Common use of Notice of Adjustments of Conversion Rate Clause in Contracts

Notice of Adjustments of Conversion Rate. Whenever the Conversion Rate is adjusted pursuant to Section 4.05 hereof: (a) the Company shall compute the adjusted Conversion Rate in accordance with Section 4.05 hereof and shall prepare an Officer’s Certificate setting forth (1) the adjusted Conversion Rate, (2) the clause of Section 4.05 pursuant to which such adjustment has been made, showing in reasonable detail the facts upon which such adjustment is based, (3) the calculation of such adjustment and (4) the date as of which such adjustment is effective, and such certificate shall promptly be filed with the Trustee and with each Conversion Agent; and (b) upon each such adjustment, a notice stating that the Conversion Rate has been adjusted and setting forth the adjusted Conversion Rate shall be required, and as soon as practicable after it is required, such notice shall be provided by the Company to all Holders in accordance with Section 14.02. Neither the Trustee nor any Conversion Agent shall be under any duty or responsibility with respect to any such certificate or the information and calculations contained therein, except to exhibit the same to any Holder desiring inspection thereof at its office during normal business hours.

Appears in 4 contracts

Samples: Indenture (FiberTower CORP), Indenture (FiberTower CORP), Indenture (FiberTower CORP)

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Notice of Adjustments of Conversion Rate. Whenever the Conversion Rate is adjusted pursuant to Section 4.05 6.05 hereof: (a) the Company shall compute the adjusted Conversion Rate in accordance with Section 4.05 6.05 hereof and shall prepare an Officer’s Certificate setting forth (1) the adjusted Conversion Rate, (2) the clause of Section 4.05 6.05 pursuant to which such adjustment has been made, showing in reasonable detail the facts upon which such adjustment is based, (3) the calculation of such adjustment and (4) the date as of which such adjustment is effective, and such certificate shall promptly be filed with delivered to the Trustee and with each Conversion AgentAgent (which such certificates shall be conclusive absent manifest error); and (b) upon each such adjustment, a notice stating that the Conversion Rate has been adjusted and setting forth the adjusted Conversion Rate shall be required, and as soon as practicable after it is required, such notice shall be provided by the Company to all Holders in accordance with Section 14.0212.02. Neither the Trustee nor any Conversion Agent shall be under any duty or responsibility with respect to any such certificate or the information and calculations contained therein, except to exhibit the same to any Holder of Notes desiring inspection thereof at its office during normal business hours.

Appears in 3 contracts

Samples: Indenture (Ciena Corp), Indenture (Ciena Corp), Indenture (Ciena Corp)

Notice of Adjustments of Conversion Rate. Whenever the Conversion Rate is adjusted pursuant to Section 4.05 6.05 hereof: (a) the Company shall compute the adjusted Conversion Rate in accordance with Section 4.05 6.05 hereof and shall prepare an Officer’s Officers’ Certificate setting forth (1) the adjusted Conversion Rate, (2) the clause of Section 4.05 6.05 pursuant to which such adjustment has been made, showing in reasonable detail the facts upon which such adjustment is based, (3) the calculation of such adjustment and (4) the date as of which such adjustment is effective, and such certificate shall promptly be filed with delivered to the Trustee and with each Conversion AgentAgent (which such certificates shall be conclusive absent manifest error); and (b) upon each such adjustment, a notice stating that the Conversion Rate has been adjusted and setting forth the adjusted Conversion Rate shall be required, and as soon as practicable after it is required, such notice shall be provided by the Company to all Holders in accordance with Section 14.0212.02. Neither the Trustee nor any Conversion Agent shall be under any duty or responsibility with respect to any such certificate or the information and calculations contained therein, except to exhibit the same to any Holder of Notes desiring inspection thereof at its office during normal business hours.

Appears in 2 contracts

Samples: Indenture (Ciena Corp), Indenture (Ciena Corp)

Notice of Adjustments of Conversion Rate. Whenever the Conversion Rate is adjusted pursuant to Section 4.05 8.04 hereof: (a) the Company shall compute the adjusted Conversion Rate in accordance with Section 4.05 hereof 8.04 and shall prepare an Officer’s 's Certificate setting forth (1) the adjusted Conversion Rate, (2) the clause of this Section 4.05 8.04 pursuant to which such adjustment has been made, showing in reasonable detail the facts upon which such adjustment is based, (3) the calculation of such adjustment and (4) the date as of which such adjustment is effective, and such certificate shall promptly be filed with the Trustee and with each Conversion Agent; and (b) upon each such adjustment, a notice stating that the Conversion Rate has been adjusted and setting forth the adjusted Conversion Rate shall be required, and as soon as practicable after it is required, such notice shall be provided by the Company to all Holders in accordance with Section 14.0213.02. Neither the Trustee nor any Conversion Agent shall be under any duty or responsibility with respect to any such certificate or the information and calculations contained therein, except to exhibit the same to any Holder of Debentures desiring inspection thereof at its office during normal business hours.

Appears in 1 contract

Samples: Indenture (Dynegy Inc /Il/)

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Notice of Adjustments of Conversion Rate. Whenever the Conversion Rate is adjusted pursuant to Section 4.05 6.5 hereof: (a) the Company shall compute the adjusted Conversion Rate in accordance with Section 4.05 6.5 hereof and shall prepare an Officer’s 's Certificate setting forth (1) the adjusted Conversion Rate, (2) the clause of Section 4.05 6.5 pursuant to which such adjustment has been made, showing in reasonable detail the facts upon which such adjustment is based, (3) the calculation of such adjustment and (4) the date as of which such adjustment is effective, and such certificate shall promptly be filed with the Trustee and with each Conversion AgentAgent (which such certificates shall be conclusive absent manifest error); and (b) upon each such adjustment, a notice stating that the Conversion Rate has been adjusted and setting forth the adjusted Conversion Rate shall be required, and as soon as practicable after it is required, such notice shall be provided by the Company to all Holders in accordance with Section 14.0211.2. 47 Neither the Trustee nor any Conversion Agent shall be under any duty or responsibility with respect to any such certificate or the information and calculations contained therein, except to exhibit the same to any Holder of Notes desiring inspection thereof at its office during normal business hours.

Appears in 1 contract

Samples: Indenture (Enzon Pharmaceuticals Inc)

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