Intel 2005 Annual Report Download - page 130

(iv) the words “herein,” “hereof’ and “hereunder” and other words of similar import refer to this Indenture as a whole and not to any
particular Article, Section or other subdivision.
“ 105% Exception ” means, and shall be deemed applicable with respect to the definition of “Fundamental Change”
in, any event in which the Last
Reported Sale Price of the Company’s Common Stock for any 5 Trading Days within the 10 consecutive Trading Days ending immediately before the
date of any Change of Control Event or Termination of Trading or the public announcement thereof equals or exceeds 105% of the applicable
Conversion Price of the Securities immediately before such event or the public announcement thereof.
“ Acquiror Securities ” has the meaning specified in Section 8.01(d).
“ Act ,” when used with respect to any Holder, has the meaning specified in Section 1.04.
“ Additional Interest ” shall mean Additional Interest as defined in the Registration Rights Agreement.
“ Additional Shares ” has the meaning specified in Section 9.01(b).
“ Adjustment Determination Date ” has the meaning specified in Section 9.03(j).
“ Adjustment Event ” has the meaning specified in Section 9.03(j).
“ Affiliate ” of any specified Person means any other Person directly or indirectly controlling or controlled by or under direct or indirect common
control with such specified Person. For the purposes of this definition, “control” when used with respect to any specified Person means the power to
direct the management and policies of such Person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise;
and the terms “controlling” and “controlled” have meanings correlative to the foregoing.
“ Agent Members ” has the meaning specified in Section 3.08.
“ Bid Solicitation Agent ” means an independent nationally recognized securities dealer selected by the Company to solicit market bid quotations
for the Securities, which shall in no event be an Affiliate of the Company.
“ Board of Directors ” means, with respect to any Person, either the board of directors of such Person or any duly authorized committee of that
board.
“ Board Resolution ” means, with respect to any Person, a copy of a resolution certified by the Secretary or an Assistant Secretary of such Person
to
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