Common use of Cash Settlement Clause in Contracts

Cash Settlement. (a) Upon receipt by the Collateral Agent of (1) a notice from the Purchase Contract Agent promptly after the receipt by the Purchase Contract Agent of a notice that a Holder of a Corporate Unit or Treasury Unit has elected, in accordance with the procedures specified in Section 5.4(a)(i) or (d)(i) of the Purchase Contract Agreement, respectively, to settle its Purchase Contract with cash and (2) payment by such Holder by deposit in the Collateral Account on or prior to 11:00 a.m., New York City time, (A) on the fifth Business Day immediately preceding the Purchase Contract Settlement Date in the case of a Corporate Unit or (B) on the Business Day immediately preceding the Purchase Contract Settlement Date in the case of a Treasury Unit, of the Purchase Price in lawful money of the United States by certified or cashier's check or wire transfer of immediately available funds payable to or upon the order of the Securities Intermediary, then the Collateral Agent shall (i) instruct the Securities Intermediary promptly to invest any such Cash in Permitted Investments of the type described in clause (vi) of the definition thereof unless it has received other instructions from the Company by 10:30 a.m., New York time, on such date and (ii) release from the Pledge (1) Pledged Debentures in the case of a Holder of Corporate Units or (2) Pledged Treasury Securities in the case of a Holder of Treasury Units, in each case with a principal amount at maturity equal to the product of (x) the Stated Amount times (y) the number of such Purchase Contracts as to which such Holders have elected to effect a Cash Settlement pursuant to this Section 5.5(a) and shall instruct the Securities Intermediary to Transfer all such Pledged Debentures or Pledged Treasury Securities, as the case may be, to the Purchase Contract Agent for the benefit of such Holders, in each case free and clear of the Pledge, for distribution to such Holders in accordance with their respective interests. Upon receipt of the proceeds upon the maturity of the Permitted Investments on the Purchase Contract Settlement Date, the Collateral Agent shall (A) instruct the Securities Intermediary to pay the portion of such proceeds and deliver any certified or cashier's checks received, in an aggregate amount equal to the Purchase Price, to the Company on the Purchase Contract Settlement Date, and (B) instruct the Securities Intermediary to release any amounts in respect of the interest earned from such Permitted Investments to the Purchase Contract Agent for distribution to the relevant Holders in accordance with their respective interests.

Cash Settlement. (a) Upon (1) receipt by the Collateral Agent of (1) a notice from the Stock Purchase Contract Agent promptly after the receipt by the Stock Purchase Contract Agent of a notice that from a Holder of a Corporate Unit or Treasury Unit Normal Common Equity Units that such Holder has elected, in accordance with the procedures specified in Section 5.4(a)(i) or (d)(i5.2(b)(i) of the Stock Purchase Contract Agreement, respectivelyto effect a Cash Settlement or has elected, in accordance with the procedures specified in Section 10(d)(ii) of the applicable Certificate of Designations not to settle its Purchase Contract with cash exercise the Put Right, and (2) payment by receipt from such Holder by deposit in the Securities Intermediary for credit to the applicable Collateral Account on at or prior to 11:00 a.m., 5:00 p.m. (New York City time, (A) on the fifth eleventh (11th) Business Day immediately preceding the applicable Stock Purchase Contract Settlement Date in the case of a Corporate Unit or (B) on the Business Day immediately preceding the Purchase Contract Settlement Date in the case of a Treasury Unit, of the applicable Purchase Price in lawful money of the United States by certified or cashier's ’s check or wire transfer of immediately available funds payable to or upon the order of the Securities Intermediary, then the Collateral Agent shall (i) instruct the Securities Intermediary promptly to invest any such Cash in Permitted Investments of maturing on the type Stock Purchase Date. The Company shall instruct the Collateral Agent in writing as to the Permitted Investments in which any such Cash shall be invested; provided, however, that if the Company fails to deliver such written instructions by 10:30 a.m. (New York City time) on the day such Cash is received by the Collateral Agent or to be reinvested by the Securities Intermediary, the Collateral Agent shall instruct the Securities Intermediary to invest such Cash in the Permitted Investments described in clause (vi) of the definition thereof unless it has received of Permitted Investments. The Collateral Agent may conclusively rely on any written direction and shall bear no liability for any loss or other instructions from damage based on acting or omitting to act under this Section 5.6 pursuant to any direction of the Company by 10:30 a.m., New York time, on such date and (ii) release from in no event shall the Pledge (1) Pledged Debentures in Collateral Agent or Securities Intermediary be liable for the case selection of Permitted Investments or for investment losses incurred thereon. The Collateral Agent and Securities Intermediary shall have no liability with respect to losses incurred as a result of the failure of the Company to provide written investment direction. In the event of a Holder of Corporate Units or (2) Pledged Treasury Securities in the case of a Holder of Treasury UnitsSuccessful Remarketing, in each case with a principal amount at maturity equal to the product of (x) the Stated Amount times (y) the number of such Purchase Contracts as to which such Holders have elected to effect a Cash Settlement pursuant to this Section 5.5(a) and shall instruct the Securities Intermediary to Transfer all such Pledged Debentures or Pledged Treasury Securities, as the case may be, to the Purchase Contract Agent for the benefit of such Holders, in each case free and clear of the Pledge, for distribution to such Holders in accordance with their respective interests. Upon upon receipt of the proceeds Proceeds upon the maturity of the Permitted Investments on the a Stock Purchase Contract Settlement Date, the Collateral Agent shall (Ai) instruct the Securities Intermediary to pay the portion of such proceeds Proceeds and deliver any certified or cashier's ’s checks received, in an aggregate amount equal to the Purchase Price, to the Company on the Stock Purchase Contract Settlement Date, and (Bii) instruct the Securities Intermediary to release any amounts in respect excess of the interest Purchase Price earned from such Permitted Investments to the Stock Purchase Contract Agent for distribution to the relevant Holders who elected to effect a Cash Settlement in accordance with their respective intereststhe Stock Purchase Contract Agreement.

Cash Settlement. (a) Unless the Treasury Portfolio has replaced the Notes as a component of Equity Units as a result of a successful Initial Remarketing of the Pledged Notes or a Tax Event Redemption, a Holder of Equity Units may settle the related Warrant with Cash on the fourth business day immediately preceding the Warrant Settlement Date. Upon receipt by the Collateral Agent of (1) (i) in the case of Equity Units, a notice from the Purchase Contract Warrant Agent promptly after the receipt by the Purchase Contract Warrant Agent of a notice that from a Holder of a Corporate Unit Equity Units prior to or Treasury Unit at 11:00 a.m. (New York City time) on the fourth Business Day immediately preceding the Warrant Settlement Date that such Holder has elected, in accordance with the procedures specified in Section 5.4(a)(i) or (d)(i5.03(a)(i) of the Purchase Contract AgreementWarrant Agreement to effect a Cash Settlement, respectivelyor (ii) in the case of Treasury Equity Units, receipt of such notice on the second Business Day immediately preceding the Warrant Settlement Date that such Holder has elected, in accordance with the procedures specified in Section 5.03(f)(i) of the Warrant Agreement to settle its Purchase Contract with cash effect a Cash Settlement, and (2) payment by such Holder by deposit in the Collateral Account on or prior to 11:00 a.m., or at 5:00 p.m. (New York City time) (i) in the case of Equity Units, (A) which may only be settled in integral multiples of 40 Warrants, on the fifth fourth Business Day immediately preceding the Purchase Contract Warrant Settlement Date Date, or (ii) in the case of a Corporate Unit or (B) Treasury Equity Units, on the Business Day immediately preceding the Purchase Contract Warrant Settlement Date in the case of a Treasury UnitDate, of the Purchase Price in lawful money of the United States by certified or cashier's check or wire transfer of immediately available funds payable to or upon the order of the Securities Intermediary, then the Collateral Agent shall (i) instruct the Securities Intermediary promptly to invest any such Cash in Permitted Investments of the type described in clause (vi) of the definition thereof unless it has received other instructions from the Company by 10:30 a.m., New York time, on such date and (ii) release from the Pledge (1) Pledged Debentures in the case of a Holder of Corporate Units or (2) Pledged Treasury Securities in the case of a Holder of Treasury Units, in each case with a principal amount at maturity equal to the product of (x) the Stated Amount times (y) the number of such Purchase Contracts as to which such Holders have elected to effect a Cash Settlement pursuant to this Section 5.5(a) and shall instruct the Securities Intermediary to Transfer all such Pledged Debentures or Pledged Treasury Securities, as the case may be, to the Purchase Contract Agent for the benefit of such Holders, in each case free and clear of the Pledge, for distribution to such Holders in accordance with their respective interests. Upon receipt of the proceeds upon the maturity of the Permitted Investments on the Purchase Contract Settlement Date, the Collateral Agent shall (A) instruct the Securities Intermediary to pay the portion of such proceeds and deliver any certified or cashier's checks received, in an aggregate amount equal to the Purchase Price, to the Company on the Purchase Contract Settlement Date, and (B) instruct the Securities Intermediary to release any amounts in respect of the interest earned from such Permitted Investments to the Purchase Contract Agent for distribution to the relevant Holders in accordance with their respective interests.shall:

Cash Settlement. (a) Upon Unless a Holder has effected an Early Settlement or a Merger Early Settlement or a Successful Remarketing during the Period for Early Remarketing has occurred, in the case of Corporate PIES, and unless a Termination Event has occurred prior to dates required for notice to elect the Cash Settlement right specified in the Purchase Contract Agreement and the Collateral Agent has received written notice from the Company, the Purchase Contract Agent or, in the case of a Termination Event, from the holders of at least 10% of the outstanding PIES of such Early Settlement, Merger Early Settlement, Successful Remarketing or Termination Event, as the case may be, upon receipt by the Collateral Agent of (1) a notice from the Purchase Contract Agent (including a copy of such notice received from the Holder substantially in the form of Exhibit F to the Purchase Contract Agreement) promptly after the receipt by the Purchase Contract Agent of a notice that from a Holder of a Corporate Unit PIES or a Treasury Unit PIES that it has elected, in accordance with the procedures specified in Section 5.4(a)(i5.8(a)(i) or (d)(ib)(i) of the Purchase Contract Agreement, respectively, to settle its Purchase Contract with cash effect a Cash Settlement and (2) payment by such Holder by deposit in the Collateral Account on or prior to 11:00 a.m., a.m. (New York City time), (A) on the fifth Business Day immediately preceding the Purchase Contract Settlement Date in the case of a Corporate Unit or (B) on PIES, and the Business Day immediately preceding the Purchase Contract Settlement Date in the case of a the Treasury UnitPIES, of the Purchase Price in lawful money of the United States by certified or cashier's cashiers' check or wire transfer transfer, in each case of immediately available funds payable to or upon the order of the Securities Intermediary, then the Collateral Agent shall (i) instruct the Securities Intermediary promptly to invest any such Cash in Permitted Investments upon receipt of the type described in clause (vi) of the definition thereof unless it has received other instructions written directions from the Company by 10:30 a.m., New York time, on such date and (ii) release from the Pledge (1) Pledged Debentures in the case of a Holder of Corporate Units or (2) Pledged Treasury Securities in the case of a Holder of Treasury Units, in each case with a principal amount at maturity equal to the product of (x) the Stated Amount times (y) the number of such Purchase Contracts as to which such Holders have elected to effect a Cash Settlement pursuant to this Section 5.5(a) and shall instruct the Securities Intermediary to Transfer all such Pledged Debentures or Pledged Treasury Securities, as the case may be, to the Purchase Contract Agent for the benefit of such Holders, in each case free and clear of the Pledge, for distribution to such Holders in accordance with their respective interests. Upon receipt of the proceeds upon the maturity of the Permitted Investments on the Purchase Contract Settlement Date, the Collateral Agent shall (A) instruct the Securities Intermediary to pay the portion of such proceeds and deliver any certified or cashier's checks received, in an aggregate amount equal to the Purchase Price, to the Company on the Purchase Contract Settlement Date, and (B) instruct the Securities Intermediary to release any amounts in respect of the interest earned from such Permitted Investments to the Purchase Contract Agent for distribution to the relevant Holders in accordance with their respective interests.Company:

Cash Settlement. (a) Upon receipt by the Collateral Agent of (1) a notice from the Purchase Contract Agent promptly after the receipt by the Purchase Contract Agent of a notice that a Holder of a Corporate Unit PIES or Treasury Unit PIES has elected, in accordance with the procedures specified in Section 5.4(a)(i) or (d)(i) of the Purchase Contract Agreement, respectively, to settle its Purchase Contract with cash and (2) payment by such Holder by deposit in the Collateral Account on or prior to 11:00 a.m., New York City time, (A) on the fifth Business Day immediately preceding the Purchase Contract Settlement Date in the case of a Corporate Unit or (B) on the Business Day immediately preceding the Purchase Contract Settlement Date in the case of a Treasury Unit, of the Purchase Price in lawful money of the United States by certified or cashier's check or wire transfer of immediately available funds payable to or upon the order of the Securities Intermediary, then the Collateral Agent shall (i) instruct the Securities Intermediary promptly to invest any such Cash in Permitted Investments of the type described in clause (vi) of the definition thereof unless it has received other instructions from the Company by 10:30 a.m., New York time, on such date and (ii) release from the Pledge Pledge, (1) Pledged Preferred Securities or the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio or Pledged Debentures in the case of a Holder of Corporate Units PIES or (2) Pledged Treasury Securities in the case of a Holder of Treasury UnitsPIES, in each as the case may be, with a liquidation or principal amount at maturity equal to the product of (x) the Stated Amount times (y) the number of such Purchase Contracts as to which such Holders have elected to effect a Cash Settlement cash settlement pursuant to this Section 5.5(a) and shall instruct the Securities Intermediary to Transfer all such Pledged Preferred Securities or the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio or Pledged Debentures or Pledged Treasury Securities, as the case may be, to the Purchase Contract Agent for the benefit of such Holders, in each case free and clear of the PledgePledge created hereby, for distribution to such Holders in accordance with their respective interests. Upon receipt of the proceeds upon the maturity of the Permitted Investments on the Purchase Contract Settlement Date, the Collateral Agent shall (A) instruct the Securities Intermediary to pay the portion of such proceeds and deliver any certified or cashier's checks received, in an aggregate amount equal to the Purchase Price, to the Company on the Purchase Contract Settlement Date, and (B) instruct the Securities Intermediary to release any amounts in respect of the interest earned from such Permitted Investments to the Purchase Contract Agent for distribution to the relevant Holders in accordance with their respective interests.

Cash Settlement. (a) Upon receipt by the Collateral Agent of (1) a notice from the Purchase Contract Agent promptly after the receipt by the Purchase Contract Agent of a notice that a Holder of a Corporate Unit PIES or Treasury Unit PIES has elected, in accordance with the procedures specified in Section 5.4(a)(i) or (d)(i) of the Purchase Contract Agreement, respectively, to settle its Purchase Contract with cash and (2) payment by such Holder by deposit in the Collateral Account on or prior to 11:00 a.m., New York City time, (A) on the fifth Business Day immediately preceding the Purchase Contract Settlement Date Date, in the case of a Corporate Unit or (B) on PIES, and the Business Day immediately preceding the Purchase Contract Settlement Date Date, in the case of a the Treasury UnitPIES, of the Purchase Price in lawful money of the United States by certified or cashier's check or wire transfer of immediately available funds payable to or upon the order of the Securities Intermediary, then the Collateral Agent shall (i) instruct the Securities Intermediary promptly to invest any such Cash in Permitted Investments of the type described in clause (vi) of the definition thereof unless it has received other instructions from the Company by 10:30 a.m., New York time, on such date and (ii) release from the Pledge (1) Pledged Debentures Shares in the case of a Holder of Corporate Units PIES, or (2) Pledged Treasury Securities in the case of a Holder of Treasury Units, in each case PIES with a liquidation or principal amount at maturity equal to the product of (x) the Stated Amount times (y) the number of such Purchase Contracts as to which such Holders have elected to effect a Cash Settlement cash settlement pursuant to this Section 5.5(a) and shall instruct the Securities Intermediary to Transfer all such Pledged Debentures Shares or Pledged Treasury Securities, as the case may be, to the Purchase Contract Agent for the benefit of such Holders, in each case free and clear of the PledgePledge created hereby, for distribution to such Holders in accordance with their respective interests. Upon receipt of the proceeds upon the maturity of the Permitted Investments on the Purchase Contract Settlement Date, the Collateral Agent shall (A) A instruct the Securities Intermediary to pay the portion of such proceeds and deliver any certified or cashier's checks received, in an aggregate amount equal to the Purchase Price, to the Company on the Purchase Contract Settlement Date, and (B) instruct the Securities Intermediary to release any amounts in respect of the interest earned from such Permitted Investments to the Purchase Contract Agent for distribution to the relevant Holders in accordance with their respective interests.

Cash Settlement. (a) Upon receipt by the Collateral Agent of (1) a notice from the Purchase Contract Agent promptly after the receipt by the Purchase Contract Agent of a notice that a Holder of a Corporate Unit PIES or Treasury Unit PIES has elected, in accordance with the procedures specified in Section 5.4(a)(i) or (d)(i) of the Purchase Contract Agreement, respectively, to settle its Purchase Contract with cash and (2) payment by such Holder by deposit in the Collateral Account on or prior to 11:00 a.m., New York City time, (A) on the fifth Business Day immediately preceding the Purchase Contract Settlement Date in the case of a Corporate Unit or (B) on the Business Day immediately preceding the Purchase Contract Settlement Date in the case of a Treasury Unit, of the Purchase Price in lawful money of the United States by certified or cashier's check or wire transfer of immediately available funds payable to or upon the order of the Securities Intermediary, then the Collateral Agent shall (i) instruct the Securities Intermediary promptly to invest any such Cash in Permitted Investments of the type described in clause (vi) of the definition thereof unless it has received other instructions from the Company by 10:30 a.m., New York time, on such date and (ii) release from the Pledge (1) Pledged Preferred Securities or the appropriate Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio or Pledged Debentures in the case of a Holder of Corporate Units PIES, or (2) Pledged Treasury Securities in the case of a Holder of Treasury Units, in each case PIES with a liquidation or principal amount at maturity equal to the product of (x) the Stated Amount times (y) the number of such Purchase Contracts as to which such Holders have elected to effect a Cash Settlement cash settlement pursuant to this Section 5.5(a) and shall instruct the Securities Intermediary to Transfer all such Pledged Preferred Securities, the Applicable Ownership Interest (as specified in clause (A) of the definition of such term) of the Treasury Portfolio, Pledged Debentures or Pledged Treasury Securities, as the case may be, to the Purchase Contract Agent for the benefit of such Holders, in each case free and clear of the PledgePledge created hereby, for distribution to such Holders in accordance with their respective interests. Upon receipt of the proceeds upon the maturity of the Permitted Investments on the Purchase Contract Settlement Date, the Collateral Agent shall (A) instruct the Securities Intermediary to pay the portion of such proceeds and deliver any certified or cashier's checks received, in an aggregate amount equal to the Purchase Price, to the Company on the Purchase Contract Settlement Date, and (B) instruct the Securities Intermediary to release any amounts in respect of the interest earned from such Permitted Investments to the Purchase Contract Agent for distribution to the relevant Holders in accordance with their respective interests.

Cash Settlement. (a) Upon Unless a Holder has effected an Early Settlement or a Merger Early Settlement or a Successful Remarketing has occurred, in the case of Corporate PIES, and unless a Termination Event has occurred prior to dates required for notice to elect the Cash Settlement right specified in the Purchase Contract Agreement and the Collateral Agent has received written notice from the Company, the Purchase Contract Agent or, in the case of a Termination Event, from the holders of at least 10% of the outstanding PIES of such Early Settlement, Merger Early Settlement, Successful Remarketing or Termination Event, as the case may be, upon receipt by the Collateral Agent of (1) a notice from the Purchase Contract Agent (including a copy of such notice received from the Holder substantially in the form of Exhibit F to the Purchase Contract Agreement) promptly after the receipt by the Purchase Contract Agent of a notice that from a Holder of a Corporate Unit PIES or a Treasury Unit PIES that it has elected, in accordance with the procedures specified in Section 5.4(a)(i5.8(a)(i) or (d)(ib)(i) of the Purchase Contract Agreement, respectively, to settle its Purchase Contract with cash effect a Cash Settlement and (2) payment by such Holder by deposit in the Collateral Account on or prior to 11:00 a.m., a.m. (New York City time), (A) on the fifth Business Day immediately preceding the Purchase Contract Settlement Date in the case of a Corporate Unit or (B) on PIES, and the Business Day immediately preceding the Purchase Contract Settlement Date in the case of a the Treasury UnitPIES, of the Purchase Price in lawful money of the United States by certified or cashier's cashiers' check or wire transfer transfer, in each case of immediately available funds payable to or upon the order of the Securities Intermediary, then the Collateral Agent shall (i) instruct the Securities Intermediary promptly to invest any such Cash in Permitted Investments upon receipt of the type described in clause (vi) of the definition thereof unless it has received other instructions written directions from the Company by 10:30 a.m., New York time, on such date and (ii) release from the Pledge (1) Pledged Debentures in the case of a Holder of Corporate Units or (2) Pledged Treasury Securities in the case of a Holder of Treasury Units, in each case with a principal amount at maturity equal to the product of (x) the Stated Amount times (y) the number of such Purchase Contracts as to which such Holders have elected to effect a Cash Settlement pursuant to this Section 5.5(a) and shall instruct the Securities Intermediary to Transfer all such Pledged Debentures or Pledged Treasury Securities, as the case may be, to the Purchase Contract Agent for the benefit of such Holders, in each case free and clear of the Pledge, for distribution to such Holders in accordance with their respective interests. Upon receipt of the proceeds upon the maturity of the Permitted Investments on the Purchase Contract Settlement Date, the Collateral Agent shall (A) instruct the Securities Intermediary to pay the portion of such proceeds and deliver any certified or cashier's checks received, in an aggregate amount equal to the Purchase Price, to the Company on the Purchase Contract Settlement Date, and (B) instruct the Securities Intermediary to release any amounts in respect of the interest earned from such Permitted Investments to the Purchase Contract Agent for distribution to the relevant Holders in accordance with their respective interests.Company:

Cash Settlement. (a) Upon receipt by the Collateral Agent of (1) a notice from the Purchase Contract Agent promptly after the receipt by the Purchase Contract Agent of a notice that a Holder of a Corporate Unit or Treasury Unit has elected, in accordance with the procedures specified in Section 5.4(a)(i) or (d)(i) of the Purchase Contract Agreement, respectively, to settle its Purchase Contract with cash and (2) payment by such Holder by deposit in the Collateral Account on or prior to 11:00 a.m., New York City time, (A) on the fifth Business Day immediately preceding the Purchase Contract Settlement Date in the case of a Corporate Unit or (B) on the Business Day immediately preceding the Purchase Contract Settlement Date in the case of a Treasury Unit, of the Purchase Price in lawful money of the United States by certified or cashier's cashier s check or wire transfer of immediately available funds payable to or upon the order of the Securities Intermediary, then the Collateral Agent shall (i) instruct the Securities Intermediary promptly to invest any such Cash in Permitted Investments of the type described in clause (vi) of the definition thereof unless it has received other instructions from the Company by 10:30 a.m., New York time, on such date and (ii) release from the Pledge (1) Pledged Debentures in the case of a Holder of Corporate Units Units, or (2) Pledged Treasury Securities in the case of a Holder of Treasury Units, in each case with a principal amount at maturity equal to the product of (x) the Stated Amount times (y) the number of such Purchase Contracts as to which such Holders have elected to effect a Cash Settlement cash settlement pursuant to this Section 5.5(a) and shall instruct the Securities Intermediary to Transfer all such Pledged Debentures or Pledged Treasury Securities, as the case may be, to the Purchase Contract Agent for the benefit of such Holders, in each case free and clear of the Pledge, for distribution to such Holders in accordance with their respective interests. Upon receipt of the proceeds upon the maturity of the Permitted Investments on the Purchase Contract Settlement Date, the Collateral Agent shall (A) instruct the Securities Intermediary to pay the portion of such proceeds and deliver any certified or cashier's cashier s checks received, in an aggregate amount equal to the Purchase Price, to the Company on the Purchase Contract Settlement Date, and (B) instruct the Securities Intermediary to release any amounts in respect of the interest earned from such Permitted Investments to the Purchase Contract Agent for distribution to the relevant Holders in accordance with their respective interests.

Cash Settlement. (a) Upon receipt by the Collateral Agent of (1) a notice from the Purchase Contract Agent promptly after the receipt by the Purchase Contract Agent of a notice that a Holder of a Corporate Unit or Treasury Unit has elected, in accordance with the procedures specified in Section 5.4(a)(i) or (d)(i) of the Purchase Contract Agreement, respectively, to settle its Purchase Contract with cash and (2) payment by such Holder by deposit in the Collateral Account on or prior to 11:00 a.m., New York City time, (A) on the fifth Business Day immediately preceding the Purchase Contract Settlement Date in the case of a Corporate Unit or (B) on the Business Day immediately preceding the Purchase Contract Settlement Date in the case of a Treasury Unit, of the Purchase Price in lawful money of the United States by certified or cashier's check or wire transfer of immediately available funds payable to or upon the order of the Securities Intermediary, then the Collateral Agent shall (i) instruct the Securities Intermediary promptly to invest any such Cash in Permitted Investments of the type described in clause (vi) of the definition thereof unless it has received other instructions from the Company by 10:30 a.m., New York time, on such date and (ii) release from the Pledge (1) Pledged Debentures in the case of a Holder of Corporate Units Units, or (2) Pledged Treasury Securities in the case of a Holder of Treasury Units, in each case with a principal amount at maturity equal to the product of (x) the Stated Amount times (y) the number of such Purchase Contracts as to which such Holders have elected to effect a Cash Settlement cash settlement pursuant to this Section 5.5(a) and shall instruct the Securities Intermediary to Transfer all such Pledged Debentures or Pledged Treasury Securities, as the case may be, to the Purchase Contract Agent for the benefit of such Holders, in each case free and clear of the Pledge, for distribution to such Holders in accordance with their respective interests. Upon receipt of the proceeds upon the maturity of the Permitted Investments on the Purchase Contract Settlement Date, the Collateral Agent shall (A) instruct the Securities Intermediary to pay the portion of such proceeds and deliver any certified or cashier's checks received, in an aggregate amount equal to the Purchase Price, to the Company on the Purchase Contract Settlement Date, and (B) instruct the Securities Intermediary to release any amounts in respect of the interest earned from such Permitted Investments to the Purchase Contract Agent for distribution to the relevant Holders in accordance with their respective interests.

Cash Settlement. (a) Upon Unless a Holder has effected an Early Settlement or a Merger Early Settlement or a Successful Remarketing has occurred, in the case of Corporate Units, and unless a Termination Event has occurred prior to dates required for notice to elect the Cash Settlement right specified in the Purchase Contract Agreement and the Collateral Agent has received written notice from the Company, the Purchase Contract Agent or, in the case of a Termination Event, from the holders of at least 10% of the outstanding Units of such Early Settlement, Merger Early Settlement, Successful Remarketing or Termination Event, as the case may be, upon receipt by the Collateral Agent of (1) a notice from the Purchase Contract Agent (including a copy of such notice received from the Holder substantially in the form of Exhibit F to the Purchase Contract Agreement) promptly after the receipt by the Purchase Contract Agent of a notice that from a Holder of a Corporate Unit Units or a Treasury Unit Units that it has elected, in accordance with the procedures specified in Section 5.4(a)(i5.8(a)(i) or (d)(ib)(i) of the Purchase Contract Agreement, respectively, to settle its Purchase Contract with cash effect a Cash Settlement and (2) payment by such Holder by deposit in the Collateral Account on or prior to 11:00 a.m., am. (New York City time), (A) on the fifth Business Day immediately preceding the Purchase Contract Settlement Date in the case of a Corporate Unit or (B) on Units, and the Business Day immediately preceding the Purchase Contract Settlement Date in the case of a the Treasury UnitUnits, of the Purchase Price in lawful money of the United States by certified or cashier's cashiers' check or wire transfer transfer, in each case of immediately available funds fiends payable to or upon the order of the Securities Intermediary, then the Collateral Agent shall (i) instruct the Securities Intermediary promptly to invest any such Cash in Permitted Investments upon receipt of the type described in clause (vi) of the definition thereof unless it has received other instructions written directions from the Company by 10:30 a.m., New York time, on such date and (ii) release from the Pledge (1) Pledged Debentures in the case of a Holder of Corporate Units or (2) Pledged Treasury Securities in the case of a Holder of Treasury Units, in each case with a principal amount at maturity equal to the product of (x) the Stated Amount times (y) the number of such Purchase Contracts as to which such Holders have elected to effect a Cash Settlement pursuant to this Section 5.5(a) and shall instruct the Securities Intermediary to Transfer all such Pledged Debentures or Pledged Treasury Securities, as the case may be, to the Purchase Contract Agent for the benefit of such Holders, in each case free and clear of the Pledge, for distribution to such Holders in accordance with their respective interests. Upon receipt of the proceeds upon the maturity of the Permitted Investments on the Purchase Contract Settlement Date, the Collateral Agent shall (A) instruct the Securities Intermediary to pay the portion of such proceeds and deliver any certified or cashier's checks received, in an aggregate amount equal to the Purchase Price, to the Company on the Purchase Contract Settlement Date, and (B) instruct the Securities Intermediary to release any amounts in respect of the interest earned from such Permitted Investments to the Purchase Contract Agent for distribution to the relevant Holders in accordance with their respective interests.Company: