Common use of Convertible Subordinated Notes Clause in Contracts

Convertible Subordinated Notes. At the Effective Time, by virtue of the Merger and without any further action on the part of the Company or the Holder thereof, the Saks Holdings, Inc. 5 1/2% Convertible Subordinated Notes due September 15, 2006 (the "Convertible Notes") outstanding at the Effective Time shall become obligations of the Surviving Corporation and shall remain outstanding thereafter; and from and after the Effective Time, the holders of the Convertible Notes shall have the right to convert such Convertible Notes into such number of shares of Parent Common Stock and such amount of cash in lieu of fractional shares received in the Merger by a holder of the number of shares of Company Common Stock into which such Convertible Notes were convertible immediately prior to the Effective Time.