Common use of Notice of Calculation of Conversion Consideration Clause in Contracts

Notice of Calculation of Conversion Consideration. If Cash Settlement or Combination Settlement applies to the conversion of any Note, then the Company will determine the Conversion Consideration due thereupon promptly following the last VWAP Trading Day of the applicable Observation Period and will promptly thereafter send notice to the Trustee and the Conversion Agent of the same and the calculation thereof in reasonable detail. Neither the Trustee nor the Conversion Agent will have any duty to make any such determination.

Appears in 81 contracts

Samples: Indenture (Lemaitre Vascular Inc), Indenture (Fluence Energy, Inc.), Indenture (Orthopediatrics Corp)

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Notice of Calculation of Conversion Consideration. If Cash Settlement or Combination Settlement applies to the conversion of any Note, then the Company will determine the Conversion Consideration due thereupon promptly following the last VWAP Trading Day of the applicable Observation Period and will promptly thereafter send notice to the Trustee and the Conversion Agent of the same and the calculation thereof in reasonable detail. Neither the Trustee nor the Conversion Agent will have any duty to make or verify any such determination.

Appears in 16 contracts

Samples: Indenture (Vertex, Inc.), Indenture (Edgio, Inc.), Indenture (2U, Inc.)

Notice of Calculation of Conversion Consideration. If Cash Settlement or Combination Settlement applies to the conversion of any Note, then the Company will determine the Conversion Consideration due thereupon promptly following the last VWAP Trading Day of the applicable Observation Period and will promptly thereafter send notice to the Trustee and the Conversion Agent of the same and the calculation thereof in reasonable detail. Neither the Trustee Trustee, the Conversion Agent nor the Conversion Paying Agent will have any duty to make any such determination.

Appears in 5 contracts

Samples: Indenture (Bloom Energy Corp), Indenture (Lucid Group, Inc.), Indenture (Marathon Digital Holdings, Inc.)

Notice of Calculation of Conversion Consideration. If Cash Settlement or Combination Settlement applies to the conversion of any Note, then the Company will determine the Conversion Consideration due thereupon promptly following the last VWAP Trading Day of the applicable Observation Period and will promptly thereafter send notice to the Trustee and the Conversion Agent (if other than the Trustee) of the same and the calculation thereof in reasonable detail. Neither the Trustee nor the Conversion Agent will have any duty to make any such determination.

Appears in 4 contracts

Samples: Indenture (Mirum Pharmaceuticals, Inc.), Indenture (Cytokinetics Inc), Indenture (DigitalOcean Holdings, Inc.)

Notice of Calculation of Conversion Consideration. If Cash Settlement or Combination Settlement applies to the conversion of any Note, then the Company will determine the Conversion Consideration due thereupon promptly following the last VWAP Trading Day of the applicable Observation Period and will promptly thereafter send notice to the Trustee and the Conversion Agent of the same and the calculation thereof in reasonable detail. Neither the Trustee nor the Conversion Agent nor the Paying Agent will have any duty to make any such determination.

Appears in 3 contracts

Samples: Second Lien Indenture (Luminar Technologies, Inc./De), Indenture (LumiraDx LTD), Indenture (Luminar Technologies, Inc./De)

Notice of Calculation of Conversion Consideration. If Cash Settlement or Combination Settlement applies to the conversion of any Note, then the Company will determine the Conversion Consideration due thereupon promptly following the last VWAP Trading Day of the applicable Observation Period and will promptly thereafter send notice to the Trustee and the Conversion Agent of the same and the calculation thereof in reasonable detailsame. Neither the Trustee nor the Conversion Agent will have any duty to make any such determination.

Appears in 2 contracts

Samples: Indenture (Innoviva, Inc.), Indenture (Innoviva, Inc.)

Notice of Calculation of Conversion Consideration. If Cash Settlement or Combination Settlement applies to the conversion Conversion of any Note, then the Company will determine the Conversion Consideration due thereupon promptly following the last VWAP Trading Day of the applicable Observation Period and will promptly thereafter send notice to the Trustee and the Conversion Agent (if other than the Trustee) of the same and the calculation thereof in reasonable detail. Neither the Trustee nor the Conversion Agent will have any duty to make any such determination.

Appears in 2 contracts

Samples: Indenture (Core Scientific, Inc./Tx), Indenture (Cardlytics, Inc.)

Notice of Calculation of Conversion Consideration. If Cash Settlement or Combination Settlement applies to the conversion of any Note, then the Company will determine the Conversion Consideration due thereupon promptly following the last VWAP Trading Day of the applicable Observation Period and will promptly thereafter send written notice to the Trustee and the Conversion Agent of the same and the calculation thereof in reasonable detail. Neither the Trustee nor the Conversion Agent will have any duty to make or verify any such determinationdetermination and may conclusively rely on an Officer’s Certificate with respect thereto.

Appears in 2 contracts

Samples: Indenture (K2m Group Holdings, Inc.), Indenture (K2m Group Holdings, Inc.)

Notice of Calculation of Conversion Consideration. If Cash Settlement or Combination Settlement applies to the conversion of any Note, then the Company will determine the Conversion Consideration due thereupon promptly following the last VWAP Trading Day of the applicable Observation Period and will promptly thereafter send written notice to the Trustee and the Conversion Agent of the same and the calculation thereof in reasonable detail. Neither the Trustee nor the Conversion Agent will have any duty or obligation to make any such determinationdetermination or otherwise verify or confirm any calculation.

Appears in 1 contract

Samples: Indenture (Post Holdings, Inc.)

Notice of Calculation of Conversion Consideration. If Cash Settlement or Combination Settlement applies to the conversion of any Note, then the Company will determine the Conversion Consideration due thereupon promptly following the last VWAP Trading Day of the applicable Observation Period and will promptly thereafter thereafter, and in any event within one Business Day following the last day of the Observation Period, send notice to the Trustee and the Conversion Agent of the same and the calculation thereof in reasonable detaildetail or in such detail as requested by the Depositary. Neither the Trustee nor the Conversion Agent will have any duty to make any such determination.

Appears in 1 contract

Samples: Indenture (Bloomin' Brands, Inc.)

Notice of Calculation of Conversion Consideration. If Cash Settlement or Combination Settlement applies to the conversion Conversion of any Note, then the Company will determine the Conversion Consideration due thereupon promptly following the last VWAP Trading Day of the applicable Observation Period and will promptly thereafter send notice to the Trustee and the Conversion Agent of the same and the calculation thereof in reasonable detail. Neither the Trustee nor the Conversion Agent will have any duty to make any such determination.notice

Appears in 1 contract

Samples: Indenture (Core Scientific, Inc./Tx)

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Notice of Calculation of Conversion Consideration. If Cash Settlement or Combination Settlement applies to the conversion of any Note, then the Company will 20090164 |US-DOCS\140348310.5|| | 12:50| determine the Conversion Consideration due thereupon promptly following the last VWAP Trading Day of the applicable Observation Period and will promptly thereafter send notice to the Trustee and the Conversion Agent of the same and the calculation thereof in reasonable detail. Neither the Trustee nor the Conversion Agent will have any duty to make any such determination.

Appears in 1 contract

Samples: Indenture (Stem, Inc.)

Notice of Calculation of Conversion Consideration. If Cash Settlement or Combination Settlement applies to the conversion of any Note, then the Company will determine the Conversion Consideration due thereupon promptly following the last VWAP Trading Day of the applicable Observation Period and will promptly thereafter send notice in writing to the Trustee and the Conversion Agent of the same and the calculation thereof in reasonable detail. Neither the Trustee nor the Conversion Agent will have any duty to determine the Conversion Consideration or make any such determinationcalculations thereof.

Appears in 1 contract

Samples: Indenture (CNX Resources Corp)

Notice of Calculation of Conversion Consideration. If Cash Settlement or Combination Settlement applies to the conversion of any Note, then the Company will determine the Conversion Consideration due thereupon promptly following the last VWAP Trading Day of the applicable Observation Period and will promptly thereafter send notice to the Trustee and the Conversion Agent (if other than the Trustee) of the same and the calculation thereof in reasonable detail. Neither the Trustee nor the Conversion Agent will have any duty to make or verify any such determination.

Appears in 1 contract

Samples: Indenture (Supernus Pharmaceuticals Inc)

Notice of Calculation of Conversion Consideration. If Cash Settlement or Combination Settlement applies to the conversion of any Note, then the Company will determine the Conversion Consideration due thereupon promptly following the last VWAP Trading Day of the applicable Observation Period and will promptly thereafter send written notice to the Trustee and the Conversion Agent of the same and the calculation thereof in reasonable detail, upon which the Trustee and Conversion Agent shall be entitled to conclusively rely. Neither the Trustee nor the Conversion Agent will have any duty to make any such determination.

Appears in 1 contract

Samples: Indenture (Kadmon Holdings, Inc.)

Notice of Calculation of Conversion Consideration. If Cash Settlement or Combination Settlement applies to the conversion of any Note, then the Company will determine the Conversion Consideration due thereupon promptly following the last VWAP Trading Day of the applicable Observation Period Period, and in any event within one (1) Business Day following the last day of the Observation Period, and will promptly thereafter send notice to the Trustee and the Conversion Agent of the same and the calculation thereof in reasonable detaildetail or in such detail as requested by the Depositary. Neither the Trustee nor the Conversion Agent will have any duty to make any such determination.

Appears in 1 contract

Samples: Indenture (Varex Imaging Corp)

Notice of Calculation of Conversion Consideration. If Cash Settlement or Combination Settlement applies to the conversion of any Note, then the Company will determine the Conversion Consideration due thereupon promptly following the last VWAP Trading Day of the applicable Observation Period and will promptly thereafter send notice to the Trustee and the Conversion Agent of the same and the calculation thereof in reasonable detail. Neither None of the Trustee nor Trustee, the Conversion Agent or the Paying Agent will have any duty to make any such determination.

Appears in 1 contract

Samples: Indenture (MultiPlan Corp)

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