Make-Whole Premium Sample Clauses

Make-Whole Premium. The Make-Whole Premium when due pursuant to the terms of Section 2.1.2(d); and
Make-Whole Premium. (a) If a Fundamental Change occurs on or prior to , the Company shall pay the Make Whole Premium to holders of Securities who convert their Securities in connection with such Fundamental Change pursuant to Section 12.1(b) and to Holders of Securities who tender their Securities for repurchase in connection with such Fundamental Change pursuant to Section 12.14. The Make Whole Premium shall be paid on the Business Day immediately following that Designated Event Repurchase Date, in either case, and shall be paid solely in shares of the Common Stock (other than Cash paid in lieu of fractional shares) or in the same form of consideration into which 90% or more of the shares of Common Stock have been converted or exchanged in connection with such Fundamental Change, as described below. No Make Whole Premium shall be paid if the Stock Price (as defined below) is less than $ per share. The Make Whole Premium shall be equal to (x) 1% plus (y) a percentage (the “Additional Premium”) of the principal amount of the Securities. The Make Whole Premium will be in addition to, and not in substitution for, any Cash, securities, or other assets otherwise due to Holders of Securities upon conversion or repurchase as described in this Indenture.
Make-Whole Premium. If a Fundamental Change occurs prior to November 1, 2012, the Company shall pay the Make-Whole Premium to Holders of the Securities who convert their Securities on a Conversion Date that falls within a period that (i) begins at the opening of business on the date (the "Effective Notice Date") the Fundamental Change Company Notice with respect to such Fundamental Change is mailed in accordance with Section 5.1(b) of the Indenture and (ii) ends at the close of business on the second Trading Day immediately preceding the Fundamental Change Purchase Date corresponding to such Fundamental Change. The Make-Whole Premium with respect to a Fundamental Change shall be paid solely in shares of the Common Stock (other than Cash paid in lieu of fractional shares); provided, however, that if, in connection with such Fundamental Change, all or substantially all of the shares of Common Stock have been converted into or exchanged for Cash, other securities or other property, then such Make-Whole Premium shall be paid in the same form of consideration into which all or substantially all of the shares of Common Stock have been converted or exchanged in connection with such Fundamental Change (other than Cash paid in lieu of fractional interests in any security or pursuant to dissenters' rights), in accordance with the Indenture. The value of the Make-Whole Premium shall be equal to an applicable percentage of the principal amount of the Securities specified in the Indenture. The Make-Whole Premium will be in addition to, and not in substitution for, any Cash, securities or other assets otherwise due to Holders of Securities upon conversion as described in the Indenture.
Make-Whole Premium. (a) Upon the occurrence of a Change in Control, unless the Acquiror in such Change in Control is a Public Entity or is a direct or indirect subsidiary of a Public Entity and the Issuer indicates in the notice required to be sent to Holders pursuant to Section 11.2(c) hereof that it elects to provide for the Notes to be convertible into common shares of the Public Entity, the Issuer will pay, on the Designated Event Repurchase Date, the Make Whole Premium, if any, to Holders that convert their Notes pursuant to Section 14.1 hereof at any time after the date of the Issuer Notice required pursuant to Section 13.4 hereof but on or before the close of business on the Business Day immediately preceding the Designated Event Repurchase Date.
Make-Whole Premium. (a) If a Fundamental Change occurs prior to November 1, 2012, the Company shall pay the Make-Whole Premium to Holders of the Securities who convert their Securities on a Conversion Date that falls within a period that (i) begins at the opening of business on the date (the "Effective Notice Date") the Fundamental Change Company Notice with respect to such Fundamental Change is mailed in accordance with Section 5.1(b) and (ii) ends at the close of business on the second Trading Day immediately preceding the Fundamental Change Purchase Date corresponding to such Fundamental Change. The Make-Whole Premium shall be paid to such Holders on such Fundamental Change Purchase Date. The Make-Whole Premium will be in addition to, and not in substitution for, any Cash, securities or other assets otherwise due to Holders of Securities upon conversion as provided in this Indenture.
Make-Whole Premium. The term
Make-Whole Premium. (i) In addition to the requirements of Section 2.1(j) hereof and subject to regulatory approval, if required, if a Change of Control occurs in which 10% or more of the consideration for the Common Shares in the transaction or transactions constituting the Change of Control consists of: (A) cash (other than cash payments for fractional Common Shares and cash payments made in respect of dissentersappraisal rights); (B) equity securities that are not traded or intended to be traded immediately following such transaction(s) on a stock exchange; or (C) other property that is not traded or intended to be traded immediately following such transaction(s) on a stock exchange (a “Cash Change of Control”); then during the period (the “Cash Change of Control Conversion Period”) beginning ten trading days before the anticipated effective date of the Change of Control (the “Change of Control Effective Date”) and ending on the date that is 30 days after the Change of Control Notice and Offer are delivered to holders of 5.75% Debentures in accordance with Section 2.4(j) hereof, holders of 5.75% Debentures will be entitled to convert their 5.75% Debentures, in whole or in part, and receive, in addition to the number of Common Shares that such holders are entitled to receive upon such conversion in accordance with the provisions and conditions of Section 2.1(f) hereof and Article 6, an additional number of Common Shares (“Make Whole Shares”) per $1,000 principal amount of 5.75% Debentures converted as set forth below (the “Make Whole Premium”).
Make-Whole Premium. A Make-Whole Premium-C shall be paid if/when due pursuant to the terms hereof.
Make-Whole Premium. In the event that all or any portion of the Loans is repaid (or prepaid) or accelerated prior to the date set forth in clause (i) of the definition ofMaturity Datefor any reason (including, without limitation, automatic acceleration upon an Event of Default under Section 8.01(f) or upon any redemption or buyback (including upon any Change of Control) but excluding mandatory prepayments under Section 2.02(b)(ii)), such repayment shall be made at (i) 105% of the amount then payable plus interest that would have accrued on such amount through the second anniversary of the Closing Date discounted at a rate equal to the yield on U.S. Treasury notes with a maturity closest to the second anniversary of the Closing Date plus 50 basis points if such repayment or acceleration occurs prior to the second anniversary of the Closing Date, (ii) 105% of the amount then payable if such repayment or acceleration occurs on or after the second anniversary of the Closing Date but prior to the third anniversary of the Closing Date, (iii) 101% of the amount then payable if such repayment or acceleration occurs on or after the third anniversary of the Closing Date but prior to the fourth anniversary of the Closing Date and (iv) 100% of the amount then payable if such repayment or acceleration occurs at any time thereafter (the “Make-Whole Premium”). Any Make-Whole Premium required to be made ‘pursuant to the foregoing clause (i) after acceleration shall be reduced by the amount of interest accruing following such acceleration through such repayment, provided that such interest shall be paid as part of the accrued interest that accompanies the principal amount of the Loans. No Make-Whole Premium shall be required in connection with any mandatory prepayment under Section 2.02(b)(i) with respect to Dispositions permitted under Section 7.05. The Borrower and the Lenders (as opposed to the Administrative Agent) shall be responsible for calculating the Make-Whole Premium.
Make-Whole Premium. Upon the occurrence of a Triggering Event, and in accordance with Section 8.03, the Borrower shall pay to the Administrative Agent, for the benefit of the Lenders, concurrently with the occurrence of such Triggering Event, an amount equal to the Make-Whole Premium with respect to the Term Loans subject to such Triggering Event.