Common use of REPURCHASE BY THE COMPANY AT THE OPTION OF THE HOLDER Clause in Contracts

REPURCHASE BY THE COMPANY AT THE OPTION OF THE HOLDER. Subject to the terms and conditions of the Indenture, the Company shall become obligated to purchase, at the option of the Holder, the 2031 Debentures held by such Holder on April 15, 2008 at a Repurchase Price equal to 100% of the principal amount thereof plus accrued and unpaid interest to, but excluding, the Repurchase Date, upon delivery of a Repurchase Notice containing the information set forth in the Indenture, at any time from the opening of business on the date that is 20 Business Days prior to such Repurchase Date until the close of business on such Repurchase Date and upon delivery of the 2031 Debentures to the Paying Agent by the Holder as set forth in the Indenture. The Repurchase Price may be paid, at the option of the Company, in cash or by the issuance of Common Stock (as provided in the Indenture), or in any combination thereof. Holders have the right to withdraw any Repurchase Notice by delivering to the Paying Agent a written notice of withdrawal prior to the close of business on the Repurchase Date in accordance with the provisions of the Indenture. In addition to the Repurchase Price payable with respect to all 2031 Debentures or portions thereof to be repurchased as of the Repurchase Date, the Holders of such 2031 Debentures (or portions thereof) shall be entitled to receive accrued and unpaid contingent interest, if any, with respect thereto, which contingent interest shall be paid in cash promptly following the later of the Repurchase Date and the time of delivery of such 2031 Debentures to the Paying Agent pursuant to the Indenture. If cash (and/or securities if permitted under the Indenture) sufficient to pay the Repurchase Price of, together with any accrued and unpaid contingent interest with respect to, all 2031 Debentures or portions thereof to be purchased as of the Repurchase Date, is deposited with the Paying Agent on the Business Day following the Repurchase Date, all interest and contingent interest, if any, shall cease to accrue on such 2031 Debentures (or portions thereof) immediately after such Repurchase Date, and the Holder thereof shall have no other rights as such (other than the right to receive the Repurchase Price and accrued and unpaid contingent interest, if any, upon surrender of such 2031 Debenture). CONVERSION ARRANGEMENT ON CALL FOR REDEMPTION Any 2031 Debentures called for redemption, unless surrendered for conversion before the close of business on the Redemption Date, may be deemed to be purchased from the Holders of such 2031 Debentures at an amount not less than the Redemption Price plus accrued and unpaid contingent interest, if any, thereon, by one or more investment bankers or other purchasers who may agree with the Company to purchase such 2031 Debentures from the Holders, to convert them into Common Stock of the Company and to make payment for such 2031 Debentures to the Paying Agent in trust for such Holders.

REPURCHASE BY THE COMPANY AT THE OPTION OF THE HOLDER. Subject to the terms and conditions of the Indenture, the Company shall become obligated to purchaserepurchase, at the option of the Holder, the 2031 Debentures Securities held by such Holder on April 15May 31, 2008 2010, May 31, 2016 and May 31, 2021 (each, an “Option Repurchase Date”) at a an Option Repurchase Price Price, payable in cash, equal to one hundred percent (100% %) of the principal amount thereof of the Securities to be repurchased, plus accrued and unpaid interest and Additional Interest, if any, to, but excluding, the applicable Option Repurchase Date, upon delivery of a Repurchase Notice containing the information set forth in the Indenture, at any time from the opening of business 9:00 a.m., New York City time, on the date that is 20 twenty (20) Business Days prior to such the applicable Option Repurchase Date until 5:00 p.m., New York City time, on the close of business on such Repurchase third (3rd) Business Day immediately preceding the applicable Option Xxxxxxxxxx Date and upon delivery of the 2031 Debentures Securities to the Paying Agent by the Holder as set forth in the Indenture. The Repurchase Price may be paid, at the option of the Company, in cash or by the issuance of Common Stock (as provided in the Indenture), or in any combination thereof. Holders have the right to withdraw any Repurchase Notice by delivering to the Paying Agent a written notice of withdrawal prior to the close of business on the Repurchase Date in accordance with the provisions of the Indenture. In addition If the Paying Agent (other than the Company) holds on an Option Repurchase Date money sufficient to pay the aggregate Option Repurchase Price payable with respect to all 2031 Debentures or portions thereof Securities to be repurchased upon Repurchase at Holder’s Option, plus accrued and unpaid interest and Additional Interest, if any, payable as provided in the Indenture upon Repurchase at Holder’s Option, then (unless there shall be a Default in the payment of such aggregate Option Repurchase Price or of such accrued and unpaid interest or Additional Interest) on and after such date such Securities shall be deemed to be no longer outstanding, interest on such Securities shall cease to accrue, and such Securities shall be deemed paid whether or not such Securities are delivered to the Repurchase DatePaying Agent. Thereafter, all rights of the Holders of such 2031 Debentures (or portions thereof) Securities shall be entitled to receive accrued and unpaid contingent interest, if any, terminate with respect theretoto such Securities, which contingent interest shall be paid in cash promptly following the later of the Repurchase Date and the time of delivery of such 2031 Debentures to the Paying Agent pursuant to the Indenture. If cash (and/or securities if permitted under the Indenture) sufficient to pay the Repurchase Price of, together with any accrued and unpaid contingent interest with respect to, all 2031 Debentures or portions thereof to be purchased as of the Repurchase Date, is deposited with the Paying Agent on the Business Day following the Repurchase Date, all interest and contingent interest, if any, shall cease to accrue on such 2031 Debentures (or portions thereof) immediately after such Repurchase Date, and the Holder thereof shall have no other rights as such (other than the right to receive the Option Repurchase Price and Price, plus such accrued and unpaid contingent interestinterest and Additional Interest, if any, upon surrender of such 2031 Debenture). CONVERSION ARRANGEMENT ON CALL FOR REDEMPTION Any 2031 Debentures called for redemption, unless surrendered for conversion before the close of business on the Redemption Date, may be deemed to be purchased from the Holders of such 2031 Debentures at an amount not less than the Redemption Price plus accrued and unpaid contingent interest, if any, thereon, by one or more investment bankers or other purchasers who may agree in accordance with the Company to purchase such 2031 Debentures from the Holders, to convert them into Common Stock of the Company and to make payment for such 2031 Debentures to the Paying Agent in trust for such HoldersIndenture.

REPURCHASE BY THE COMPANY AT THE OPTION OF THE HOLDER. Subject to the terms and conditions of the Indenture, the Company shall become obligated to purchase, at the option of the Holder, all or any portion of the 2031 Debentures Securities held by such Holder on April June 15, 2008 2011, June 15, 2014 and June 15, 2024 in integral multiples of $1,000 at a Repurchase Price equal to 100% of the principal amount thereof of those Securities plus accrued and unpaid interest toInterest and Liquidated Damages, if any, on those Securities up to (but excluding, ) the Repurchase Date. To exercise such right, upon delivery of a Holder shall deliver to the Paying Agent a Repurchase Notice containing the information set forth in the Indenture, at any time from the opening of business on the date that is 20 Business Days prior to such Repurchase Date until the close of business on such Repurchase Date Date, and upon delivery of shall deliver the 2031 Debentures Securities to the Paying Agent by the Holder as set forth in the Indenture. The Repurchase Price may be paid, at At the option of the Company, in cash or by Holder and subject to the issuance terms and conditions of Common Stock (as provided in the Indenture), or in any combination thereofthe Company shall become obligated to purchase the Securities held by such Holder after the occurrence of a Designated Event for a Designated Event Repurchase Price equal to 100% of the principal amount of those Securities, plus accrued and unpaid Interest, and accrued and unpaid Liquidated Damages, if any, on those Securities up to (but excluding) the Designated Event Repurchase Date. Holders have the right to withdraw any Repurchase Notice or Designated Event Repurchase Notice, as the case may be, by delivering to the Paying Agent a written notice of withdrawal prior to the close of business on the Repurchase Date in accordance with the provisions of the Indenture. In addition to the Repurchase Price payable with respect to all 2031 Debentures or portions thereof to be repurchased as of the Repurchase Date, the Holders of such 2031 Debentures (or portions thereof) shall be entitled to receive accrued and unpaid contingent interest, if any, with respect thereto, which contingent interest shall be paid in cash promptly following the later of the Repurchase Date and the time of delivery of such 2031 Debentures to the Paying Agent pursuant to the Indenture. If cash (and/or securities if permitted under the Indenture) sufficient to pay the Repurchase Price ofor Designated Event Repurchase Price, together with any accrued and unpaid contingent interest with respect toas the case may be, of all 2031 Debentures Securities or portions thereof to be purchased as of the Repurchase Date or the Designated Event Repurchase Date, as the case may be, is deposited with the Paying Agent Agent, on the Business Day immediately following the Repurchase Date or the Designated Event Repurchase Date, all interest Interest and contingent interestLiquidated Damages, if any, shall will cease to accrue on such 2031 Debentures Securities (or portions thereof) immediately after on and following such Repurchase Date or Designated Event Repurchase Date, and the Holder thereof shall have no other rights as such (other than the right to receive the Repurchase Price and accrued and unpaid contingent interest, if any, or Designated Event Repurchase Price upon surrender of such 2031 Debenture). CONVERSION ARRANGEMENT ON CALL FOR REDEMPTION Any 2031 Debentures called for redemption, unless surrendered for conversion before the close of business on the Redemption Date, may be deemed to be purchased from the Holders of such 2031 Debentures at an amount not less than the Redemption Price plus accrued and unpaid contingent interest, if any, thereon, by one or more investment bankers or other purchasers who may agree with the Company to purchase such 2031 Debentures from the Holders, to convert them into Common Stock of the Company and to make payment for such 2031 Debentures to the Paying Agent in trust for such HoldersSecurity.

REPURCHASE BY THE COMPANY AT THE OPTION OF THE HOLDER. Subject to the terms and conditions of the Indenture, the Company shall become obligated to purchase, at the option of the Holder, the 2031 2021 Debentures held by such Holder on any April 1515 in the years 2005, 2008 and 2011 at a Repurchase Price equal to 100% of the principal amount thereof plus accrued and unpaid interest to, but excluding, the Repurchase Date, upon delivery of a Repurchase Notice containing the information set forth in the Indenture, at any time from the opening of business on the date that is 20 Business Days prior to such Repurchase Date until the close of business on such Repurchase Date and upon delivery of the 2031 2021 Debentures to the Paying Agent by the Holder as set forth in the Indenture. The Repurchase Price may be paid, at the option of the Company, in cash or by the issuance of Common Stock (as provided in the Indenture), or in any combination thereof. Holders have the right to withdraw any Repurchase Notice by delivering to the Paying Agent a written notice of withdrawal prior to the close of business on the Repurchase Date in accordance with the provisions of the Indenture. In addition to the Repurchase Price payable with respect to all 2031 Debentures or portions thereof to be repurchased as of the Repurchase Date, the Holders of such 2031 Debentures (or portions thereof) shall be entitled to receive accrued and unpaid contingent interest, if any, with respect thereto, which contingent interest shall be paid in cash promptly following the later of the Repurchase Date and the time of delivery of such 2031 Debentures to the Paying Agent pursuant to the Indenture. If cash (and/or securities if permitted under the Indenture) sufficient to pay the Repurchase Price of, together with any accrued and unpaid contingent interest with respect to, of all 2031 2021 Debentures or portions thereof to be purchased as of the Repurchase Date, is deposited with the Paying Agent on the Business Day following the Repurchase Date, all interest and contingent interest, if any, shall cease to accrue on such 2031 2021 Debentures (or portions thereof) immediately after such Repurchase Date, and the Holder thereof shall have no other rights as such (other than the right to receive the Repurchase Price and accrued and unpaid contingent interest, if any, upon surrender of such 2031 2021 Debenture). CONVERSION ARRANGEMENT ON CALL FOR REDEMPTION Any 2031 2021 Debentures called for redemption, unless surrendered for conversion before the close of business on the Redemption Date, may be deemed to be purchased from the Holders of such 2031 2021 Debentures at an amount not less than the Redemption Price plus accrued and unpaid contingent interest, if any, thereon, by one or more investment bankers or other purchasers who may agree with the Company to purchase such 2031 2021 Debentures from the Holders, to convert them into Common Stock of the Company and to make payment for such 2031 2021 Debentures to the Paying Agent in trust for such Holders.

REPURCHASE BY THE COMPANY AT THE OPTION OF THE HOLDER. Subject to the terms and conditions of the IndentureIndenture and at the option of the Holder, on December 15, 2008, March 15, 2010, December 15, 2014, December 15, 2019, December 15, 2024 and December 15, 2029, the Company shall become obligated to purchasepurchase all of such Holder’s CODES, or any portion of the principal amount thereof that is equal to any integral multiple of $1,000, at the option of the Holder, the 2031 Debentures held by such Holder on April 15, 2008 at a Repurchase Price repurchase price equal to 100% of the principal amount thereof of the CODES to be repurchased, plus accrued and unpaid interest Interest (including Contingent Interest) to, but excluding, the Repurchase Date. In addition, upon delivery subject to the terms and conditions of the Indenture and at the option of the Holder, following the occurrence of a Repurchase Notice containing Change of Control, the information set forth in Company shall become obligated to purchase all of such Holder’s CODES, or any portion of the Indentureprincipal amount thereof that is equal to any integral multiple of $1,000, at any time from the opening of business on the date that is 20 Business Days prior 30 days after the date of the Company Notice given in connection with such Change of Control at a repurchase price equal to such 100% of the principal amount of the CODES to be repurchased, plus accrued and unpaid Interest (including Contingent Interest) to, but excluding, the Change of Control Repurchase Date until Date. To exercise an Optional Repurchase Right to have CODES repurchased on December 15, 2008, March 15, 2010, December 15, 2014, December 15, 2019, December 15, 2024 and December 15, 2029, a Holder must deliver to the Trustee at its offices no later than the close of business on such the third Business Day prior to the Optional Repurchase Date the following: a completed Repurchase Notice for Optional Repurchase Rights, the form of which is contained in Exhibit C hereto; and upon delivery the CODES or cause such CODES to be delivered through the facilities of the 2031 Debentures Depositary, as applicable, with respect to which the repurchase right is being exercised, with, if the Company or the Trustee so requires, due endorsement by, or a written instrument of transfer, in form satisfactory to the Paying Agent by Company and the Trustee duly executed by, the Holder as set forth thereof or such Holder’s attorney duly authorized in writing. To exercise a Change of Control Repurchase Right, a Holder must deliver to the Indenture. The Trustee at its offices on or prior to the close of business on the Business Day prior to the Change of Control Repurchase Price may Date the following: a completed Repurchase Notice for Change of Control Repurchase Rights, the form of which is contained in Exhibit D hereto; and the CODES or cause such CODES to be paid, at delivered through the option facilities of the CompanyDepositary, as applicable, with respect to which the repurchase right is being exercised, with, if the Company or the Trustee so requires, due endorsement by, or a written instrument of transfer, in cash form satisfactory to the Company and the Trustee duly executed by, the Holder thereof or by the issuance of Common Stock (as provided such Holder’s attorney duly authorized in the Indenture), or in any combination thereofwriting. Holders have the right to withdraw any Repurchase Notice by delivering to the Paying Agent a written notice of withdrawal prior to the close of business on the Repurchase Date in accordance with the provisions of the Indenture. In addition to the Repurchase Price payable with respect to all 2031 Debentures or portions thereof to be repurchased as of the Repurchase Date, the Holders of such 2031 Debentures (or portions thereof) shall be entitled to receive accrued and unpaid contingent interest, if any, with respect thereto, which contingent interest shall be paid in cash promptly following the later of the Repurchase Date and the time of delivery of such 2031 Debentures to the Paying Agent pursuant to the Indenture. If cash (and/or securities if permitted under the Indenture) sufficient to pay the Repurchase Price of, together with any accrued and unpaid contingent interest with respect to, of all 2031 Debentures CODES or portions thereof to be purchased as of the Repurchase Date, Date is deposited with the Paying Agent on the Business Day following the applicable Repurchase Date, all interest and contingent interest, if any, shall cease Interest (including Contingent Interest) ceases to accrue on such 2031 Debentures CODES (or portions thereof) immediately after such Repurchase Dateapplicable repurchase date, and the Holder thereof shall have no other rights as such (other than the right to receive the Repurchase Price and accrued and unpaid contingent interest, if any, upon surrender of such 2031 Debenture). CONVERSION ARRANGEMENT ON CALL FOR REDEMPTION Any 2031 Debentures called for redemption, unless surrendered for conversion before the close of business on the Redemption Date, may be deemed to be purchased from the Holders of such 2031 Debentures at an amount not less than the Redemption Price plus accrued and unpaid contingent interest, if any, thereon, by one or more investment bankers or other purchasers who may agree with the Company to purchase such 2031 Debentures from the Holders, to convert them into Common Stock of the Company and to make payment for such 2031 Debentures to the Paying Agent in trust for such HoldersCODES.

REPURCHASE BY THE COMPANY AT THE OPTION OF THE HOLDER. Subject to the terms and conditions of the Indenture, the Company shall become obligated to purchase, at the option of the Holder, the 2031 Debentures Securities held by such Holder on April 15, 2008 the following Repurchase Dates and at a the following Repurchase Price equal to 100% of the principal amount thereof plus accrued and unpaid interest to, but excluding, the Repurchase DatePrices per $1,000 Principal Amount, upon delivery of a Repurchase Notice containing the information set forth in the Indenture, at any time from the opening of business on the date that is 20 Business Days prior to such Repurchase Date until the close of business on such Repurchase Date and upon delivery of the 2031 Debentures Securities to the Paying Agent by the Holder as set forth in the Indenture. Repurchase Date Repurchase Price --------------- ---------------- June 23, 2005 $594.25 June 23, 2010 $706.82 June 23, 2015 $840.73 The Repurchase Price (equal to the Issue Price plus accrued Original Issue Discount through the Repurchase Date) may be paid, at the option of the Company, in cash or by the issuance of Common Stock (as provided in the Indenture), or in any combination thereof. If prior to a Repurchase Date this Security has been converted to an interest-bearing debenture following the occurrence of a Tax Event, the Repurchase Price will be equal to the Restated Principal Amount plus accrued and unpaid interest from the date of conversion to the Repurchase Date. Holders have the right to withdraw any Repurchase Notice by delivering to the Paying Agent a written notice of withdrawal prior to the close of business on the Repurchase Date in accordance with the provisions of the Indenture. In addition to the Repurchase Price payable with respect to all 2031 Debentures or portions thereof to be repurchased as of the Repurchase Date, the Holders of such 2031 Debentures (or portions thereof) shall be entitled to receive accrued and unpaid contingent interest, if any, with respect thereto, which contingent interest shall be paid in cash promptly following the later of the Repurchase Date and the time of delivery of such 2031 Debentures to the Paying Agent pursuant to the Indenture. If cash (and/or securities if permitted under the Indenture) sufficient to pay the Repurchase Price of, together with any accrued and unpaid contingent interest with respect to, of all 2031 Debentures Securities or portions thereof to be purchased as of the Repurchase Date, is deposited with the Paying Agent on the Business Day following the Repurchase Date, all interest and contingent such Securities shall cease to be outstanding, Original Issue Discount (or interest, if any, shall cease this Security has been converted to an interest-bearing debenture following the occurrence of a Tax Event) ceases to accrue on such 2031 Debentures Securities (or portions thereof) immediately after such Repurchase Date, and the Holder thereof shall have no other rights as such (other than the right to receive the Repurchase Price and accrued and unpaid contingent interest, if any, upon surrender of such 2031 DebentureSecurity). CONVERSION ARRANGEMENT ON CALL FOR REDEMPTION Any 2031 Debentures called for redemption, unless surrendered for conversion before the close of business on the Redemption Date, may be deemed to be purchased from the Holders of such 2031 Debentures at an amount not less than the Redemption Price plus accrued and unpaid contingent interest, if any, thereon, by one or more investment bankers or other purchasers who may agree with the Company to purchase such 2031 Debentures from the Holders, to convert them into Common Stock of the Company and to make payment for such 2031 Debentures to the Paying Agent in trust for such Holders.

REPURCHASE BY THE COMPANY AT THE OPTION OF THE HOLDER. Subject to the terms and conditions of the IndentureIndenture and at the option of the Holder, on October 20, 2004, October 15, 2006, October 15, 2011 and October 15, 2016, the Company shall become obligated to purchasepurchase all of such Holder’s Debentures, at the option or any portion of the Holderprincipal amount thereof that is equal to any integral multiple of $1,000, the 2031 Debentures held by such Holder on April 15, 2008 at a Repurchase Price equal to 100% of the principal amount thereof of the Debentures to be repurchased, plus accrued and unpaid interest Interest (including Contingent Interest) to, but excluding October 20, 2004, October 15, 2006, October 15, 2011 and October 15, 2016, as the case may be. In addition, subject to the terms and conditions of the Indenture and at the option of the Holder, following the occurrence of a Change of Control, the Company shall become obligated to purchase all of such Holder’s Debentures, or any portion of the principal amount thereof that is equal to any integral multiple of $1,000, on the date that is 45 days after the date of the Company Notice given in connection with such Change of Control at a Repurchase Price equal to 100% of the principal amount of the Debentures to be repurchased, plus accrued and unpaid Interest (including Contingent Interest) to, but excluding, the Change of Control Repurchase Date, upon delivery of . To exercise such Repurchase Right a Holder shall deliver to the Trustee a Repurchase Notice containing the information set forth in the Indenture, at any time from on or prior to the opening close of business on the date that is 20 Business Days prior to such Repurchase Date until the close of business on such applicable Repurchase Date and upon delivery of the 2031 Debentures shall deliver to the Paying Agent by the Holder Debentures to be repurchased as set forth in the Indenture. The Repurchase Price may be paid, at the option of the Company, in cash or by the issuance of Common Stock (as provided in the Indenture), or in any combination thereof. Holders have the right to withdraw any Repurchase Notice by delivering to the Paying Agent a written notice of withdrawal prior to the close of business on the Repurchase Date in accordance with the provisions of the Indenture. In addition to the Repurchase Price payable with respect to all 2031 Debentures or portions thereof to be repurchased as of the Repurchase Date, the Holders of such 2031 Debentures (or portions thereof) shall be entitled to receive accrued and unpaid contingent interest, if any, with respect thereto, which contingent interest shall be paid in cash promptly following the later of the Repurchase Date and the time of delivery of such 2031 Debentures to the Paying Agent pursuant to the Indenture. If cash (and/or securities if permitted under the Indenture) sufficient to pay the Repurchase Price of, together with any accrued and unpaid contingent interest with respect to, of all 2031 Debentures or portions thereof to be purchased as of the Repurchase Date, Date is deposited with the Paying Agent on the Business Day following the applicable Repurchase Date, all interest and contingent interest, if any, shall cease Interest (including Contingent Interest) ceases to accrue on such 2031 Debentures (or portions thereof) immediately after such Repurchase Dateapplicable repurchase date, and the Holder thereof shall have no other rights as such (other than the right to receive the Repurchase Price and accrued and unpaid contingent interest, if any, upon surrender of such 2031 Debenture). CONVERSION ARRANGEMENT ON CALL FOR REDEMPTION Any 2031 Debentures called for redemption, unless surrendered for conversion before the close of business on the Redemption Date, may be deemed to be purchased from the Holders of such 2031 Debentures at an amount not less than the Redemption Price plus accrued and unpaid contingent interest, if any, thereon, by one or more investment bankers or other purchasers who may agree with the Company to purchase such 2031 Debentures from the Holders, to convert them into Common Stock of the Company and to make payment for such 2031 Debentures to the Paying Agent in trust for such HoldersDebentures.