Limit on Issuance of Shares of Common Stock Upon Conversion. Notwithstanding anything to the contrary in this Indenture, if an event occurs that would result in an increase in the Conversion Rate by an amount in excess of limitations imposed by any shareholder approval rules or listing standards of any national or regional securities exchange that are applicable to the Company, the Company will, at its option, either obtain stockholder approval of any issuance of Common Stock upon conversion of the Notes in excess of such limitations or pay cash in lieu of delivering any shares of Common Stock otherwise deliverable upon conversions in excess of such limitations based on the Daily VWAP for each Trading Day of the relevant Observation Period in respect of which, in lieu of delivering shares of Common Stock, the Company pays cash pursuant to this Section 14.12.
Limit on Issuance of Shares of Common Stock Upon Conversion. Notwithstanding anything to the contrary in this Indenture, if an event occurs that would result in an increase in the Conversion Rate by an amount in excess of limitations imposed by The New York Stock Exchange, the Company will, at its option, either obtain stockholder approval of any issuance of Common Stock upon conversion of the Notes in excess of such limitations or pay cash in lieu of delivering any shares of Common Stock otherwise deliverable upon conversions in excess of such limitations based on the Daily VWAP for each Trading Day of the relevant Observation Period in respect of which, in lieu of delivering shares of Common Stock, the Company pays cash pursuant to this Section 13.12.
Limit on Issuance of Shares of Common Stock Upon Conversion. Notwithstanding anything to the contrary in this Indenture, if an event occurs (including pursuant to Section 13.03 and subsections Section 13.04(b), Section 13.04(c), Section 13.04(d), Section 13.04(e) and Section 13.04(h) of Section 13.04) that would result in an increase in the Conversion Rate by an amount in excess of limitations imposed by any shareholder approval rules or listing standards of any national or regional securities exchange (including the NASDAQ Global Select Market) that are applicable to the Company, the Company will, at its option, either obtain stockholder approval of any issuance of Common Stock upon conversion of the Notes in excess of such limitations or deliver cash in lieu of any shares of Common Stock otherwise deliverable upon conversions in excess of such limitations based on the Daily VWAP on each Trading Day of the relevant Observation Period in respect of which, in lieu of delivering shares of Common Stock, the Company delivers cash pursuant to this Section 13.12. Notwithstanding anything to the contrary herein, to the extent required by the NASDAQ Global Select Market, the Company will obtain stockholder approval prior to (i) taking any action described in Section 13.04(h) that would result in delivery of Common Stock upon conversion of the Notes in excess of limitations imposed by the NASDAQ Global Select Market that are applicable to the Company, (ii) engaging in a Make-Whole Fundamental Change that would result in delivery of Common Stock upon conversion of the Notes in excess of limitations imposed by the NASDAQ Global Select Market that are applicable to the Company or (iii) electing Combination Settlement.
Limit on Issuance of Shares of Common Stock Upon Conversion. Notwithstanding anything to the contrary in this Supplemental Indenture, if an event (other than a share split) occurs that results in an increase in the Conversion Rate that would potentially result in the issuance by the Company, upon conversion of the Notes, of 20% or more of the outstanding Common Stock immediately prior to the issuance of Notes, the Company shall, at its option, either obtain stockholder approval of any issuance of Common Stock upon conversion of the Notes in excess such limitation or deliver cash in lieu of any shares of Common Stock otherwise deliverable upon conversions in excess of such limitation based on the Daily VWAP of the Common Stock on each Trading Day of the relevant Observation Period in respect of which, in lieu of delivering shares of Common Stock, the Company delivers cash pursuant to this Section 8.12.
Limit on Issuance of Shares of Common Stock Upon Conversion. Notwithstanding anything to the contrary in this Indenture, if an event occurs (including pursuant to Section 13.03 and subsections Section 13.04(b), Section 13.04(c), Section 13.04(d), Section 13.04(e) and Section 13.04(h) of Section 13.04) that would result in an increase in the Conversion Rate by an amount in excess of limitations imposed by any shareholder approval rules or listing standards of any national or regional securities exchange (including the NASDAQ Global Select Market) that are applicable to the Company, the Company will, at its option, either obtain stockholder approval of any issuance of Common Stock upon conversion of the Notes in excess such limitations or deliver cash in lieu of any shares of Common Stock otherwise deliverable upon conversions in excess of such limitations based on the Daily VWAP on each Trading Day of the relevant Observation Period in respect of which, in lieu of delivering shares of Common Stock, the Company delivers cash pursuant to this Section 13.12.
Limit on Issuance of Shares of Common Stock Upon Conversion. Notwithstanding anything to the contrary in this Indenture and other than as set forth in the last sentence of this Section 14.10, if an event occurs that would result in an increase in the Conversion Rate by an amount in excess of limitations imposed by any shareholder approval rules or listing standards of any national or regional securities exchange that are applicable to the Company, the Company will obtain stockholder approval of any issuance of Common Stock upon conversion of the Notes in excess of such limitations. If such approval is not obtained following commercially reasonable efforts to solicit such approval, the Company shall pay cash in lieu of delivering any shares of Common Stock otherwise deliverable upon conversions in excess of such limitations based on the Daily VWAP for each Trading Day of the relevant Observation Period in respect of which, in lieu of delivering shares of Common Stock, the Company pays cash pursuant to this Section 14.10. Notwithstanding the foregoing, the Company shall not be obligated to obtain stockholder approval with respect to payment of cash and/or the issuance of Common Stock upon any exercise of the Optional Redemption, unless and until such Optional Redemption is exercised by the Company and the Company determines in its reasonable discretion that such stockholder approval is necessary to consummate such Optional Redemption.
Limit on Issuance of Shares of Common Stock Upon Conversion. Notwithstanding anything contained elsewhere in this Indenture, in no event will the aggregate number of shares of Common Stock issuable upon conversion of the Notes exceed 19.99% of the Common Stock outstanding as of June 3, 2009 (which is equivalent to issuing upon conversion approximately 84.4992 shares per $1,000 principal amount of Notes (the “Conversion Rate Cap”) and upon any conversion of the Notes, the Company shall deliver cash or cash and shares of Common Stock, as the case may be, in respect of its Conversion Obligation, based upon a Specified Dollar Amount equal to $1,000 (but with the maximum number of Shares required to be issued in connection with such conversion being subject to the Conversion Rate Cap), unless on the Conversion Date, the Company has received stockholder approval to issue a number of Additional Shares equal to at least the Maximum Conversion Rate in effect at the time of any such conversion with respect to each outstanding Note (in which chase, the Conversion Rate Cap shall be increased to such Maximum Conversion Rate (and the Company shall provide written notice thereof to the Conversion Agent) and, from and after the date such notice is provided to the Conversion Agent, the Company will be entitled to settle its Conversion Obligation in any of the means described in Section 15.02). If an event occurs that would otherwise result in an increase in the Conversion Rate above the Conversion Rate Cap, if and to the extent required by the shareholder approval rules or listing standards of any national or regional securities exchange that are applicable to the Company at the time any Notes are converted hereunder, the Company will either obtain stockholder approval of any issuance of Common Stock upon conversion of the Notes in excess of such limitations or deliver cash in lieu of any shares of Common Stock otherwise deliverable upon conversions in excess of such limitations (based on the Last Reported Sale Price of the Company’s Common Stock on the Trading Day immediately prior to the relevant Conversion Date).
Limit on Issuance of Shares of Common Stock Upon Conversion. Notwithstanding anything contained elsewhere in this Indenture, if and to the extent required by the shareholder approval rules or listing standards of any national or regional securities exchange that are applicable to the Company at the time any Notes are converted hereunder, in no event will the aggregate number of shares of Common Stock issuable upon conversion of the Notes exceed 19.99% of the Common Stock outstanding as of April 12, 2008 (as applicable, the “Conversion Rate Cap”) and if an event occurs that would otherwise result in an increase in the Conversion Rate above the Conversion Rate Cap, if and to the extent required by the shareholder approval rules or listing standards of any national or regional securities exchange that are applicable to the Company at the time any Notes are converted hereunder, the Company will either obtain stockholder approval of any issuance of Common Stock upon conversion of the Notes in excess such limitations or deliver cash in lieu of any shares of Common Stock otherwise deliverable upon conversions in excess of such limitations (such amount of cash to be based on the Last Reported Sale Price of the Company’s Common Stock on the relevant Conversion Date or, if amounts owing on conversion are determined by reference to a Cash Settlement Averaging Period, the last Trading Day of the related Cash Settlement Averaging Period).
Limit on Issuance of Shares of Common Stock Upon Conversion. Notwithstanding anything to the contrary in this Indenture, if an event occurs that would result in an increase in the Conversion Rate by an amount in excess of limitations imposed by any shareholder approval rules or listing standards of any national or regional securities exchange that are applicable to the Company, the Company will, at its option, either obtain stockholder approval of any issuance of Common Stock upon conversion of the Notes in excess such limitations or deliver cash in lieu of any shares of Common Stock otherwise deliverable upon conversions in excess of such limitations based on (i) the Daily VWAP on each Trading Day of the relevant Observation Period if the Company has elected Combination Settlement or (ii) the Daily VWAP on the Conversion Date if the Company has elected Physical Settlement, in either case, in respect of which, in lieu of delivering shares of Common Stock, the Company delivers cash pursuant to this Section 14.12.
Limit on Issuance of Shares of Common Stock Upon Conversion. Notwithstanding anything to the contrary in this Indenture, the Company shall not enter into any transaction, or take any other action, that would require an adjustment to the Conversion Price pursuant to Section 14.04 that would exceed the number of shares of Common Stock that would require stockholder approval under the continued listing standards of The NASDAQ Global Select Market (or any shareholder approval rules or listing standards of any national or regional securities exchange that are applicable to the Company) without having obtained prior stockholder approval. Failure to obtain prior stockholder approval shall not affect the validity of the transaction.
