Common use of Limitations on Conversion Clause in Contracts

Limitations on Conversion. The Company will not effect any conversion of the Securities (including any Mandatory Conversion pursuant to Section 6.10), and Holders of the Securities will not have the right to convert any portion of the Securities, in excess of that portion of the Securities on conversion of which the sum of (1) the number of shares of Common Stock beneficially owned by a Holder and its Affiliates (other than shares of Common Stock which may be deemed beneficially owned through the ownership of the unconverted portion of the Securities or the unexercised or unconverted portion of any other securities of the Company beneficially owned by such Holder or its Affiliates subject to a limitation on exercise or conversion analogous to the limitations described in this Section 6.17) and (2) the number of shares of Common Stock issuable upon the conversion of the portion of the Securities with respect to which the determination set forth in this sentence is being made (including any shares related to the settlement of the Coupon Make Whole Payment and the Additional Amount in connection therewith), would result in beneficial ownership by such Holder and its Affiliates of any amount greater than 9.9% (the “Maximum Percentage”) of the then issued and outstanding shares of Common Stock. Except as set forth in the preceding sentence, for purposes of this Section 6.17, beneficial ownership will be calculated in accordance with Section 13(d) and the rules and regulations promulgated thereunder under the Exchange Act. For purposes of this Section 6.17, in determining the number of outstanding shares of Common Stock, a Holder may rely on the number of issued and outstanding shares of Common Stock as reflected in (x) the Company’s most recent document or report, as the case may be, filed by the Company with the Commission, (y) a more recent public announcement by the Company or (z) any other recent notice by the Company, in each case setting forth the number of shares of Common Stock issued and outstanding. Upon the written request of a Holder, the Company will within two Business Days confirm in writing to such Holder the number of shares of Common Stock then issued and outstanding. In any case, the number of issued and outstanding shares of Common Stock will be determined for this purpose after giving effect to the conversion or exercise of securities of the Company, including the Securities, by the applicable Holder and its Affiliates since the date as of which such number of outstanding shares of Common Stock was reported, announced or confirmed. Any purported delivery of shares of Common Stock upon exercise of the conversion right on the Securities will be void and have no effect to the extent (but only to the extent) that such delivery would result in a Holder (including its Affiliates) becoming the beneficial owner of more than the Maximum Percentage of the shares of Common Stock outstanding at such time. Notwithstanding anything to the contrary in this Section 6.17, no Holder will be entitled, with or without the Company’s consent, to waive the restrictions set forth in this Section 6.17. If the Company is unable to exercise its option (pursuant to Section 6.10) to convert some or all of the Securities of any Holder due to the limitations described in this Section 6.17, then the Company will have the right at any time to redeem the Securities held by such Holder that the Company is not permitted to convert; provided, however, that the Company may only redeem the Securities after the 2015 Notes are no longer outstanding. If the Company elects to redeem such Securities from such Holder, the redemption shall be made in accordance with and pursuant to the provisions of Article 7. In addition, the Holder will retain its right to voluntarily convert such Holder’s Securities, subject to the limitations set forth in this Section 6.17.

Limitations on Conversion. The Notwithstanding anything to the contrary contained herein, the Company will shall not effect any conversion of the Securities (including any Mandatory Conversion pursuant to Section 6.10)a Note, and Holders each Purchaser shall not be entitled to be issued a number of Company Common Stock in connection with the Securities will not have the right to convert any portion conversion of the Securities, a Note in excess of that portion number of the Securities on conversion shares of which the sum of Company Common Stock which, upon giving effect or immediately prior to such conversion, would cause (1i) the aggregate number of shares of Common Stock beneficially owned by a Holder such Purchaser and its Affiliates (and any other than Persons whose beneficial ownership of Common Stock would be aggregated with such Purchaser for purposes of Section 13(d) of the Exchange Act, to exceed 19.99% of the total number of issued and outstanding shares of Common Stock which may be deemed beneficially owned through the ownership of the unconverted portion Company following such conversion, or (ii) the combined voting power of the Securities or the unexercised or unconverted portion of any other securities of the Company beneficially owned by such Holder or Purchaser and its Affiliates subject to a limitation on exercise or conversion analogous to the limitations described in this Section 6.17) and (2) the number of shares any other Persons whose beneficial ownership of Common Stock issuable upon the conversion would be aggregated with such Purchaser’s for purposes of the portion of the Securities with respect to which the determination set forth in this sentence is being made (including any shares related to the settlement of the Coupon Make Whole Payment and the Additional Amount in connection therewith), would result in beneficial ownership by such Holder and its Affiliates of any amount greater than 9.9% (the “Maximum Percentage”Section 13(d) of the Exchange Act to exceed 19.99% of the combined voting power of all of the securities of the Company then issued and outstanding shares of Common Stock. Except as set forth in the preceding sentence, for purposes of this Section 6.17, beneficial ownership will be calculated in accordance with Section 13(d) and the rules and regulations promulgated thereunder under the Exchange Actfollowing such conversion. For purposes of this Section 6.174.11, in determining the number of outstanding shares of Common Stock, a Holder Purchaser may rely on the number of issued and outstanding shares of Common Stock as reflected in (x) the Company’s most recent document Form 10-Q or reportForm 10-K, as the case may be, filed by the Company with the CommissionSEC prior to the date hereof, (y) a more recent public announcement by the Company or (z) any other recent notice by the Company, in each case Company or its transfer agent setting forth the number of shares of Common Stock issued and outstanding. Upon the written request of a HolderPurchaser, the Company will shall within two Business three (3) Trading Days confirm in writing or by electronic mail to such Holder Purchaser the number of shares of Common Stock then issued and outstanding. In any case, the number of issued and outstanding shares of Common Stock will shall be determined for this purpose after giving effect to the conversion or exercise of securities of the Company, including the SecuritiesNotes, by the applicable Holder and its Affiliates a Purchaser since the date as of which such number of outstanding shares of Common Stock was reported. For purposes of this Section 4.11, announced or confirmed. Any purported delivery the aggregate number of shares of Common Stock upon exercise or voting securities beneficially owned by a Purchaser and its Affiliates and any other Persons whose beneficial ownership of Common Stock would be aggregated with such Purchaser’s for purposes of Section 13(d) of the conversion right on the Securities will be void and have no effect to the extent (but only to the extent) that such delivery would result in a Holder (including its Affiliates) becoming the beneficial owner of more than the Maximum Percentage of Exchange Act shall include the shares of Common Stock outstanding at issuable upon the conversion of the Note with respect to which such time. Notwithstanding anything to determination is being made, but shall exclude the contrary in this Section 6.17number of shares of Common Stock which would be issuable upon (x) conversion of the remaining unconverted and non-cancelled portion of the Note by such Purchaser and (y) exercise or conversion of the unexercised, no Holder will be entitled, with non-converted or without the Company’s consent, to waive the restrictions set forth in this Section 6.17. If non-cancelled portion of any other securities of the Company is unable to exercise its option that do not have voting power (pursuant to Section 6.10) to convert some or all including without limitation any securities of the Securities of any Holder due Company which would entitle the holder thereof to the limitations described in this Section 6.17, then the Company will have the right acquire at any time Common Stock, including without limitation any debt, preferred stock, right, option, warrant or other instrument that is at any time convertible into or exercisable or exchangeable for, or otherwise entitles the holder thereof to redeem receive, Common Stock), is subject to a limitation on conversion or exercise analogous to the Securities held limitation contained herein and is beneficially owned by such Holder that Purchaser or any of its Affiliates and other Persons whose beneficial ownership of Common Stock would be aggregated with such Purchaser’s for purposes of Section 13(d) of the Company is not permitted to convert; provided, however, that the Company may only redeem the Securities after the 2015 Notes are no longer outstanding. If the Company elects to redeem such Securities from such Holder, the redemption shall be made in accordance with and pursuant to the provisions of Article 7. In addition, the Holder will retain its right to voluntarily convert such Holder’s Securities, subject to the limitations set forth in this Section 6.17Exchange Act.

Limitations on Conversion. The Company will not effect any conversion of the Securities (including any Mandatory Conversion pursuant to Section 6.10), and Holders of the Securities will not have the right to convert any portion of the Securities, in excess of that portion of the Securities on conversion of which the sum of (1) the number of shares of Common Stock beneficially owned by a Holder and its Affiliates (other than shares of Common Stock which may be deemed beneficially owned through the ownership of the unconverted portion of the Securities or the unexercised or unconverted portion of any other securities of the Company beneficially owned by such Holder or its Affiliates subject to a limitation on exercise or conversion analogous to the limitations described in this Section 6.17) and (2) the number of shares of Common Stock issuable upon the conversion of the portion of the Securities with respect to which the determination set forth in this sentence is being made (including any shares related to the settlement of the Coupon Make Whole Payment and the Additional Amount in connection therewith), would result in beneficial ownership by such Holder and its Affiliates of any amount greater than 9.9% (the “Maximum Percentage”) of the then issued and outstanding shares of Common Stock. Except as set forth in the preceding sentence, for purposes of this Section 6.17, beneficial ownership will be calculated in accordance with Section 13(d) and the rules and regulations promulgated thereunder under the Exchange Act. For purposes of this Section 6.17, in determining the number of outstanding shares of Common Stock, a Holder may rely on the number of issued and outstanding shares of Common Stock as reflected in (x) the Company’s most recent document or report, as the case may be, filed by the Company with the Commission, (y) a more recent public announcement by the Company or (z) any other recent notice by the Company, in each case setting forth the number of shares of Common Stock issued and outstanding. Upon the written request of a Holder, the Company will within two Business Days confirm in writing to such Holder the number of shares of Common Stock then issued and outstanding. In any case, the number of issued and outstanding shares of Common Stock will be determined for this purpose after giving effect to the conversion or exercise of securities of the Company, including the Securities, by the applicable Holder and its Affiliates since the date as of which such number of outstanding shares of Common Stock was reported, announced or confirmed. Any purported delivery of shares of Common Stock upon exercise of the conversion right on the Securities will be void and have no effect to the extent (but only to the extent) that such delivery would result in a Holder (including its Affiliates) becoming the beneficial owner of more than the Maximum Percentage of the shares of Common Stock outstanding at such time. Notwithstanding anything to the contrary in this Section 6.17, no Holder will be entitled, with or without the Company’s consent, to waive the restrictions set forth in this Section 6.17. If the Company is unable to exercise its option (pursuant to Section 6.10) to convert some or all of the Securities of any Holder due to the limitations described in this Section 6.17, then the Company will have the right at any time to redeem the Securities held by such Holder that the Company is not permitted to convert; provided, however, that the Company may only redeem the Securities after the 2015 Notes and the 2017 Notes are no longer outstanding. If the Company elects to redeem such Securities from such Holder, the redemption shall be made in accordance with and pursuant to the provisions of Article 7. In addition, the Holder will retain its right to voluntarily convert such Holder’s Securities, subject to the limitations set forth in this Section 6.17.

Limitations on Conversion. The Company will not effect any conversion of the Securities (including any Mandatory Conversion pursuant to Section 6.106.09), and Holders of the Securities will not have the right to convert any portion of the Securities, in excess of that portion of the Securities on conversion of which the sum of (1) the number of shares of Common Stock beneficially owned by a Holder and its Affiliates (other than shares of Common Stock which may be deemed beneficially owned through the ownership of the unconverted portion of the Securities or the unexercised or unconverted portion of any other securities of the Company beneficially owned by such Holder or its Affiliates subject to a limitation on exercise or conversion analogous to the limitations described in this Section 6.176.16) and (2) the number of shares of Common Stock issuable upon the conversion of the portion of the Securities with respect to which the determination set forth in this sentence is being made (including any shares related to the settlement of the Coupon Make Whole Payment and the Additional Amount in connection therewith), would result in beneficial ownership by such Holder and its Affiliates of any amount greater than 9.9% (the “Maximum Percentage”) of the then issued and outstanding shares of Common Stock. Except as set forth in the preceding sentence, for purposes of this Section 6.176.16, beneficial ownership will be calculated in accordance with Section 13(d) and the rules and regulations promulgated thereunder under the Exchange Act. For purposes of this Section 6.176.16, in determining the number of outstanding shares of Common Stock, a Holder may rely on the number of issued and outstanding shares of Common Stock as reflected in (x) the Company’s most recent document or report, as the case may be, filed by the Company with the Commission, (y) a more recent public announcement by the Company or (z) any other recent notice by the Company, in each case setting forth the number of shares of Common Stock issued and outstanding. Upon the written request of a Holder, the Company will within two Business Days confirm in writing to such Holder the number of shares of Common Stock then issued and outstanding. In any case, the number of issued and outstanding shares of Common Stock will be determined for this purpose after giving effect to the conversion or exercise of securities of the Company, including the Securities, by the applicable Holder and its Affiliates since the date as of which such number of outstanding shares of Common Stock was reported, announced or confirmed. Any purported delivery of shares of Common Stock upon exercise of the conversion right on the Securities will be void and have no effect to the extent (but only to the extent) that such delivery would result in a Holder (including its Affiliates) becoming the beneficial owner of more than the Maximum Percentage of the shares of Common Stock outstanding at such time. Notwithstanding anything to the contrary in this Section 6.176.16, no Holder will be entitled, with or without the Company’s consent, to waive the restrictions set forth in this Section 6.176.16. If the Company is unable to exercise its option (pursuant to Section 6.106.09) to convert some or all of the Securities of any Holder due to the limitations described in this Section 6.176.16, then the Company will have the right at any time to redeem the Securities held by such Holder that the Company is not permitted to convert[; provided, however, that the Company may only redeem the Securities after the 2015 Notes are no longer outstandingoutstanding]31. If the Company elects to redeem such Securities from such Holder, the redemption shall be made in accordance with and pursuant to the provisions of Article 7. In addition, the Holder will retain its right to voluntarily convert such Holder’s Securities, subject to the limitations set forth in this Section 6.176.16.