Settlement Rate Clause Samples
Settlement Rate. (a) Each Purchase Contract obligates the Company to deliver, on the Mandatory Settlement Date, a number of shares of Common Stock (subject to Article 5) equal to the Settlement Rate as determined by the Company, unless such Purchase Contract has settled or been redeemed prior to the Mandatory Settlement Date.
Settlement Rate. Each Purchase Contract obligates the Company to deliver, on the Mandatory Settlement Date, a number of shares of Common Stock (subject to Section 4.04 and Article 5) equal to the Settlement Rate as determined by the Company unless such Purchase Contract settles prior to the Mandatory Settlement Date. The “Settlement Rate” is equal to:
(i) if the Applicable Market Value (as defined below) is equal to or greater than $7.12 (the “Threshold Appreciation Price”), 3.5126 shares of Common Stock for each Purchase Contract (the “Minimum Settlement Rate”);
(ii) if the Applicable Market Value is less than the Threshold Appreciation Price but greater than $5.81 (the “Reference Price”), a number of shares of Common Stock for each Purchase Contract equal to the Stated Amount, divided by the Applicable Market Value; and
(iii) if the Applicable Market Value is less than or equal to the Reference Price, 4.3029 shares of Common Stock for each Purchase Contract (the “Maximum Settlement Rate”), provided that the Maximum Settlement Rate, the Minimum Settlement Rate (each, a “Fixed Settlement Rate”) and the Applicable Market Value shall be subject to adjustment as provided in Article V and rounded upward or downward to the nearest 1/10,000th of a share (or if there is not a nearest 1/10,000th of a share, to the next lower 1/10,000th of a share).
(iv) The Company shall give notice of the Settlement Rate to the Purchase Contract Agent and Holders no later than 2 Trading Days prior to the Mandatory Settlement Date.
Settlement Rate. In accordance with the last four sentences of Section 5.6(c) of the Purchase Contract Agreement, the Settlement Rate shall be adjusted for events subsequent to the Effective Time, in a manner that is as nearly equivalent as may be practicable to the adjustments provided for in Section 5.6 of the Purchase Contract Agreement, as if Xcel Energy was the original "Company" and Xcel Energy Common Stock was the original "Common Stock" under the provisions of Section 5.6 of the Purchase Contract Agreement.
Settlement Rate. 4 ARTICLE IV MISCELLANEOUS..............................................................................4 Section 4.1 Ratification of Purchase Contract Agreement...........................................4 Section 4.2 Effectiveness.........................................................................5 Section 4.3 Securities Deemed Conformed...........................................................5 Section 4.4 Governing Law.........................................................................5 Section 4.5 Separability..........................................................................5 Section 4.6 Counterparts..........................................................................5 THIS FIRST SUPPLEMENT TO THE PURCHASE CONTRACT AGREEMENT, dated as of June 6, 2002 (this "Supplemental Agreement"), among NRG Energy, Inc., a Delaware corporation (the "Company"), Xcel Energy Inc., a Minnesota corporation ("Xcel Energy"), and The Bank of New York, a New York banking corporation, acting as purchase contract agent for the Holders of Securities from time to time (the "Agent").
Settlement Rate. The following table illustrates the settlement rate per Purchase Contract and the value of Class A Common Stock issuable upon settlement on the Mandatory Settlement Date, determined using the “applicable market value” (as defined in the Units Preliminary Prospectus Supplement) shown, subject to adjustment as described in the Units Preliminary Prospectus Supplement: Less than or equal to the Reference Price The Maximum Settlement Rate Less than or equal to $50 Greater than the Reference Price but less than the Threshold Appreciation Price A number of shares of Class A Common Stock equal to $50, divided by the applicable market value $50 Equal to or greater than the Threshold Appreciation Price The Minimum Settlement Rate Greater than or equal to $50
Settlement Rate. Each Purchase Contract obligates the Company to deliver to each Holder, on the Mandatory Settlement Date, a number of shares of Common Stock (subject to Section 4.04) equal to the Settlement Rate as determined by the Company unless a Holder settles such Purchase Contract prior to the Mandatory Settlement Date pursuant to Section 5.03 or Section 5.04. The “Settlement Rate” is equal to:
(i) if the Applicable Market Value is equal to or greater than $37.50 (the “Threshold Appreciation Price”), 1.3333 shares of Common Stock for each Purchase Contract (the “Minimum Settlement Rate”);
(ii) if the Applicable Market Value is less than the Threshold Appreciation Price but greater than $30.00 (the “Reference Price”), a number of shares of Common Stock for each Purchase Contract equal to the Stated Amount, divided by the Applicable Market Value; and
(iii) if the Applicable Market Value is less than or equal to the Reference Price, 1.6666 shares of Common Stock for each Purchase Contract (the “Maximum Settlement Rate”); provided that the Maximum Settlement Rate, the Minimum Settlement Rate (each, a “Fixed Settlement Rate”) and the Applicable Market Value shall be subject to adjustment as provided in Article 5.
Settlement Rate. (a) The “Settlement Rate” applicable to each Purchase Contract on the Mandatory Settlement Date or in connection with any Early Settlement pursuant to Section 4.06 (but not Section 4.07) shall be equal to:
(i) if the Applicable Market Value is greater than or equal to the Threshold Appreciation Price, 0.3729 Common Shares for each Purchase Contract (the “Minimum Settlement Rate”);
(ii) if the Applicable Market Value is greater than the Reference Price but less than the Threshold Appreciation Price, a number of Common Shares for each Purchase Contract equal to the Stated Amount, divided by the Applicable Market Value; and
(iii) if the Applicable Market Value is less than or equal to the Reference Price, 0.4662 Common Shares for each Purchase Contract (the “Maximum Settlement Rate”).
Settlement Rate. Each Purchase Contract obligates the Company to deliver, on the Mandatory Settlement Date, a number of shares of Common Stock (subject to Section 4.04 and Article 5) equal to the Settlement Rate as determined by the Company unless such Purchase Contract settles prior to the Mandatory Settlement Date pursuant to Section 5.03 or Section 5.04. The number of shares of Common Stock issuable upon settlement of each Purchase Contract on the Mandatory Settlement Date (the “Settlement Rate”) is equal to:
(i) if the Applicable Market Value is equal to or greater than $[ ] (the “Threshold Appreciation Price”), [ ] shares of Common Stock for each Purchase Contract (the “Minimum Settlement Rate”);
(ii) if the Applicable Market Value is greater than $[ ] (the “Reference Price”) but less than the Threshold Appreciation Price, a number of shares of Common Stock for each Purchase Contract equal to the Stated Amount, divided by the Applicable Market Value; and
(iii) if the Applicable Market Value is less than or equal to the Reference Price, [ ] shares of Common Stock for each Purchase Contract (the “Maximum Settlement Rate”), provided that the Maximum Settlement Rate and the Minimum Settlement Rate (each, a “Fixed Settlement Rate”) shall each be subject to adjustment as provided in Article 5.
Settlement Rate. (a) Each Purchase Contract obligates the Company to deliver, on the Mandatory Settlement Date, a number of WGP Common Units (subject to Section 4.05(b) and Article 5) equal to the Settlement Rate as determined by the Company, unless such Purchase Contract has settled prior to the Mandatory Settlement Date.
Settlement Rate. Five percent (5%) per annum, compounded quarterly.