Intel 2005 Annual Report Download - page 204

Change Repurchase Notice and not validly withdrawn such Fundamental Change Repurchase Notice in accordance with Section 8.03.
If more than one Security shall be surrendered for conversion at one time by the same Holder, the Conversion Obligation with respect to such
Securities, if any, that shall be payable upon conversion shall be computed on the basis of the aggregate principal amount of the Securities (or specified
portions thereof to the extent permitted thereby) so surrendered.
(e) A Security shall be deemed to have been converted immediately prior to the close of business on the date (the “ Conversion Date ”) that the
Holder has complied with the requirements set forth in clause (d). Payment of the shares of Common Stock and cash, if any, pursuant to Section 9.02
(a) in satisfaction of the Conversion Obligation shall be made by the Company in no event later than the date specified in Section 9.02(a) by paying
such shares of Common Stock and cash, if any (in each case, together with any cash in lieu of fractional shares), to the Holder of a Security
surrendered for conversion, or such Holder’s nominee or nominees, and issue, or cause to be issued, and deliver to the Conversion 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 to which such Holder shall be entitled as part of such Conversion Obligation.
(f) In case any Security shall be surrendered for partial conversion, the Company shall execute and the Trustee shall authenticate and deliver to or
upon the written order of the Holder of the Security so surrendered, without charge to such Holder, a new Security or Securities in authorized
denominations in an aggregate principal amount equal to the unconverted portion of the surrendered Securities.
(g) If a Holder submits a Security for conversion, the Company shall pay all stamp and other duties, if any, which may be imposed by the United
States or any political subdivision thereof or taxing authority thereof or therein with respect to the issuance of shares of Common Stock, if any, upon
the conversion. However, the Holder shall pay any such tax which is due because the Holder requests any shares of Common Stock to be issued in a
name other than the Holder’s name. The Conversion Agent may refuse to deliver the certificates representing the shares of Common Stock being
issued in a name other than the Holder’s name until the Trustee receives a sum sufficient to pay any tax which will be due because the shares are to be
issued in a name other than the Holder’s name. Nothing herein shall preclude any tax withholding required by law or regulations.
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