Common use of Exchange Upon Satisfaction of Trading Price Condition Clause in Contracts

Exchange Upon Satisfaction of Trading Price Condition. Prior to 5:00 p.m., New York City time, on the Business Day immediately preceding March 1, 2015, a Holder may surrender all or a portion of its notes for exchange during the five Business Day period immediately after any five consecutive Trading Day period (the “Trading Price Measurement Period”) in which the Trading Price per $1,000 principal amount of Notes, as determined following a request by a Holder of at least $2,000,000 in aggregate principal amount of Notes in accordance with the procedures set forth in this Section 11.01(b), for each Trading Day in that Trading Price Measurement Period was less than 98% of the product of the Last Reported Sale Price of OI Inc. Common Stock and the applicable Exchange Rate for such Trading Day. The Bid Solicitation Agent shall have no obligation to determine the Trading Price of the Notes on a date of determination unless the Company has requested that the Bid Solicitation Agent make such determination. The Company shall have no obligation to request that the Bid Solicitation Agent determine the Trading Price per $1,000 principal amount of Notes on a date of determination unless a Holder of at least $2,000,000 in aggregate principal amount of Notes provides the Company with reasonable evidence that the Trading Price per $1,000 principal amount of Notes would be less than 98% of the product of the Last Reported Sale Price of the OI Inc. Common Stock and the applicable Exchange Rate. At such time, the Company shall instruct the Bid Solicitation Agent to determine the Trading Price per $1,000 principal amount of the Notes beginning on the next Trading Day and on each successive Trading Day until the Trading Price per $1,000 principal amount of Notes is greater than or equal to 98% of the product of the Last Reported Sale Price of OI Inc. Common Stock. Whenever the Notes shall become exchangeable pursuant to this Section 11.01(b), the Company shall notify the Holders and the Trustee in writing and make such notice available to the Company’s website. If, at any time after the Trading Price condition has been met, the Trading Price per $1,000 principal amount of Notes is greater than or equal to 98% of the product of the Last Reported Sale Price of OI Inc. Common Stock and the applicable Exchange Rate, the Company will so notify the Holders and the Trustee in writing.

Exchange Upon Satisfaction of Trading Price Condition. Prior to 5:00 p.m., New York City time, on the Business Day immediately preceding March 1, 2015, a A Holder may surrender all or a portion of its notes Notes for exchange at any point during the five Business Day period immediately after any five consecutive Trading Day period (the “Trading Price Measurement Period”) in which the Trading Price per $1,000 principal amount of Notes, as determined following a request by a Holder of at least $2,000,000 in aggregate principal amount of Notes in accordance with the procedures set forth in this Section 11.01(b)herein, for each Trading Day in of that Trading Price Measurement Period was less than an amount equal to 98% of the product of (x) the Last Reported Sale Price of OI Inc. Common Stock the ADSs on such Trading Day and (y) the applicable Exchange Rate for in effect on such Trading Day. The Bid Solicitation Agent shall have no obligation to determine the Trading Price of the Notes on a date of determination unless the Company Issuer has requested that the Bid Solicitation Agent make such determination. The Company ; and the Issuer shall have no obligation to make such request that the Bid Solicitation Agent determine the Trading Price per $1,000 principal amount of Notes on a date of determination unless a Holder (or beneficial holder of a Note) of at least $2,000,000 in aggregate 3.0 million principal amount of Notes provides the Company Issuer with reasonable evidence that the Trading Price per $1,000 principal amount of Notes would be less than 98% of the product of the Last Reported Sale Price of the OI Inc. Common Stock ADSs on the next Trading Day and the applicable Exchange RateRate in effect on such Trading Day. At such time, the Company Issuer shall instruct the Bid Solicitation Agent to determine the Trading Price per $1,000 principal amount of the Notes beginning on the next Trading Day and on each successive Trading Day until the Trading Price per $1,000 principal amount of Notes is greater than or equal to 98% of the product of the Last Reported Sale Price of OI Inc. Common Stockthe ADSs on such Trading Day and Exchange Rate in effect on such Trading Day. In addition, the Issuer shall provide written notice to the Bid Solicitation Agent (if other than the Issuer) of the three independent nationally recognized securities dealers selected by the Issuer in accordance with the definition of Trading Price, along with the appropriate contact information for each. Whenever the Notes shall become exchangeable pursuant condition to exchange set forth in this Section 11.01(b), the Company shall notify the Holders and the Trustee in writing and make such notice available to the Company’s website. If, at any time after the Trading Price condition 7.01(b) has been met, but was not met on the immediately preceding Trading Price per $1,000 principal amount of Notes is greater than or equal to 98% of the product of the Last Reported Sale Price of OI Inc. Common Stock and the applicable Exchange RateDay, the Company Issuer will so notify the Holders and the Trustee in writing. If, at any time after the condition to exchange set forth in this Section 7.01(b) has been met, the condition to exchange set forth in this Section 7.01(b) ceases to be met, the Issuer will so notify the Holders and the Trustee on the first Trading Day on which such condition ceases to be met. The Bid Solicitation Agent, the Exchange Agent and the Trustee shall have no obligation to determine the Trading Price of the Notes.

Exchange Upon Satisfaction of Trading Price Condition. Prior to 5:00 p.m., New York City time, on the Business Day immediately preceding March 1, 2015, a Holder (a) Securities may surrender all or a portion of its notes be surrendered for exchange in integral multiples of $1,000 Principal Amount any time during the five Business Day period immediately after any five consecutive Trading Day period (the “Trading Price Measurement Period”) in which the Trading Price per $1,000 principal amount Principal Amount of Notes, as determined following a request by a Holder of at least $2,000,000 in aggregate principal amount of Notes in accordance with the procedures set forth in this Section 11.01(b), Securities for each day of such five Trading Day in that Trading Price Measurement Period period was less than 98% of the product of the Last Reported Closing Sale Price and the Exchange Rate as of such Trading Day (determined based on such Closing Sale Price rather than the Applicable Stock Price). (b) Notwithstanding the foregoing, if, on the date of any exchange pursuant to Section 14.06(a) that is on or after May 15, 2028, the Closing Sale Price of OI Inc. the Common Stock is greater than the Effective Exchange Price, the Holders of Securities surrendered for exchange shall receive, in lieu of Common Stock based on the Exchange Rate, Common Stock with a value equal to the Principal Amount of Securities plus accrued and unpaid interest, if any, including Contingent Interest and Liquidated Damages, if any, as of the Exchange Date ("PRINCIPAL VALUE EXCHANGE"). Common Stock delivered upon a Principal Value Exchange will be valued at the greater of the Effective Exchange Price on the Exchange Date and the applicable Applicable Stock Price as of the Exchange Rate for such Trading Day. The Bid Solicitation Agent Date and will be delivered no later than the third Business Day following the determination of the Applicable Stock Price. (c) In connection with any exchange pursuant to this Section 14.06, the Trustee shall not have no any obligation to determine the Trading Price of the Notes on a date of determination Securities unless the Company Issuer has requested that such determination and the Bid Solicitation Agent make such determination. The Company Issuer shall have no obligation to make such request that the Bid Solicitation Agent determine the Trading Price per $1,000 principal amount of Notes on a date of determination unless a Holder of at least $2,000,000 in aggregate principal amount of Notes provides the Company Issuer with reasonable evidence that the Trading Price per $1,000 principal amount of Notes Security would be less than 98% of the product of the Last Reported Closing Sale Price of the OI Inc. Common Stock and the applicable Exchange RateRate then in effect (determined based on such Closing Sale Price rather than the Applicable Stock Price). At such time, the Company Issuer shall instruct the Bid Solicitation Agent Trustee to determine the Trading Price per $1,000 principal amount of the Notes Securities beginning on the next Trading Day and on each successive Trading Day until the Trading Price per $1,000 principal amount of Notes such Security is greater than or equal to 98% of the product of the Last Reported Closing Sale Price of OI Inc. Common Stock. Whenever the Notes shall become exchangeable pursuant to this Section 11.01(b), the Company shall notify the Holders and the Trustee in writing and make such notice available to the Company’s website. If, at any time after the Trading Price condition has been met, the Trading Price per $1,000 principal amount of Notes is greater than or equal to 98% of the product of the Last Reported Sale Price of OI Inc. Common Stock and the applicable Exchange Rate, Rate as of such Trading Day (determined based on such Closing Sale Price rather than the Company will so notify the Holders and the Trustee in writingApplicable Stock Price).