Common use of Rights Agreement Inapplicable Clause in Contracts

Rights Agreement Inapplicable. If the transactions contemplated hereby or the conversion or exchange or exercise of any of the Securities upon its terms would (a) result in the occurrence of a "Triggering Event" under the Rights Agreement, (b) cause the Investor to become an "Acquiring Person" as defined in the Rights Agreement or (c) otherwise cause the exercise of any "Right" issued pursuant to the Rights Agreement or the issuance or exercise of any "Rights Certificate" under the Rights Agreement, the Company will promptly cause the Rights Agreement to be duly amended to prevent any such characterization.

Rights Agreement Inapplicable. If the transactions contemplated hereby or the conversion or exchange or exercise of any of the Securities upon its terms would (a) result in the occurrence of a "Triggering Event" under the Rights Agreement, (b) cause the any Investor to become an "Acquiring Person" as defined in the Rights Agreement or (c) otherwise cause the exercise of any "Right" issued pursuant to the Rights Agreement or the issuance or exercise of any "Rights Certificate" under the Rights Agreement, the Company will promptly cause the Rights Agreement to be duly amended to prevent any such characterization.

Rights Agreement Inapplicable. If the transactions contemplated hereby or the conversion or exchange or exercise of any of the Securities Exchangeable Notes for Second Closing Shares upon its terms would (a) result in the occurrence of a "“Triggering Event" ” under the Rights Agreement, (b) cause the any Investor to become an "“Acquiring Person" ” as defined in the Rights Agreement or (c) otherwise cause the exercise of any "“Right" ” issued pursuant to the Rights Agreement or the issuance or exercise of any "“Rights Certificate" ” under the Rights Agreement, the Company will promptly cause the Rights Agreement to be duly amended to prevent any such characterization.

Rights Agreement Inapplicable. If the transactions contemplated hereby or the conversion or exchange or exercise of any of the Securities Exchangeable Notes for Second Closing Shares upon its terms would (a) result in the occurrence of a "Triggering Event" under the Rights Agreement, (b) cause the any Investor to become an "Acquiring Person" as defined in the Rights Agreement or (c) otherwise cause the exercise of any "Right" issued pursuant to the Rights Agreement or the issuance or exercise of any "Rights Certificate" under the Rights Agreement, the Company will promptly cause the Rights Agreement to be duly amended to prevent any such characterization.

Rights Agreement Inapplicable. If the transactions contemplated hereby or the conversion or exchange or exercise of any of the Securities upon its terms would (a) result in the occurrence of a "Triggering Event" under the Rights Agreement, (b) cause the either Investor to become an "Acquiring Person" as defined in the Rights Agreement or (c) otherwise cause the exercise of any "Right" issued pursuant to the Rights Agreement or the issuance or exercise of any "Rights Certificate" under the Rights Agreement, the Company will promptly cause the Rights Agreement to be duly amended to prevent any such characterization.