Common use of Outstanding Convertible Notes Clause in Contracts

Outstanding Convertible Notes. Convertible Notes outstanding ----------------------------- at any time are all Convertible Notes authenticated by the Trustee except for those canceled by it, those delivered to it for cancellation and those described in this Section 2.08 as not outstanding. A Convertible Note does not cease to be outstanding because the Company or an Affiliate of the Company holds such Convertible Note. If a Convertible Note is replaced pursuant to Section 2.07 hereof, it ceases to be outstanding unless the Trustee and the Company receive proof satisfactory to them that such replaced Convertible Note is held by a bona fide purchaser. If the Paying Agent (other than the Company, a Guarantor or an Affiliate of the Company or Guarantor) accrues interest or segregates and holds in trust, in accordance with this Indenture, on a Redemption Date or Maturity date money sufficient to pay all principal, premium, if any, and interest (including Special Interest, if any) payable on that date with respect to the Convertible Notes (or portions thereof) to be redeemed or maturing, as the case may be, then on and after that date such Convertible Notes (or such portions thereof) shall cease to be outstanding and interest on them shall cease to accrete in value or accrue interest, as the case may be. In determining whether the Holders of the required principal amount of Convertible Notes have concurred in any direction, waiver or consent or any amendment, modification or other change to this Indenture, Convertible Notes held or beneficially owned by the Company or a Restricted Subsidiary of the Company or by an Affiliate of the Company or a Restricted Subsidiary of the Company or by agents of any of the foregoing shall be disregarded, except that for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent or any amendment, modification or other change to this Indenture, only Convertible Notes which a Trust Officer has actual knowledge to be so owned shall be so disregarded. Convertible Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee such pledgee's right so to act with respect to the Convertible Notes and that the pledgee is not the Company or an Affiliate of the Company or any of their agents.

Outstanding Convertible Notes. Convertible Notes outstanding ----------------------------- at any time are all Convertible Notes authenticated by the Trustee except for those canceled by it, those delivered to it for cancellation and those described in this Section 2.08 2.8 as not outstanding. A Convertible Note does not cease to be outstanding because the Company or an Affiliate of the Company holds such Convertible Note. If a Convertible Note is replaced pursuant to Section 2.07 2.7 hereof, it ceases to be outstanding unless the Trustee and the Company receive proof satisfactory to them that such replaced Convertible Note is held by a bona fide purchaser. If the Paying Agent (other than the Company, a Guarantor or an Affiliate of the Company or Guarantor) accrues interest or segregates and holds in trust, in accordance with this Indenture, on a Redemption Date or Maturity date money sufficient to pay all principal, premium, if any, and interest (including Special Interest, if any) payable on that date with respect to the Convertible Notes (or portions thereof) to be redeemed or maturing, as the case may be, then on and after that date such Convertible Notes (or such portions thereof) shall cease to be outstanding and interest on them shall cease to accrete in value or accrue interest, as the case may be. In determining whether the Holders of the required principal amount of Convertible Notes have concurred in any direction, waiver or consent or any amendment, modification or other change to this Indenture, Convertible Notes held or beneficially owned by the Company or a Restricted Subsidiary of the Company or by an Affiliate of the Company or a Restricted Subsidiary of the Company or by agents of any of the foregoing shall be disregarded, except that for the purposes of determining whether the Trustee shall be protected in relying on any such direction, waiver or consent or any amendment, modification or other change to this Indenture, only Convertible Notes which a Trust Officer has actual knowledge to be so owned shall be so disregarded. Convertible Notes so owned which have been pledged in good faith shall not be disregarded if the pledgee establishes to the satisfaction of the Trustee such pledgee's right so to act with respect to the Convertible Notes and that the pledgee is not the Company or an Affiliate of the Company or any of their agents.