Common use of Optional Redemption Upon Public Equity Offerings Clause in Contracts

Optional Redemption Upon Public Equity Offerings. At any time, or ------------------------------------------------ from time to time, on or prior to February 1, 2002, the Company may, at its option, use the net cash proceeds of one or more Public Equity Offerings (as defined in the Indenture) to redeem up to an aggregate of 35% of the principal amount of the Notes originally issued at a redemption price equal to 111.375% of the principal amount thereof plus accrued and unpaid interest thereon, if any, to the date of redemption; provided that at least 55% -------- of the initial aggregate principal amount of Notes originally issued remains outstanding immediately after any such redemption. In order to effect the foregoing redemption with the proceeds of any Public Equity Offering, the Company shall make such redemption not more than 120 days after the consummation of any such Public Equity Offering.

Optional Redemption Upon Public Equity Offerings. At any time, or ------------------------------------------------ from time to time, on or prior to February 1, 2002, the Company may, at its option, use the net cash proceeds of one or more Public Equity Offerings (as defined in the Indenture) to redeem up to an aggregate of 35% of the initial principal amount of the Notes originally issued in the Offering at a redemption price equal to 111.375% of the principal amount thereof plus accrued and unpaid interest thereon, if any, to the date of redemption; provided that at least 55% -------- of the initial aggregate principal amount of Notes originally issued in the Offering remains outstanding immediately after any such redemption. : In order to effect the foregoing redemption with the proceeds of any Public Equity Offering, the Company shall make such redemption not more than 120 days after the consummation of any such Public Equity Offering.

Optional Redemption Upon Public Equity Offerings. At any time, or ------------------------------------------------ from time to time, on or prior to February May 1, 20022005, the Company may, at its option, use all or any portion of the net cash proceeds of one or more Public Equity Offerings (as defined in the Indenturebelow) to redeem up to an aggregate of 35% of the aggregate principal amount of the Notes originally Securities issued at a redemption price equal to 111.375111.5% of the principal amount thereof plus accrued and unpaid interest thereoninterest, if any, to the date of redemption; provided that -------- at least 5565% -------- of the initial aggregate principal amount of Notes originally Securities issued remains outstanding immediately after any such redemption. In order to effect the foregoing redemption with the proceeds of any Public Equity Offering, the Company shall make such redemption not more than 120 180 days after the consummation of any such Public Equity Offering.

Optional Redemption Upon Public Equity Offerings. At In addition, ------------------------------------------------ at any time, or ------------------------------------------------ time and from time to time, on or time prior to February May 1, 20022003, the Company may, at its option, use may redeem in the aggregate up to 35% of the original principal amount of the Notes with the net cash proceeds of from one or more Public Equity Offerings Offerings, at a redemption price (expressed as defined in a percentage of principal amount) of 113% plus accrued and unpaid interest to the Indentureredemption date (subject to the right of Holders of record of the relevant record date to receive interest due on the relevant interest payment date); provided, that (1) to redeem up to an aggregate of 35at least 65% of the aggregate principal amount of the Notes originally issued at a redemption price equal to 111.375% outstanding must remain outstanding after the occurrence of the principal amount thereof plus accrued and unpaid interest thereon, if any, to the date of redemption; provided that at least 55% -------- of the initial aggregate principal amount of Notes originally issued remains outstanding immediately after any such redemption. In order to effect the foregoing redemption with the proceeds of any Public Equity Offering, the Company shall make each such redemption not more than 120 and (2) each such redemption must occur within 75 days after the consummation of any such the related Public Equity Offering.

Optional Redemption Upon Public Equity Offerings. At any time, or ------------------------------------------------ from time to time, on or prior to February 1August 15, 2002, the Company may, at its option, use the net cash proceeds of one or more Public Equity Offerings (as defined in the Indenturebelow) to redeem up to an aggregate of 35% of the initial aggregate principal amount of Securities issued in the Notes originally issued Offering, at a redemption price equal to 111.375112.250% of the principal amount thereof plus accrued and unpaid interest thereonthereon and Liquidated Damages, if any, to the date of redemption; provided that at least 5565% -------- of the initial aggregate principal amount of Notes originally Securities issued in the Offering remains outstanding immediately after any such redemption. In order to effect the foregoing redemption with the proceeds of any Public Equity Offering, the Company shall make such redemption not more than 120 90 days after the consummation of any such Public Equity Offering.

Optional Redemption Upon Public Equity Offerings. At In addition, ------------------------------------------------ at any time, or ------------------------------------------------ time and from time to time, on or time prior to February May 1, 20022003, the Company may, at its option, use may redeem in the aggregate up to 35% of the original principal amount of the Notes with the net cash proceeds of from one or more Public Equity Offerings Offerings, at a redemption price (expressed as defined a percentage of principal amount) of 113% plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record in the Indenturerelevant record date to receive interest due on the relevant interest payment date); provided, that (1) to redeem up to an aggregate of 35at least 65% of the aggregate principal amount of the Notes originally issued at a redemption price equal to 111.375% of outstanding (including the principal amount thereof plus accrued and unpaid interest thereon, if any, to the date of redemption; provided that at least 55% -------- of the initial aggregate original principal amount of Notes originally issued remains any Additional Notes) must re- main outstanding immediately after any such redemption. In order to effect the foregoing redemption with the proceeds occurrence of any Public Equity Offering, the Company shall make each such redemption not more than 120 and (2) each such redemption must occur within 75 days after the consummation of any such the related Public Equity Offering.

Optional Redemption Upon Public Equity Offerings. At any ------------------------------------------------ time, or ------------------------------------------------ from time to time, on or prior to February 1January 15, 20022000, the Company may, at its option, use the net cash proceeds of one or more Public Equity Equity- Offerings (as defined in the Indenture) to redeem up to an aggregate of 35% of the aggregate principal amount of the Notes originally issued at a redemption price equal to 111.375110% of the principal amount thereof plus plus, in each case, accrued and unpaid interest thereon, if any, to the date of redemption; provided that at least 5565% -------- of the initial aggregate principal amount of Notes originally issued remains outstanding immediately after any such redemption. In order to effect the foregoing redemption with the proceeds of any Public Equity Offering, the Company shall make such redemption not more than 120 days after the consummation of any such Public Equity Offering.

Optional Redemption Upon Public Equity Offerings. At any time, or ------------------------------------------------ from time to time, on or prior to February 1, 2002, the Company may, at its option, use the net cash proceeds of one or more Public Equity Offerings (as defined in the Indenture) to redeem up to an aggregate of 35% of the principal amount of the Notes originally issued at a redemption price equal to 111.375% of the principal amount thereof plus accrued and unpaid interest thereon, if any, to the date of redemption; provided that at least 55% -------- of the initial aggregate -------- principal amount of Notes originally issued remains outstanding immediately after any such redemption. : In order to effect the foregoing redemption with the proceeds of any Public Equity Offering, the Company shall make such redemption not more than 120 days after the consummation of any such Public Equity Offering.

Optional Redemption Upon Public Equity Offerings. At In addition, at any time, or ------------------------------------------------ time and from time to time, on or time prior to February April 1, 20022001, the Company may, at its option, use may redeem in the net cash aggregate up to $50 million of the original principal amount of the Notes with the proceeds of one or more Public Equity Offerings Offerings, at a redemption price (expressed as defined in a percentage of principal amount) of 108.875% plus accrued interest to the Indenture) redemption date (subject to redeem up the right of Holders of record on the relevant record date to an aggregate of 35receive interest due on the relevant interest payment date); provided, however, that at least 65% of the aggregate principal amount of the Notes originally issued at a redemption price equal to 111.375% of the principal amount thereof plus accrued and unpaid interest thereon, if any, to the date of redemption; provided that at least 55% -------- of the initial aggregate principal amount of Notes originally issued remains outstanding immediately must remain outstanding after any each such redemption. In order to effect the foregoing redemption with the proceeds of any Public Equity Offering, the Company shall make such redemption not more than 120 days after the consummation of any such Public Equity Offering.

Optional Redemption Upon Public Equity Offerings. At any time, or ------------------------------------------------ from time to time, on or prior to February 1August 15, 2002, the Company may, at its option, use the net cash proceeds of one or more Public Equity Offerings (as defined in the Indenturebelow) to redeem up to an aggregate of 35% of the initial aggregate principal amount of Securities issued on the Notes originally issued Issue Date, at a redemption price equal to 111.375112.250% of the principal amount thereof plus accrued and unpaid interest thereon, if any, thereon to the date of redemption; provided that at least 5565% -------- of the initial aggregate principal amount of Notes originally Securities issued in the Offering remains outstanding immediately after any such redemption. In order to effect the foregoing redemption with the proceeds of any Public Equity Offering, the Company shall make such redemption not more than 120 90 days after the consummation of any such Public Equity Offering.

Optional Redemption Upon Public Equity Offerings. At In addition, at any time, or ------------------------------------------------ time and from time to time, on or time prior to February 1June 15, 2002, the Company may, at its option, use may redeem in the aggregate up to 35% of the original principal amount of the Notes (including the original principal amount of any Additional Notes) with the net cash proceeds of from one or more Public Equity Offerings public equity offerings, at a Redemption Price (expressed as defined in a percentage of principal amount) of 109.625% plus accrued and unpaid interest to the Indenture) to redeem up to an aggregate of 35Redemption Date; provided, however, that at least 65% of the aggregate principal amount of the Notes originally issued at a redemption price equal to 111.375% of outstanding (including the principal amount thereof plus accrued and unpaid interest thereon, if any, to the date of redemption; provided that at least 55% -------- of the initial aggregate original principal amount of any Additional Notes) must remain outstanding after each such redemption (other than Notes originally issued remains outstanding immediately after held, directly or indirectly, by the Company or any such redemptionof its Affiliates). In order to effect the foregoing redemption with the net cash proceeds of any Public Equity Offeringpublic equity offering, the Company shall make such redemption not more than must occur within 120 days after the consummation of any such Public Equity Offeringpublic equity offering.

Optional Redemption Upon Public Equity Offerings. At any ------------------------------------------------ time, or ------------------------------------------------ from time to time, on or prior to February 1January 15, 20022000, the Company may, at its option, use the net cash proceeds of one or more Public Equity Offerings (as defined in the Indenture) to redeem up to an aggregate of 35% of the aggregate principal amount of the Notes originally issued at a redemption price equal to 111.375110% of the principal amount thereof plus plus, in each case, accrued and unpaid interest thereon, if any, to the date of redemption; provided that at least 5565% -------- of the initial aggregate principal amount of Notes originally issued remains outstanding immediately after any such redemption. In order to effect the foregoing redemption with the proceeds of any Public Equity Offering, the Company shall make such redemption not more than 120 days after the consummation of any such Public Equity Offering.

Optional Redemption Upon Public Equity Offerings. At In addition, at any time, or ------------------------------------------------ time and from time to time, on or time prior to February 1October 31, 20022001, the Company may, at its option, use may redeem in the net cash proceeds aggregate up to 35% of the original principal amount of the Notes with the Net Cash Proceeds of one or more Public Equity Offerings Offerings, at a redemption price (expressed as defined in a percentage of principal amount) of 113.000% plus accrued interest to the Indenture) redemption date (subject to redeem up the right of Holders of record on the relevant record date to an aggregate of 35receive interest due on the relevant interest payment date); provided, however, that at least 65% of the aggregate principal amount of the Notes originally issued at a redemption price equal to 111.375% of the principal amount thereof plus accrued and unpaid interest thereon, if any, to the date of redemption; provided that at least 55% -------- of the initial aggregate principal amount of Notes originally issued remains outstanding immediately must remain outstanding after any each such redemption. In order to effect the foregoing redemption with the proceeds of any Public Equity Offering, the Company shall make such redemption not more than 120 days after the consummation of any such Public Equity Offering.

Optional Redemption Upon Public Equity Offerings. At any time, or ------------------------------------------------ from time to time, on or prior to February May 1, 20022005, the Company may, at its option, use all or any portion of the net cash proceeds of one or more Public Equity Offerings (as defined in the Indenturebelow) to redeem up to an aggregate of 35% of the aggregate principal amount of the Notes originally Securities issued at a redemption price equal to 111.375111.5% of the principal amount thereof plus accrued and unpaid interest thereoninterest, if any, to the date of redemption; provided that at least 5565% -------- of the initial aggregate principal amount of Notes originally Securities -------- issued remains outstanding immediately after any such redemption. In order to effect the foregoing redemption with the proceeds of any Public Equity Offering, the Company shall make such redemption not more than 120 180 days after the consummation of any such Public Equity Offering.

Optional Redemption Upon Public Equity Offerings. At any time, or ------------------------------------------------ from time to time, on or prior to February 1October 15, 2002, the Company may, at its option, use all or any portion of the net cash proceeds of one or more Public Equity Offerings (as defined in the Indenturebelow) to redeem up to an aggregate of 35% of the aggregate principal amount of the Notes originally Securities issued at a redemption price equal to 111.375111.625% of the principal amount thereof plus accrued and unpaid interest thereoninterest, if any, to the date of redemption; provided that at least 5565% -------- of the initial aggregate principal amount of Notes originally Securities issued remains outstanding immediately after any such redemption. In order to effect the foregoing redemption with the proceeds of any Public Equity Offering, the Company shall make such redemption not more than 120 180 days after the consummation of any such Public Equity Offering.

Optional Redemption Upon Public Equity Offerings. At any time, or ------------------------------------------------ from time to time, on or prior to February 1, 2002, the Company may, at its option, use the net cash proceeds of one or more Public Equity Offerings (as defined in the Indenture) to redeem up to an aggregate of 35% of the initial principal amount of the Notes originally issued in the Offering at a redemption price equal to 111.375% of the principal amount thereof plus accrued and unpaid interest thereon, if any, to the date of redemption; provided that at least 55% -------- of the initial aggregate principal amount of Notes originally issued in the Offering remains outstanding immediately after any such redemption. In order to effect the foregoing redemption with the proceeds of any Public Equity Offering, the Company shall make such redemption not more than 120 days after the consummation of any such Public Equity Offering.

Optional Redemption Upon Public Equity Offerings. At any time, or ------------------------------------------------ from time to time, on or prior to February 1, 2002, the Company may, at its option, use the net cash proceeds of one or more Public Equity Offerings (as defined in the Indenture) to redeem up to an aggregate of 35% of the principal amount of the Notes originally issued at a redemption price equal to 111.375% of the principal amount thereof plus accrued and unpaid interest thereon, if any, to the date of redemption; provided that at least 55% -------- of the initial aggregate principal amount of Notes originally issued remains outstanding immediately after any such redemption. : In order to effect the foregoing redemption with the proceeds of any Public Equity Offering, the Company shall make such redemption not more than 120 days after the consummation of any such Public Equity Offering.

Optional Redemption Upon Public Equity Offerings. At In addition, at any time, or ------------------------------------------------ time and from time to time, on or time prior to February 1October 31, 20022001, the Company may, at its option, use may redeem in the net cash proceeds aggregate up to 35% of the original principal amount of the Notes with the Net Cash Proceeds of one or more Public Equity Offerings Offerings, at a redemption price (expressed as defined in a percentage of principal amount) of 113% plus accrued interest to the Indenture) redemption date (subject to redeem up the right of Holders of record on the relevant record date to an aggregate of 35receive interest due on the relevant interest payment date); provided, however, that at least 65% of the aggregate principal amount of the Notes originally issued at a redemption price equal to 111.375% of the principal amount thereof plus accrued and unpaid interest thereon, if any, to the date of redemption; provided that at least 55% -------- of the initial aggregate principal amount of Notes originally issued remains outstanding immediately must remain outstanding after any each such redemption. In order to effect the foregoing redemption with the proceeds of any Public Equity Offering, the Company shall make such redemption not more than 120 days after the consummation of any such Public Equity Offering.

Optional Redemption Upon Public Equity Offerings. At any time, or ------------------------------------------------ from time to time, on or prior to February 1, 2002, the Company may, at its option, use the net cash proceeds of one or more Public Equity Offerings (as defined in the Indenture) to redeem up to an aggregate of 35% of the initial principal amount of the Notes originally issued in the offering at a redemption price equal to 111.375% of the principal amount thereof plus accrued and unpaid interest thereon, if any, to the date of redemption; provided that at least 55% -------- of the initial aggregate principal amount of Notes originally issued in the offering remains outstanding immediately after any such redemption. In order to effect the foregoing redemption with the proceeds of any Public Equity Offering, the Company shall make such redemption not more than 120 days after the consummation of any such Public Equity Offering.