Common use of Payment of Fundamental Change Repurchase Price in Shares of Common Stock or Acquiror Securities Clause in Contracts

Payment of Fundamental Change Repurchase Price in Shares of Common Stock or Acquiror Securities. (a) Notwithstanding the foregoing provisions of this Article 15, instead of paying the Fundamental Change Repurchase Price in cash, the Company may elect (which election shall be irrevocable) to pay the Fundamental Change Repurchase Price in shares of Common Stock (so long as such shares are Publicly Traded Securities), securities of the acquiror that are Publicly Traded Securities (“Acquiror Securities”), or a combination of cash and shares of Common Shares or such Acquiror Securities, as the case may be, by so stating in the Fundamental Change Company Notice; provided that the Company will pay cash for fractional interests in shares of Common Stock or Acquiror Securities, as the case may be. (b) If the Company makes the election specified in Section 15.05(a), then the number of shares of Common Stock or Acquiror Securities that a Holder will receive will equal the quotient obtained by dividing (i) the portion of the Fundamental Change Repurchase Price to be paid in shares of Common Stock or Acquiror Securities, as applicable, by (ii) 95% of the average of the Last Reported Sale Prices of the shares of Common Stock or Acquiror Securities, as the case may be, for the five Trading Day period immediately preceding, and including, the third Trading Day prior to the Fundamental Change Repurchase Date. However, the Company may not pay the Fundamental Change Repurchase Price in shares of Common Stock or Acquiror Securities if an Event of Default has occurred or is continuing. For purposes of determining the existence of potential fractional interests, all Debentures subject to repurchase by the Company held by a Holder shall be considered together. Each Holder whose Debentures are repurchased pursuant to this Section 15.05(b) shall receive the same percentages of cash, shares of Common Stock and Acquiror Securities in payment of the Fundamental Change Repurchase Price for such Debentures, except with regard to the payment of cash in lieu of fractional shares of Common Stock or Acquiror Securities. (c) Notwithstanding anything to the contrary in this Indenture, if the payment of the Fundamental Change Repurchase Price in shares of Common Stock would exceed the limitations imposed by any shareholder approval rules or listing standards of any national or regional securities exchange that are applicable to the Company, the Company will, at its option, either obtain stockholder approval of such payment or deliver cash in lieu of any shares of Common Stock otherwise deliverable in respect of the Fundamental Change Repurchase Price in excess of such limitations.

Payment of Fundamental Change Repurchase Price in Shares of Common Stock or Acquiror Securities. (a) Notwithstanding the foregoing provisions of this Article 15, instead of paying the Fundamental Change Repurchase Price in cash, the Company may elect (which election shall be irrevocable) to pay the Fundamental Change Repurchase Price in shares of Common Stock (so long as such shares are Publicly Traded Securities), securities of the acquiror that are Publicly Traded Securities (“"Acquiror Securities”"), or a combination of cash and shares of Common Shares Stock or such Acquiror Securities, as the case may be, by so stating in the Fundamental Change Company Notice; provided that the Company will pay cash for fractional interests in shares of Common Stock or Acquiror Securities, as the case may be. (b) If the Company makes the election specified in Section 15.05(a), then the number of shares of Common Stock or Acquiror Securities that a Holder will receive will equal the quotient obtained by dividing (i) the portion of the Fundamental Change Repurchase Price to be paid in shares of Common Stock or Acquiror Securities, as applicable, by (ii) 95% of the average of the Last Reported Sale Prices of the shares of Common Stock or Acquiror Securities, as the case may be, for the five Trading Day period immediately preceding, and including, the third second Trading Day prior to the Fundamental Change Repurchase Date. However, the Company may not pay the Fundamental Change Repurchase Price in shares of Common Stock or Acquiror Securities if an Event of Default has occurred or is continuing. For purposes of determining the existence of potential fractional interests, all Debentures Notes subject to repurchase by the Company held by a Holder shall be considered together. Each Holder whose Debentures Notes are repurchased pursuant to this Section 15.05(b) shall receive the same percentages of cash, shares of Common Stock and Acquiror Securities in payment of the Fundamental Change Repurchase Price for such DebenturesNotes, except with regard to the payment of cash in lieu of fractional shares of Common Stock or Acquiror Securities. (c) Notwithstanding anything to the contrary in this Indenture, if the payment of the Fundamental Change Repurchase Price in shares of Common Stock would exceed the limitations imposed by any shareholder approval rules or listing standards of any national or regional securities exchange that are applicable to the Company, the Company will, at its option, either obtain stockholder approval of such payment or deliver cash in lieu of any shares of Common Stock otherwise deliverable in respect of the Fundamental Change Repurchase Price in excess of such limitations.