Common use of Exchange for Newly Issued Securities Clause in Contracts

Exchange for Newly Issued Securities. At any time on or prior to November 17, 2013, if the Company issues any securities (whether debt, equity or otherwise), other than pursuant to the Company’s Amended and Restated Equity-Based Compensation Plan or the Company’s 2011 Employee Stock Purchase Plan (or any additional or successor employee equity compensation arrangements) or a Subsequent Transaction (as defined below), (any such securities, “Additional Securities”) on terms (economic or otherwise) that Purchaser, in its sole reasonable discretion, determines are more favorable than the Series G Units, Purchaser may exchange all, but not less than all, of its Series G Units for such newly issued Additional Securities. Each Series G Unit to be exchanged shall be valued at the then present Liquidation Value of the Series G Preferred Stock included in such Series G Unit. The Company shall, as soon as practicable, but in no event later than 10 days prior to the to the issue of Additional Securities, deliver written notice to Purchaser stating (i) the terms of such Additional Securities and (ii) the Company’s calculation of the number of such Additional Securities that would be issued in exchange for one Series G Unit. If Purchaser determines, pursuant to this Section 6, that such issuance of Additional Securities is on terms more favorable than the Series G Units, Purchaser shall have 10 days from the receipt of such notice from the Company to deliver notice to the Company of such determination and if Purchaser elects to exercise its right to exchange its Series G Units pursuant to the terms of this Section 6, it shall be required to surrender to the Company all certificate(s) evidencing the shares of Series G Preferred Stock and the shares of Common Stock underlying the Series G Units to be exchanged in accordance with this Section 6. Notwithstanding anything to the contrary herein, if Purchaser elects to exchange its Series G Units pursuant to this Section 6, it shall have the right to enter into such agreements, make such amendments hereto and take such other actions in order to give effect to this Section 6. For the avoidance of doubt, the rights granted to Purchaser under this Section 6 shall not apply to the Additional Securities issued in a Subsequent Transaction.

Exchange for Newly Issued Securities. At any time on or prior to November 17, 2013, if the Company issues any securities (whether debt, equity or otherwise), other than pursuant to the Company’s Amended and Restated Equity-Based Compensation Plan or the Company’s 2011 Employee Stock Purchase Plan (or any additional or successor employee equity compensation arrangements) or a Subsequent Transaction (as defined below), (any such securities, “Additional Securities”) on terms (economic or otherwise) that PurchaserPCA LSG Holdings, LLC, a Delaware limited liability company (“PCA Holdings”), in its sole reasonable discretion, determines are more favorable than the Series G Units, Purchaser may exchange all, but not less than all, of its Series G Units for such newly issued Additional Securities. Each Series G Unit to be exchanged shall be valued at the then present Liquidation Value of the Series G Preferred Stock included in such Series G Unit. The Company shall, as soon as practicable, but in no event later than 10 days prior to the to the issue of Additional Securities, deliver written notice to Purchaser stating (i) the terms of such Additional Securities and (ii) the Company’s calculation of the number of such Additional Securities that would be issued in exchange for one Series G Unit. If Purchaser PCA Holdings determines, pursuant to this Section 6, that such issuance of Additional Securities is on terms more favorable than the Series G Units, Purchaser PCA Holdings shall have 10 days from the receipt of such notice from the Company to deliver notice to the Company and Purchaser of such determination and if Purchaser elects to exercise its right to exchange its Series G Units pursuant to the terms of this Section 6, it shall be required to surrender to the Company all certificate(s) evidencing the shares of Series G Preferred Stock and the shares of Common Stock underlying the Series G Units to be exchanged in accordance with this Section 6. Notwithstanding anything to the contrary herein, if Purchaser elects to exchange its Series G Units pursuant to this Section 6, it hereby agrees that PCA Holdings shall have the right to enter into such agreements, make such amendments hereto and take such other actions on behalf of Purchaser in order to give effect to this Section 6. For the avoidance of doubt, the rights granted to Purchaser PCA Holdings under this Section 6 shall not apply to the Additional Securities issued in a Subsequent Transaction.

Exchange for Newly Issued Securities. At any time on or prior to November 17, 2013the second anniversary of the date hereof, if the Company issues any securities (whether debt, equity or otherwise), other than pursuant to the Company’s Amended and Restated Equity-Based Compensation Plan or the Company’s 2011 Employee Stock Purchase Plan (or any additional or successor employee equity compensation arrangements) or a Subsequent Transaction (as defined below), (any such securities, “Additional Securities”) on terms (economic or otherwise) that PurchaserPCA Holdings, in its sole reasonable discretion, determines are more favorable than the Series G Units, each Purchaser may (including PCA Holdings) shall exchange all, but not less than all, all of its Series G Units for such newly issued Additional Securitiessecurities and any outstanding right to purchase Units shall convert into a right to purchase the newly issued securities on substantially the same terms and conditions as such issuance. Each Series G Unit to be exchanged shall be valued at the then present Liquidation Value of the Series G Preferred Stock included in such Series G Unit. The Company shall, as soon as practicable, but in no event later than 10 days prior to the to the issue of Additional Securitiessuch securities, deliver written notice to each Purchaser stating (i) the terms of such Additional Securities securities and (ii) the Company’s calculation of the number of such Additional Securities securities that would be issued in exchange for one Series G Unit. If Purchaser determines, PCA Holdings elects to exchange the Units pursuant to this Section 6Xxxxxxx 0, that such issuance of Additional Securities is on terms more favorable than the Series G Units, Purchaser XXX Holdings shall have 10 days from the receipt of such notice from the Company to deliver notice to the Company of such determination and if each Purchaser elects to exercise its right to exchange its Series G Units pursuant to the terms of this Section 6, it shall be required to surrender to the Company all certificate(s) evidencing the shares of Series G Preferred Stock and the shares of Common Stock underlying the Series G Units to be so exchanged in accordance with this Section 67. Notwithstanding anything to the contrary herein, if each Purchaser elects to exchange its Series G Units pursuant to this Section 6, it hereby agrees that PCA Holdings shall have the right to enter into such agreements, make such amendments hereto and take such other actions on behalf of such Purchaser in order to give effect to this Section 6. For the avoidance of doubt, the rights granted to Purchaser under this Section 6 shall not apply to the Additional Securities issued in a Subsequent Transaction7.

Exchange for Newly Issued Securities. At any time on or prior to November 17, 2013, if the Company issues any securities (whether debt, equity or otherwise), other than pursuant to the Company’s Amended and Restated Equity-Based Compensation Plan or the Company’s 2011 Employee Stock Purchase Plan (or any additional or successor employee equity compensation arrangements) or a Subsequent Transaction (as defined below), (any such securities, “Additional Securities”) on terms (economic or otherwise) that PurchaserPCA Holdings, in its sole reasonable discretion, determines are more favorable than the Series G Units, each Purchaser (including PCA Holdings) may exchange all, but not less than all, of its Series G Units for such newly issued Additional Securitiessecurities, and any outstanding right to purchase Series G Units shall convert into a right to purchase the newly issued securities on substantially the same terms and conditions as such issuance. Each Series G Unit to be exchanged shall be valued at the then present Liquidation Value of the Series G Preferred Stock included in such Series G Unit. The Company shall, as soon as practicable, but in no event later than 10 days prior to the to the issue of Additional Securitiessuch securities, deliver written notice to each Purchaser stating (i) the terms of such Additional Securities securities and (ii) the Company’s calculation of the number of such Additional Securities securities that would be issued in exchange for one Series G Unit. If Purchaser determines, PCA Holdings determines pursuant to this Section 6, 8 that such the issuance of Additional Securities securities is on terms more favorable than the Series G Units, Purchaser PCA Holdings shall have 10 days from the receipt of such notice from the Company to deliver notice to the Company and each Purchaser of such determination and if each Purchaser elects electing to exercise its right to exchange its Series G Units pursuant to the terms of this Section 6, it hereunder shall be required to surrender to the Company all certificate(s) evidencing the shares of Series G Preferred Stock and the shares of Common Stock underlying the Series G Units to be exchanged in accordance with this Section 68. Notwithstanding anything to the contrary herein, if each Purchaser that elects to exchange its Series G Units pursuant to this Section 6, it 8 hereby agrees that PCA Holdings shall have the right to enter into such agreements, make such amendments hereto and take such other actions on behalf of such Purchaser in order to give effect to this Section 68. For the avoidance of doubt, the rights granted to Purchaser PCA Holdings under this Section 6 8 shall not apply to the Additional Securities securities issued in a Subsequent Transaction.