrendered. If, except for the provisions of this Section 10.0314.3, any Holder of a Security or Securities would be entitled to a fractional share of any Equity Security of the Company Allied upon the conversion or exchange of such Security or Securities, or specified portions thereof, Allied or the Company shall pay to such Holder an amount in cash equal to the current market value of such fractional share computed, (i) if such Equity Security is listed or admitted to unlisted trading privileges on a national securities exchange, on the basis of the last reported sale price regular way on the principal exchange where such Equity Security is listed or admitted, on the last trading day prior to the date of conversion or exchange upon which such a sale shall have been effected, (ii) if such Equity Security is not at the time so listed or admitted on a national securities exchange but is quoted on the Nasdaq Stock MarketNational Market System of the National Association of Securities Dealers, Inc. ("NASDAQ"), on the basis of the average of the last bid and asked prices of such Equity Security on the Nasdaq Stock Market NASDAQ on the last trading day prior to the date of conversion or exchange, (iii) if such Equity Security is not at the time so listed or admitted to unlisted trading privileges on a national securities exchange or quoted on the Nasdaq Stock MarketNASDAQ, on the basis of the average of the last bid and asked prices of such Equity Security in the over-the-counter market, on the last trading day prior to the date of conversion or exchange, as reported by the National Quotation Bureau Incorporated or similar organization if the National Quotation Bureau Incorporated is no longer reporting such information, or (iv) in accordance with the terms of the supplemental indenture or Board Resolutions setting the terms of the Securities of such series. For purposes of this Section, "trading day" shall mean each Monday, Tuesday, Wednesday, Thursday and Friday other than any day on which the applicable Equity Security is not traded or quoted on a national securities exchange, or if the applicable Equity Security is not traded or quoted on a national securities exchange, on the Nasdaq Stock Market NASDAQ or the principal exchange or market on which the applicable Equity Security is traded or quoted.

No Fractional Equity Securities. No fractional Equity Security of the Company Allied shall be issued upon conversions or exchanges of Securities of any series. If more than one Security shall be surrendered for conversion or exchange at one time by the same Holder, the number of full shares of the Equity Security which shall be issuable upon conversion or exchange shall be computed on the basis of the aggregate principal amount of the Securities (or specified portions thereof to the extent permitted hereby) so surrendered. If, except for the provisions of this Section 10.0314.3, any Holder of a Security or Securities would be entitled to a fractional share of any Equity Security of the Company Allied upon the conversion or exchange of such Security or Securities, or specified portions thereof, Allied or the Company shall pay to such Holder an amount in cash equal to the current market value of such fractional share computed, (i) if such Equity Security is listed or admitted to unlisted trading privileges on a national securities exchange, on the basis of the last reported sale price regular way on the principal exchange where such Equity Security is listed or admitted, on the last trading day prior to the date of conversion or exchange upon which such a sale shall have been effected, (ii) if such Equity Security is not at the time so listed or admitted on a national securities exchange but is quoted on the Nasdaq Stock MarketNational Market System of the National Association of Securities Dealers, Inc. ("NASDAQ"), on the basis of the average of the last bid and asked prices of such Equity Security on the Nasdaq Stock Market NASDAQ on the last trading day prior to the date of conversion or exchange, (iii) if such Equity Security is not at the time so listed or admitted to unlisted trading privileges on a national securities exchange or quoted on the Nasdaq Stock MarketNASDAQ, on the basis of the average of the last bid and asked prices of such Equity Security in the over-the-the- counter market, on the last trading day prior to the date of conversion or exchange, as reported by the National Quotation Bureau Incorporated or similar organization if the National Quotation Bureau Incorporated is no longer reporting such information, or (iv) in accordance with the terms of the supplemental indenture or Board Resolutions setting the terms of the Securities of such series. For purposes of this Section, "trading day" shall mean each Monday, Tuesday, Wednesday, Thursday and Friday other than any day on which the applicable Equity Security is not traded or quoted on a national securities exchange, or if the applicable Equity Security is not traded or quoted on a national securities exchange, on the Nasdaq Stock Market NASDAQ or the principal exchange or market on which the applicable Equity Security is traded or quoted.

No Fractional Equity Securities. No fractional Equity Security of the Company Allied shall be issued upon conversions or exchanges of Securities of any series. If more than one Security shall be surrendered for conversion or exchange at one time by the same Holder, the number of full shares of the Equity Security which shall be issuable upon conversion or exchange shall be computed on the basis of the aggregate principal amount of the Securities (or specified portions thereof to the extent permitted hereby) so surrendered. If, except for the provisions of this Section 10.0314.3, any Holder of a Security or Securities would be entitled to a fractional share of any Equity Security of the Company Allied upon the conversion or exchange of such Security or Securities, or specified portions thereof, Allied or the Company shall pay to such Holder an amount in cash equal to the current market value of such fractional share computed, (i) if such Equity Security is listed or admitted to unlisted trading privileges on a national securities exchange, on the basis of the last reported sale price regular way on the principal exchange where such Equity Security is listed or admitted, on the last trading day prior to the date of conversion or exchange upon which such a sale shall have been effected, (ii) if such Equity Security is not at the time so listed or admitted on a national securities exchange but is quoted on the Nasdaq Stock MarketNational Market System of the National Association of Securities Dealers, Inc. ("NASDAQ"), on the basis of the average of the bid and asked prices of such Equity Security on the Nasdaq Stock Market NASDAQ on the last trading day prior to the date of conversion or exchange, (iii) if such Equity Security is not at the time so listed or admitted to unlisted trading privileges on a national securities exchange or quoted on the Nasdaq Stock MarketNASDAQ, on the basis of the average of the bid and asked prices of such Equity Security in the over-the-counter market, on the last trading day prior to the date of conversion or exchange, as reported by the National Quotation Bureau Incorporated or similar organization if the National Quotation Bureau Incorporated is no longer reporting such information, or (iv) in accordance with the terms of the supplemental indenture or Board Resolutions setting the terms of the Securities of such series. For purposes of this Section, "trading day" shall mean each Monday, Tuesday, Wednesday, Thursday and Friday other than any day on which the applicable Equity Security is not traded or quoted on a national securities exchange, or if the applicable Equity Security is not traded or quoted on a national securities exchange, on the Nasdaq Stock Market NASDAQ or the principal exchange or market on which the applicable Equity Security is traded or quoted.

No Fractional Equity Securities. No fractional Equity Security of the Company shall be issued upon conversions or exchanges of Securities of any series. If more than one Security shall be surrendered for conversion or exchange at one time by the same Holder, the number of full shares of the Equity Security which shall be issuable upon conversion or exchange shall be computed on the basis of the aggregate principal amount of the Securities (or specified portions thereof to the extent permitted hereby) so surrendered. If, except for the provisions of this Section 10.0314.3, any Holder of a Security or Securities would be entitled to a fractional share of any Equity Security of the Company upon the conversion or exchange of such Security or Securities, or specified portions thereof, the Company shall pay to such Holder an amount in cash equal to the current market value of such fractional share computed, (i) if such Equity Security is listed or admitted to unlisted trading privileges on a national securities exchange, on the basis of the last reported sale price regular way on the principal exchange where such Equity Security is listed or admitted, on the last trading day prior to the date of conversion or exchange upon which such a sale shall have been effected, (ii) if such Equity Security is not at the time so listed or admitted on a national securities exchange but is quoted on the Nasdaq Stock MarketNational Market System of the National Association of Securities Dealers, Inc. ("NASDAQ"), on the basis of the average of the bid and asked prices of such Equity Security on the Nasdaq Stock Market NASDAQ on the last trading day prior to the date of conversion or exchange, (iii) if such Equity Security is not at the time so listed or admitted to unlisted trading privileges on a national securities exchange or quoted on the Nasdaq Stock MarketNASDAQ, on the basis of the average of the bid and asked prices of such Equity Security in the over-the-the- counter market, on the last trading day prior to the date of conversion or exchange, as reported by the National Quotation Bureau Incorporated or similar organization if the National Quotation Bureau Incorporated is no longer reporting such information, or (iv) in accordance with the terms of the supplemental indenture or Board Resolutions setting the terms of the Securities of such series. For purposes of this Section, "trading day" shall mean each Monday, Tuesday, Wednesday, Thursday and Friday other than any day on which the applicable Equity Security is not traded or quoted on a national securities exchange, or if the applicable Equity Security is not traded or quoted on a national securities exchange, on the Nasdaq Stock Market or the principal exchange or market on which the applicable Equity Security is traded or quoted.such

No Fractional Equity Securities. No fractional Equity Security of the Company shall be issued upon conversions or exchanges of Securities of any series. If more than one Security shall be surrendered for conversion or exchange at one time by the same Holder, the number of full shares of the Equity Security which shall be issuable upon conversion or exchange shall be computed on the basis of the aggregate principal amount of the Securities (or specified portions thereof to the extent permitted hereby) so surrendered. If, except for the provisions of this Section 10.0314.3, any Holder of a Security or Securities would be entitled to a fractional share of any Equity Security of the Company upon the conversion or exchange of such Security or Securities, or specified portions thereof, the Company shall pay to such Holder an amount in cash equal to the current market value of such fractional share computed, (i) if such Equity Security is listed or admitted to unlisted trading privileges on a national securities exchange, on the basis of the last reported sale price regular way on the principal exchange where such Equity Security is listed or admitted, on the last trading day prior to the date of conversion or exchange upon which such a sale shall have been effected, (ii) if such Equity Security is not at the time so listed or admitted on a national securities exchange but is quoted on the Nasdaq Stock MarketNational Market System of the National Association of Securities Dealers, Inc. ("NASDAQ"), on the basis of the average of the bid and asked prices of such Equity Security on the Nasdaq Stock Market NASDAQ on the last trading day prior to the date of conversion or exchange, (iii) if such Equity Security is not at the time so listed or admitted to unlisted trading privileges on a national securities exchange or quoted on the Nasdaq Stock MarketNASDAQ, on the basis of the average of the bid and asked prices of such Equity Security in the over-over- the-counter market, on the last trading day prior to the date of conversion or exchange, as reported by the National Quotation Bureau Incorporated or similar organization if the National Quotation Bureau Incorporated is no longer reporting such information, or (iv) in accordance with the terms of the supplemental indenture or Board Resolutions setting the terms of the Securities of such series. For purposes of this Section, "trading day" shall mean each Monday, Tuesday, Wednesday, Thursday and Friday other than any day on which the applicable Equity Security is not traded or quoted on a national securities exchange, or if the applicable Equity Security is not traded or quoted on a national securities exchange, on the Nasdaq Stock Market NASDAQ or the principal exchange or market on which the applicable Equity Security is traded or quoted.

No Fractional Equity Securities. No fractional Equity Security of the Company shall be issued upon conversions or exchanges of Securities of any series. If more than one Security shall be surrendered for conversion or exchange at one time by the same Holder, the number of full shares of the Equity Security which shall be issuable upon conversion or exchange shall be computed on the basis of the aggregate principal amount of the Securities (or specified portions thereof to the extent permitted 88 97 hereby) so surrendered. If, except for the provisions of this Section 10.0314.3, any Holder of a Security or Securities would be entitled to a fractional share of any Equity Security of the Company upon the conversion or exchange of such Security or Securities, or specified portions thereof, the Company shall pay to such Holder an amount in cash equal to the current market value of such fractional share computed, (i) if such Equity Security is listed or admitted to unlisted trading privileges on a national securities exchange, on the basis of the last reported sale price regular way on the principal exchange where such Equity Security is listed or admitted, on the last trading day prior to the date of conversion or exchange upon which such a sale shall have been effected, (ii) if such Equity Security is not at the time so listed or admitted on a national securities exchange but is quoted on the Nasdaq Stock MarketNational Market System of the National Association of Securities Dealers, Inc. ("NASDAQ"), on the basis of the average of the bid and asked prices of such Equity Security on the Nasdaq Stock Market NASDAQ on the last trading day prior to the date of conversion or exchange, (iii) if such Equity Security is not at the time so listed or admitted to unlisted trading privileges on a national securities exchange or quoted on the Nasdaq Stock MarketNASDAQ, on the basis of the average of the bid and asked prices of such Equity Security in the over-the-counter market, on the last trading day prior to the date of conversion or exchange, as reported by the National Quotation Bureau Incorporated or similar organization if the National Quotation Bureau Incorporated is no longer reporting such information, or (iv) in accordance with the terms of the supplemental indenture or Board Resolutions setting the terms of the Securities of such series. For purposes of this Section, "trading day" shall mean each Monday, Tuesday, Wednesday, Thursday and Friday other than any day on which the applicable Equity Security is not traded or quoted on a national securities exchange, or if the applicable Equity Security is not traded or quoted on a national securities exchange, on the Nasdaq Stock Market NASDAQ or the principal exchange or market on which the applicable Equity Security is traded or quoted.