Common use of Settlement or Conversion Clause in Contracts

Settlement or Conversion. If the Holder converts this Note in connection with a Make-Whole Fundamental Change, the Company will settle such conversion by delivering Conversion Consideration in accordance with Section 8.03; provided, however, that notwithstanding anything to the contrary in Section 8.03, if the Holder converts this Note in connection with a Make-Whole Fundamental Change described in clause (b)(ii) of the definition of Fundamental Change in which the holders of the Common Stock receive only cash in consideration for their shares of Common Stock, the Company will settle such conversion by delivering to the Holder, on the third (3rd) Business Day immediately following the Conversion Date for this Note, an amount of cash, for each $1,000 principal amount of this Note so converted, equal to the product of (i) the Conversion Rate on the Conversion Date applicable to this Note (including any Additional Shares added to such Conversion Rate pursuant to this Section 8.07) and (ii) the Stock Price for such Make-Whole Fundamental Change, or in the case of a principal amount or portion of a principal amount that is not a multiple of $1,000, an equivalent pro rata amount.

Settlement or Conversion. If the Holder converts this Note in connection with a Make-Whole Fundamental Change, the Company will settle such conversion by delivering Conversion Consideration in accordance with Section 8.038.03 hereof; provided, however, that notwithstanding anything to the contrary in Section 8.038.03 hereof, if the Holder converts this Note in connection with a Make-Whole Fundamental Change described in clause (b)(ii) of the definition of Fundamental Change in which the holders of the Common Stock receive only cash in consideration for their shares of Common Stock, the Company will settle such conversion by delivering to the Holder, on the third (3rd) Business Day immediately following the Conversion Date for this Note, an amount of cash, for each $1,000 principal amount of this Note so converted, equal to the product of (i) the Conversion Rate on the Conversion Date applicable to this Note (including any Additional Shares added to such Conversion Rate pursuant to this Section 8.07) and (ii) the Stock Price for such Make-Whole Fundamental Change, or in the case of a principal amount or portion of a principal amount that is not a multiple of $1,000, an equivalent pro rata amount.