XM Radio 2009 Annual Report Download - page 84

and in the case of any such other action covered by clause (i) or (ii) above at least ten (10) days prior to but
not including the date of such proposed action or the date of participation therein by the holders of the shares
of Preferred Stock, whichever is the earlier.
(b) If a Stock Acquisition Date occurs, then the Company shall as soon as practicable thereafter give to
the Rights Agent and, to the extent feasible, to each holder of a Rights Certificate, in accordance with
Section 26 hereof, a notice of the occurrence of such event, which shall specify the event and the
consequences of the event to holders of Rights.
SECTION 26 Notices
(a) Notices or demands authorized by this Agreement to be given or made by the Rights Agent or by the
holder of any Rights Certificate to or on the Company shall be sufficiently given or made (a) immediately, if
made by personal delivery to the party to be notified, (b) on the fifth (5th) day if sent by first-class mail,
postage prepaid, (c) the next Business Day if by nationally recognized overnight courier or (d) upon
confirmation, if transmission by facsimile combined with a phone call to the Company notifying it of such
transmission, all addressed (until another address is filed in writing by the Company with the Rights) as
follows:
Sirius XM Radio Inc.
1221 Avenue of the Americas
New York, New York 10020
Attention: Patrick L. Donnelly, Esq.
Phone: [phone]
Facsimile: [phone]
(b) Subject to the provisions of Section 21 any notice or demand authorized by this Agreement to be
given or made by the Company or by the holder of any Rights Certificate to or on the Rights Agent shall be
sufficiently given or made (a) immediately, if made by personal delivery to the party to be notified, (b) on the
fifth (5th) day if sent by first-class mail, postage prepaid, (c) the next Business Day if by nationally recognized
overnight courier or (d) upon confirmation, if transmission by facsimile combined with a phone call to the
Rights Agent notifying it of such transmission, all addressed (until another address is filed in writing by the
Rights Agent with the Company) as follows:
The Bank of New York Mellon
Newport Office Center VII
480 Washington Boulevard
Jersey City, New Jersey 07310
Attention: Relationship Manager
with a copy to:
Mellon Investor Services LLC
Newport Office Center VII
480 Washington Boulevard
Jersey City, New Jersey 07310
Attention: General Counsel
Notices or demands authorized by this Agreement to be given or made by the Company or the Rights
Agent to the holder of any Rights Certificate (or, if prior to the Distribution Date, to the holder of
certificates representing shares of Common Stock) shall be sufficiently given or made if sent by first-class
mail, postage prepaid, addressed to such holder at the address of such holder as shown on the registry
books of the Company.
SECTION 27 Supplements and Amendments
Prior to the Distribution Date, the Company may in its sole and absolute discretion, and the Rights Agent
shall, if the Company so directs, supplement or amend any provision of this Agreement in any respect without
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