Interpolation and Limits Sample Clauses
The 'Interpolation and Limits' clause defines how certain contractual terms, such as rates or values, are determined when they fall between specified reference points or exceed set boundaries. In practice, this clause typically outlines a method for calculating intermediate values—such as using linear interpolation between two known rates—or sets maximum and minimum limits to prevent extreme outcomes. Its core function is to ensure fairness and predictability in the application of variable terms, preventing disputes over ambiguous or unforeseen scenarios.
Interpolation and Limits. The exact Share Prices and Effective Dates may not be set forth in the table in Schedule A, in which case:
(i) If the Share Price is between two Share Prices in the table or the Effective Date is between two Effective Dates in the table, the number of Additional Shares shall be determined by a straight-line interpolation between the number of Additional Shares set forth for the higher and lower Share Prices and the earlier and later dates, as applicable, based on a 365- or 366-day year, as applicable.
(ii) If the Share Price is greater than $250.00 per share (subject to adjustment in the same manner as the Share Prices set forth in the column headings of the table in Schedule A hereof), no Additional Shares will be added to the Conversion Rate.
(iii) If the Share Price is less than $27.92 per share (subject to adjustments in the same manner as the Share Prices set forth in the column headings of the table in Schedule A hereof), no Additional Shares will be added to the Conversion Rate. Notwithstanding the foregoing, in no event will the Conversion Rate be increased on account of a Make-Whole Fundamental Change to exceed 35.8166 Common Shares per $1,000 principal amount of Notes, subject to adjustments in the same manner as the Conversion Rate is required to be adjusted as set forth in Section 4.04 hereof.
(iv) The Share Prices set forth in the column headings of the table in Schedule A hereto shall be adjusted as of any date on which the Conversion Rate of the Notes is otherwise required to be adjusted. The adjusted Share Prices shall equal the Share Prices applicable immediately prior to such adjustment, multiplied by a fraction, the numerator of which is the Conversion Rate immediately prior to such adjustment giving rise to the Share Price adjustment and the denominator of which is the Conversion Rate as so adjusted. The number of Additional Shares set forth in such table shall be adjusted in the same manner and at the same time as the Conversion Rate is required to be adjusted as set forth in Section 4.04.
Interpolation and Limits. The exact Stock Prices and Make-Whole Fundamental Change Effective Dates may not be set forth in the table in Schedule A, in which case:
(i) if the Stock Price is between two Stock Prices in the table or the Make-Whole Fundamental Change Effective Date is between two dates in the table, the number of Additional Shares shall be determined by a straight-line interpolation between the number of Additional Shares set forth for the higher and lower Stock Prices and the earlier and later dates, as applicable, based on a 365- or 366-day year, as applicable;
(ii) if the Stock Price is greater than $10.00 per share (subject to adjustment in the same manner as the Stock Prices set forth in the column headings of the table in Schedule A hereof), no Additional Shares will be added to the Conversion Rate; and
(iii) if the Stock Price is less than $1.50 per share (subject to adjustments in the same manner as the Stock Prices set forth in the column headings of the table in Schedule A hereof), no Additional Shares will be added to the Conversion Rate. Notwithstanding the foregoing, in no event will the Conversion Rate be increased on account of a Make-Whole Fundamental Change to exceed 633.3333 shares of Common Stock per $1,000 principal amount of Notes, subject to adjustments in the same manner as the Conversion Rate is required to be adjusted as set forth in Section 4.4 hereof. The Stock Prices set forth in the column headings of the table in Schedule A hereto shall be adjusted as of any date on which the Conversion Rate of the Notes is otherwise required to be adjusted. The adjusted Stock Prices shall equal the Stock Prices applicable immediately prior to such adjustment, multiplied by a fraction, the numerator of which is the Conversion Rate immediately prior to such adjustment giving rise to the Stock Price adjustment and the denominator of which is the Conversion Rate as so adjusted. The number of Additional Shares set forth in such table shall be adjusted in the same manner and at the same time as the Conversion Rate is required to be adjusted as set forth in Section 4.4.
Interpolation and Limits. The exact Applicable Price and Make-Whole Fundamental Change Effective Date may not be as set forth in the table in Schedule A, in which case:
(1) if the actual Applicable Price is between two Applicable Prices listed in the table in Schedule A or the actual Make-Whole Fundamental Change Effective Date is between two Make-Whole Fundamental Change Effective Dates listed in the table, the number of Additional Shares shall be determined by a linear interpolation between the numbers of Additional Shares set forth for the higher and lower Applicable Prices, or for the earlier and later Make-Whole Fundamental Change Effective Dates, as applicable, based on a 365-day year, as applicable;
(2) if the actual Applicable Price is greater than $60.00 per share (subject to adjustment in the same manner as the Applicable Price as set forth in the table in Schedule A pursuant to Section 4.06(e) hereof), no Additional Shares will be added to the Conversion Rate; and
(3) if the actual Applicable Price is less than $6.44 per share (subject to adjustments in the same manner as the Applicable Price as set forth in the table in Schedule A pursuant to Section 4.06(e) hereof), no Additional Shares will be added to the Conversion Rate.
(4) Notwithstanding the foregoing, in no event will the Conversion Rate be increased on account of a Make-Whole Fundamental Change to exceed 155.2795 shares of Common Stock per $1,000 principal amount of Notes, subject to adjustments in the same manner in which, and for the same events for which, the Conversion Rate is required to be adjusted as set forth in Section 4.04 hereof.
Interpolation and Limits. The exact Stock Prices and Effective Dates may not be set forth in the table attached as Schedule A, in which case:
(1) if the Stock Price is between two Stock Prices in the table or the Effective Date is between two Effective Dates in the table, the number of Additional Shares shall be determined by a straight-line interpolation between the number of Additional Shares set forth for the higher and lower Stock Prices and the earlier and later Effective Dates, as applicable, based on a 365-day year;
(2) if the Stock Price is greater than $170.00 per share (subject to adjustment in the same manner as the Stock Prices set forth in the column headings of the table attached as Schedule A pursuant to subsection (e) below), no additional shares will be added to the Exchange Rate; or
(3) if the Stock Price is less than $60.50 per share (subject to adjustment in the same manner as the Stock Prices set forth in the column headings of the table attached as Schedule A pursuant to subsection (e) below), no additional shares will be added to the Exchange Rate. Notwithstanding the foregoing, in no event will the Exchange Rate be increased on account of a Make-Whole Fundamental Change to exceed 16.52888 shares of Common Stock per $1,000 principal amount of Notes, subject to adjustments in the same manner as the Exchange Rate is required to be adjusted as set forth in Section 13.05 hereof.
Interpolation and Limits. The exact Stock Prices and Effective Dates may not be set forth in the table in Schedule A, in which case: