Common use of Settlement Upon Exchange Clause in Contracts

Settlement Upon Exchange. (a) Upon exchange of any Notes, subject to Sections 13.01, 13.02 and this Section 13.10, the Issuer shall satisfy its obligation upon exchange (the “Exchange Obligation”) by payment and delivery of cash and, if applicable as provided herein, shares of Common Stock for each $1,000 aggregate principal amount of Notes tendered for exchange in accordance with their terms. (b) Upon exchange of Notes, the Issuer will deliver, in respect of each $1,000 principal amount of Notes tendered for exchange in accordance with their terms: (i) cash and Common Stock, if any, equal to the sum of the Daily Settlement Amounts for each of the 30 Exchange Settlement Trading Days during the Applicable Observation Period; and (ii) an amount in cash in lieu of any fractional shares of Common Stock as provided in Section 13.03. (c) The Daily Settlement Amounts for each of the 30 Exchange Settlement Trading Days during the Applicable Observation Period and any amount in cash to be delivered in lieu of any fractional shares of Common Stock will be determined by the Issuer promptly after the end of the Applicable Observation Period. (d) Payment of the cash and, if applicable, shares of Common Stock pursuant to Section 3.10(b) shall be made by the Issuer on the third Business Day immediately following the last day of the Applicable Observation Period to the holder of a Note surrendered for exchange, or such holder’s nominee or nominees, and the Issuer shall deliver to the Exchange Agent or to such holder, or such holder’s nominee or nominees, certificates or a book-entry transfer through the Depositary for the number of full shares of Common Stock, if any, to which such holder shall be entitled as part of such Exchange Obligation.

Settlement Upon Exchange. (a) Upon exchange of any Notes, subject to Sections 13.0115.01, 13.02 15.02 and this Section 13.1015.10, the Issuer shall satisfy its obligation upon exchange (the “Exchange Obligation”) by payment and delivery of cash the shares (and, if applicable as provided hereinapplicable, shares payment of Common Stock for each $1,000 aggregate principal amount of Notes tendered for exchange in accordance with their termsthe cash) described under Section 15.10(b) below. (b) Upon exchange of Notes, the Issuer will shall deliver, in respect of each $1,000 principal amount of Notes tendered for exchange in accordance with their terms: (i) cash and equal to (1) (i) the aggregate principal amount of Notes to be exchanged divided by (ii) $1,000, multiplied by (2) the applicable Exchange Rate on the date the exchanging Holder becomes a record owner of the Common Stock, if any, equal to the sum of the Daily Settlement Amounts for each of the 30 Exchange Settlement Trading Days during the Applicable Observation Period; and (ii) an amount in cash in lieu of any fractional shares of Common Stock as provided in Section 13.0315.03. (c) The Daily Settlement Amounts for each Delivery of the 30 Exchange Settlement Trading Days during the Applicable Observation Period and any amount in cash to be delivered in lieu of any fractional shares of Common Stock will be determined by the Issuer promptly after the end of the Applicable Observation Period. (d) Payment of the cash and, if applicable, shares payment of Common Stock the cash) pursuant to Section 3.10(b15.10(b) shall be made by the Issuer on the third Business Day immediately following the last day of the Applicable Observation Period Exchange Date to the holder of a Note surrendered for exchange, or such holder’s nominee or nominees, and the Issuer shall deliver to the Exchange Agent or to such holder, or such holder’s nominee or nominees, certificates or a book-entry transfer through the Depositary for the number of full shares of Common Stock, if any, Stock to which such holder shall be entitled as part of such Exchange Obligation. (d) Upon exchange of Notes, the Holder must deliver to the Issuer cash equal to the amount the Issuer is required to deduct or withhold under applicable law in connection with such exchange; provided, however, that if the Holder does not deliver such cash, the Issuer may (or may instruct the Exchange Agent to) deduct and withhold from the consideration otherwise deliverable to such Holder the amount required to be deducted and withheld under applicable law.