Intel 2005 Annual Report Download - page 216

consecutive Trading Days commencing on the Trading Day next succeeding the Effective Date of such Public Acquiror Change of Control.
(b) In order to make the election pursuant to this Section 9.05, the Company and the issuer of the Public Acquiror Common Stock shall execute
with the Trustee a supplemental indenture (which shall comply with the Trust Indenture Act as in force at the date of execution of such supplemental
indenture) providing that each Security shall be exchangeable into Public Acquiror Common Stock and execute an amendment to the Registration
Rights Agreement (to the extent any Registrable Securities (as defined therein) remain outstanding) to make the provisions thereof to apply to the
Public Acquiror Common Stock. Such supplemental indenture shall provide for provisions and adjustments which shall be a nearly equivalent as may
be practicable to the provisions and adjustments provided for in this Article 9.
(c) The Company will provide notice to Holders of its election to adjust the Conversion Rate pursuant to this Section 9.05 in the notice delivered
with respect to the Make-Whole Fundamental Change that constitutes a Public Acquiror Change of Control pursuant to Section 9.01(b)(iv).
Section 9.06 . Effect of Reclassification, Consolidation, Merger or Sale.
If any of the following events occur, namely (i) any reclassification or change of the outstanding shares of Common Stock (other than a change in
par value, or from par value to no par value, or from no par value to par value, or as a result of a split, subdivision or combination), (ii) any
consolidation, merger or combination of the Company with another Person as a result of which holders of Common Stock shall be entitled to receive
cash, securities or other property or assets with respect to or in exchange for such Common Stock, or (iii) any sale or conveyance of all or substantially
all of the property and assets of the Company to any other Person, in each case as a result of which holders of Common Stock shall be entitled to
receive cash, securities or other property or assets with respect to or in exchange for such Common Stock (any such event a “ Merger Event ”), then:
(a) the Company or the successor or purchasing corporation, as the case may be, shall execute with the Trustee a supplemental indenture (which
shall comply with the Trust Indenture Act as in force at the date of execution of such supplemental indenture if such supplemental indenture is then
required to so comply) permitted under Section 15.01 providing for the conversion and settlement of the Securities as set forth in this Indenture. Such
supplemental indenture shall provide for Conversion Rate adjustments which shall be as nearly equivalent as may be practicable to the adjustments
provided for in this Article 9. If, in the case of any Merger Event, the Reference Property includes shares of stock or other securities and assets of a
corporation other than the successor or purchasing corporation, as the case may be, in such reclassification, change,
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