Common use of Asset Sale Offers Clause in Contracts

Asset Sale Offers. In the event that the Company or any Restricted Subsidiary shall commence an Asset Sale Offer pursuant to Section 4.16, it shall follow the procedures specified below: The Asset Sale Offer shall remain open for twenty (20) Business Days after the Commencement Date relating to such Asset Sale Offer, except to the extent required to be extended by applicable law (as so extended, the “Offer Period”). No later than one (1) Business Day after the termination of the Offer Period (the “Purchase Date”), the Company or such Restricted Subsidiary shall purchase the principal amount (the “Offer Amount”) of Notes required to be purchased in such Asset Sale Offer pursuant to Sections 3.1 and 4.16 or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Asset Sale Offer. If the Purchase Date is on or after an interest payment record date and on or before the related interest payment date, any interest accrued to such Purchase Date shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Asset Sale Offer. On the Commencement Date of any Asset Sale Offer, the Company or such Restricted Subsidiary shall deliver or cause to be delivered, by first class mail (or delivered electronically in accordance with the Applicable Procedures), a notice to each of the Holders, with a copy to the Trustee. Such notice, which shall govern the terms of the Asset Sale Offer, shall contain all instructions and materials necessary to enable the Holders to tender Notes pursuant to the Asset Sale Offer and shall state:

Asset Sale Offers. In the event that the Company or any Restricted Subsidiary shall commence an Asset Sale Offer pursuant to Section 4.164.15, it shall follow the procedures specified below: The Asset Sale Offer shall remain open for twenty (20) 20 Business Days after the Commencement Date relating to such Asset Sale Offer, except to the extent required to be extended by applicable law (as so extended, the “Offer Period”). No later than one (1) Business Day after the termination of the Offer Period (the “Purchase Date”), the Company or such Restricted Subsidiary shall purchase the principal amount (the “Offer Amount”) of Notes required to be purchased in such Asset Sale Offer pursuant to Sections 3.1 and 4.16 4.15 or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Asset Sale Offer. If the Purchase Date is on or after an interest payment record date and on or before the related interest payment date, any interest accrued to such Purchase Date shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Asset Sale Offer. On the Commencement Date of any Asset Sale Offer, the Company or such Restricted Subsidiary shall deliver send or cause to be deliveredsent, by first class mail (or delivered electronically in accordance with the Applicable Procedures)mail, a notice to each of the Holders, with a copy to the Trustee. Such notice, which shall govern the terms of the Asset Sale Offer, shall contain all instructions and materials necessary to enable the Holders to tender Notes pursuant to the Asset Sale Offer and shall state:

Asset Sale Offers. In the event that the Company or any Restricted Subsidiary shall commence an Asset Sale Offer pursuant to Section 4.161009 hereof, it shall follow the procedures specified below: . The Asset Sale Offer shall remain open for twenty (20) Business Days after the Commencement Date relating to date on which such Asset Sale OfferOffer is commenced (the "Commencement Date"), except to the extent required to be extended by pursuant to applicable law (as so extended, the “"Asset Sale Offer Period”"). No later than one (1) Business Day after the termination of the Asset Sale Offer Period (the “"Asset Sale Purchase Date”"), the Company or such Restricted Subsidiary shall purchase the principal amount (the “"Asset Sale Offer Amount”") of Notes Securities required pursuant to Section 1009 hereof to be purchased in such Asset Sale Offer pursuant and other pari passu Indebtedness that is required by its terms to Sections 3.1 and 4.16 be purchased in such Asset Sale Offer or, if less than the Asset Sale Offer Amount has been tendered, all Notes Securities tendered in response to the Asset Sale Offer. If the Asset Sale Purchase Date is on or after an interest payment record date a Regular Record Date and on or before the related Interest Payment Date, or any accrued interest payment date, any interest accrued to such Purchase Date shall be paid to the Person in whose name a Note Security is registered at the close of business on such record dateRegular Record Date, and no additional interest shall be payable to Holders who tender Notes Securities pursuant to the Asset Sale Offer. On the Commencement Date of any Asset Sale Offer, the Company or such Restricted Subsidiary shall deliver send or cause to be deliveredsent, by first class mail (or delivered electronically in accordance with the Applicable Procedures)mail, a notice to each of the Holders, with a copy to the Trustee. Such notice, which shall govern the terms of the Asset Sale Offer, shall contain all instructions and materials necessary to enable the Holders to tender Notes Securities pursuant to the Asset Sale Offer and shall state:

Asset Sale Offers. In the event that the Company or any Restricted Subsidiary Parent shall commence an Asset Sale Offer pursuant to Section 4.164.15, it shall follow the procedures specified below: The Asset Sale Offer shall remain open for twenty (20) 20 Business Days after the Commencement Date relating to such Asset Sale Offer, except to the extent required to be extended by applicable law (as so extended, the “Offer Period”). No later than one (1) Business Day after the termination of the Offer Period (the “Purchase Date”), the Company or such Restricted Subsidiary Parent shall purchase the principal amount (the “Offer Amount”) of Notes required to be purchased in such Asset Sale Offer pursuant to Sections 3.1 and 4.16 4.15 or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Asset Sale Offer. If the Purchase Date is on or after an interest payment record date and on or before the related interest payment date, any interest accrued to such Purchase Date shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Asset Sale Offer. On the Commencement Date of any Asset Sale Offer, the Company or such Restricted Subsidiary Parent shall deliver send or cause to be deliveredsent, by first class mail (or delivered electronically in accordance with the Applicable Procedures)mail, a notice to each of the Holders, with a copy to the Trustee. Such notice, which shall govern the terms of the Asset Sale Offer, shall contain all instructions and materials necessary to enable the Holders to tender Notes pursuant to the Asset Sale Offer and shall state:

Asset Sale Offers. In the event that the Company or any Restricted Subsidiary shall commence an Asset Sale Offer pursuant to Section 4.164.17 hereof, it shall follow the procedures specified below: The Asset Sale Offer shall remain open for twenty (20) 20 Business Days after the Commencement Date relating to such Asset Sale Offer, except to the extent required to be extended by applicable law (as so extended, the “Offer Period”"OFFER PERIOD"). No later than one (1) Business Day after the termination of the Offer Period (the “Purchase Date”"PURCHASE DATE"), the Company or such Restricted Subsidiary shall purchase the principal amount (the “Offer Amount”"OFFER AMOUNT") of Notes required to be purchased in such Asset Sale Offer pursuant to Sections 3.1 3.2 and 4.16 4.17 hereof or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Asset Sale Offer. If the Purchase Date is on or after an interest payment record date and on or before the related interest payment date, any interest accrued to such Purchase Date shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Asset Sale Offer. On the Commencement Date of any Asset Sale Offer, the Company or such Restricted Subsidiary shall deliver send or cause to be deliveredsent, by first class mail (or delivered electronically in accordance with the Applicable Procedures)mail, a notice to each of the Holders, with a copy to the Trustee. Such notice, which shall govern the terms of the Asset Sale Offer, shall contain all instructions and materials necessary to enable the Holders to tender Notes pursuant to the Asset Sale Offer and shall state:

Asset Sale Offers. In the event that the Company or any Restricted Subsidiary shall commence an Asset Sale Offer pursuant to Section 4.16, it shall follow the procedures specified below: The Asset Sale Offer shall remain open for twenty (20) 20 Business Days after the Commencement Date relating to such Asset Sale Offer, except to the extent required to be extended by applicable law (as so extended, the “Offer Period”). No later than one (1) Business Day after the termination of the Offer Period (the “Purchase Date”), the Company or such Restricted Subsidiary shall purchase the principal amount (the “Offer Amount”) of Notes required to be purchased in such Asset Sale Offer pursuant to Sections 3.1 and 4.16 or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Asset Sale Offer. If the Purchase Date is on or after an interest payment record date and on or before the related interest payment date, any interest accrued to such Purchase Date shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Asset Sale Offer. On the Commencement Date of any Asset Sale Offer, the Company or such Restricted Subsidiary shall deliver send or cause to be deliveredsent, by first class mail (or delivered electronically in accordance with the Applicable Procedures)mail, a notice to each of the Holders, with a copy to the Trustee. Such notice, which shall govern the terms of the Asset Sale Offer, shall contain all instructions and materials necessary to enable the Holders to tender Notes pursuant to the Asset Sale Offer and shall state:

Asset Sale Offers. In the event that the Company or any Restricted Subsidiary shall commence an Asset Sale Offer pursuant to Section 4.164.10 hereof, it shall follow the procedures specified below: The Asset Sale Offer shall remain open for twenty (20) 20 Business Days after the Commencement Date relating to such Asset Sale Offer, except to the extent required to be extended by applicable law (as so extended, the “"Offer Period”"). No later than one (1) Business Day after the termination of the Offer Period (the “"Purchase Date”"), the Company or such Restricted Subsidiary shall purchase the principal amount (the “"Offer Amount”") of Notes required to be purchased in such Asset Sale Offer pursuant to Sections 3.1 3.02 and 4.16 4.10 hereof or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Asset Sale Offer. If the Purchase Date is on or after an interest payment record date and on or before the related interest payment date, any interest and Liquidated Damages accrued to such Purchase Date shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest or Liquidated Damages shall be payable to Holders who tender Notes pursuant to the Asset Sale Offer. On the Commencement Date of any Asset Sale Offer, the Company or such Restricted Subsidiary shall deliver send or cause to be deliveredsent, by first class mail (or delivered electronically in accordance with the Applicable Procedures)mail, a notice to each of the Holders, with a copy to the Trustee. Such notice, which shall govern the terms of the Asset Sale Offer, shall contain all instructions and materials necessary to enable the Holders to tender Notes pursuant to the Asset Sale Offer and shall state:

Asset Sale Offers. In the event that the Company or any Restricted Subsidiary shall commence an Asset Sale Offer pursuant to Section 4.161009 hereof, it shall follow the procedures specified below: . The Asset Sale Offer shall remain open for twenty (20) Business Days after the Commencement Date relating to date on which such Asset Sale Offer, Offer is commenced (the "Commencement Date") except to the extent required to be extended by pursuant to applicable law (as so extended, the “"Asset Sale Offer Period”"). No later than one (1) Business Day after the termination of the Asset Sale Offer Period (the “"Asset Sale Purchase Date”"), the Company or such Restricted Subsidiary shall purchase the principal amount (the “"Asset Sale Offer Amount”") of Notes Securities required pursuant to Section 1009 hereof to be purchased in such Asset Sale Offer pursuant to Sections 3.1 and 4.16 or, if less than the Asset Sale Offer Amount has been tendered, all Notes Securities tendered in response to the Asset Sale Offer. If the Asset Sale Purchase Date is on or after an interest payment record date a Regular Record Date and on or before the related interest payment dateInterest Payment Date, any accrued interest accrued to such Purchase Date shall be paid to the Person in whose name a Note Security is registered at the close of business on such record dateRegular Record Date, and no additional interest shall be payable to Holders who tender Notes Securities pursuant to the Asset Sale Offer. On the any Commencement Date of any Asset Sale OfferDate, the Company or such Restricted Subsidiary shall deliver send or cause to be deliveredsent, by first class mail (or delivered electronically in accordance with the Applicable Procedures)mail, a notice to each of the Holders, with a copy to the Trustee. Such notice, which shall govern the terms of the Asset Sale Offer, shall contain all instructions and materials necessary to enable the Holders to tender Notes Securities pursuant to the Asset Sale Offer and shall state:

Asset Sale Offers. In the event that the Company or any Restricted Subsidiary shall commence an Asset Sale Offer pursuant to Section 4.164.17 hereof, it shall follow the procedures specified below: The Asset Sale Offer shall remain open for twenty (20) 20 Business Days after the Commencement Date relating to such Asset Sale Offer, except to the extent required to be extended by applicable law (as so extended, the “Offer Period”). No later than one (1) Business Day after the termination of the Offer Period (the “Purchase Date”), the Company or such Restricted Subsidiary shall purchase the principal amount (the “Offer Amount”) of Notes required to be purchased in such Asset Sale Offer pursuant to Sections 3.1 3.2 and 4.16 4.17 hereof or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Asset Sale Offer. If the Purchase Date is on or after an interest payment record date and on or before the related interest payment date, any interest accrued to such Purchase Date shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest Additional Interest shall be payable to Holders who tender Notes pursuant to the Asset Sale Offer. On the Commencement Date of any Asset Sale Offer, the Company or such Restricted Subsidiary shall deliver send or cause to be deliveredsent, by first class mail (or delivered electronically in accordance with the Applicable Procedures)mail, a notice to each of the Holders, with a copy to the Trustee. Such notice, which shall govern the terms of the Asset Sale Offer, shall contain all instructions and materials necessary to enable the Holders to tender Notes pursuant to the Asset Sale Offer and shall state:

Asset Sale Offers. In the event that the Company Issuer, Iron Mountain or any Restricted Subsidiary shall commence an Asset Sale Offer pursuant to Section 4.16, it shall follow the procedures specified below: The Asset Sale Offer shall remain open for twenty (20) Business Days after the Commencement Date relating to such Asset Sale Offer, except to the extent required to be extended by applicable law (as so extended, the “Offer Period”). No later than one (1) Business Day after the termination of the Offer Period (the “Purchase Date”), the Company Issuer, Iron Mountain or such Restricted Subsidiary shall purchase the principal amount (the “Offer Amount”) of Notes required to be purchased in such Asset Sale Offer pursuant to Sections 3.1 and 4.16 or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Asset Sale Offer. If the Purchase Date is on or after an interest payment record date and on or before the related interest payment date, any interest accrued to such Purchase Date shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Asset Sale Offer. On the Commencement Date of any Asset Sale Offer, the Company Issuer, Iron Mountain or such Restricted Subsidiary shall deliver or cause to be delivered, by first class mail (or delivered electronically in accordance with the Applicable Procedures), a notice to each of the Holders, with a copy to the Trustee. Such notice, which shall govern the terms of the Asset Sale Offer, shall contain all instructions and materials necessary to enable the Holders to tender Notes pursuant to the Asset Sale Offer and shall state:

Asset Sale Offers. In the event that the Company or any Restricted Subsidiary shall commence an Asset Sale Offer pursuant to Section 4.161009 hereof, it shall follow the procedures specified below: . The Asset Sale Offer shall remain open for twenty (20) Business Days after the Commencement Date relating to date on which such Asset Sale OfferOffer is commenced (the "Commencement Date"), except to the extent required to be extended by pursuant to applicable law (as so extended, the “"Asset Sale Offer Period”"). No later than one (1) Business Day after the termination of the Asset Sale Offer Period (the “"Asset Sale Purchase Date”"), the 112 Company or such Restricted Subsidiary shall purchase the principal amount (the “"Asset Sale Offer Amount”") of Notes Securities required pursuant to Section 1009 hereof to be purchased in such Asset Sale Offer pursuant and other pari passu Indebtedness that is required by its terms to Sections 3.1 and 4.16 be purchased in such Asset Sale Offer or, if less than the Asset Sale Offer Amount has been tendered, all Notes Securities tendered in response to the Asset Sale Offer. If the Asset Sale Purchase Date is on or after an interest payment record date a Regular Record Date and on or before the related Interest Payment Date, or any accrued interest payment date, any interest accrued to such Purchase Date shall be paid to the Person in whose name a Note Security is registered at the close of business on such record dateRegular Record Date, and no additional interest shall be payable to Holders who tender Notes Securities pursuant to the Asset Sale Offer. On the Commencement Date of any Asset Sale Offer, the Company or such Restricted Subsidiary shall deliver send or cause to be deliveredsent, by first class mail (or delivered electronically in accordance with the Applicable Procedures)mail, a notice to each of the Holders, with a copy to the Trustee. Such notice, which shall govern the terms of the Asset Sale Offer, shall contain all instructions and materials necessary to enable the Holders to tender Notes Securities pursuant to the Asset Sale Offer and shall state:

Asset Sale Offers. In the event that the Company or any Restricted Subsidiary shall commence an Asset Sale Offer pursuant to Section 4.164.16 hereof, it shall follow the procedures specified below: The Asset Sale Offer shall remain open for twenty (20) 20 Business Days after the Commencement Date relating to such Asset Sale Offer, except to the extent required to be extended by applicable law (as so extended, the “"Offer Period”"). No later than one (1) Business Day after the termination of the Offer Period (the “"Purchase Date”"), the Company or such Restricted Subsidiary shall purchase the principal amount (the “"Offer Amount”") of Notes required to be purchased in such Asset Sale Offer pursuant to Sections 3.1 3.2 and 4.16 hereof or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Asset Sale Offer. If the Purchase Date is on or after an interest payment record date and on or before the related interest payment date, any interest accrued to such Purchase Date shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Asset Sale Offer. On the Commencement Date of any Asset Sale Offer, the Company or such Restricted Subsidiary shall deliver send or cause to be deliveredsent, by first class mail (or delivered electronically in accordance with the Applicable Procedures)mail, a notice to each of the Holders, with a copy to the Trustee. Such notice, which shall govern the terms of the Asset Sale Offer, shall contain all instructions and materials necessary to enable the Holders to tender Notes pursuant to the Asset Sale Offer and shall state:

Asset Sale Offers. In the event that the Company Parent or any Restricted Subsidiary shall commence an Asset Sale Offer pursuant to Section 4.16, it shall follow the procedures specified below: The Asset Sale Offer shall remain open for twenty (20) 20 Business Days after the Commencement Date relating to such Asset Sale Offer, except to the extent required to be extended by applicable law (as so extended, the “Offer Period”). No later than one (1) Business Day after the termination of the Offer Period (the “Purchase Date”), the Company Parent or such Restricted Subsidiary shall purchase the principal amount (the “Offer Amount”) of Notes required to be purchased in such Asset Sale Offer pursuant to Sections 3.1 and 4.16 or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Asset Sale Offer. If the Purchase Date is on or after an interest payment record date and on or before the related interest payment date, any interest accrued to such Purchase Date shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Asset Sale Offer. On the Commencement Date of any Asset Sale Offer, the Company Parent or such Restricted Subsidiary shall deliver or cause to be delivered, by first class mail (or delivered electronically in accordance with the Applicable Procedures), a notice to each of the Holders, with a copy to the Trustee. Such notice, which shall govern the terms of the Asset Sale Offer, shall contain all instructions and materials necessary to enable the Holders to tender Notes pursuant to the Asset Sale Offer and shall state:

Asset Sale Offers. In the event that the Company or any Restricted Subsidiary Parent shall commence an Asset Sale Offer pursuant to Section 4.16, it shall follow the procedures specified below: The Asset Sale Offer shall remain open for twenty (20) 20 Business Days after the Commencement Date relating to such Asset Sale Offer, except to the extent required to be extended by applicable law (as so extended, the “Offer Period”). No later than one (1) Business Day after the termination of the Offer Period (the “Purchase Date”), the Company or such Restricted Subsidiary Parent shall purchase the principal amount (the “Offer Amount”) of Notes required to be purchased in such Asset Sale Offer pursuant to Sections 3.1 and 4.16 or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Asset Sale Offer. If the Purchase Date is on or after an interest payment record date and on or before the related interest payment date, any interest accrued to such Purchase Date shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Asset Sale Offer. On the Commencement Date of any Asset Sale Offer, the Company or such Restricted Subsidiary Parent shall deliver send or cause to be deliveredsent, by first class mail (or delivered electronically in accordance with the Applicable Procedures)mail, a notice to each of the Holders, with a copy to the Trustee. Such notice, which shall govern the terms of the Asset Sale Offer, shall contain all instructions and materials necessary to enable the Holders to tender Notes pursuant to the Asset Sale Offer and shall state:

Asset Sale Offers. In the event that the Company or any Restricted Subsidiary shall be required to commence an offer to all Holders to purchase Notes pursuant to an Asset Sale Offer pursuant to under Section 4.164.09 hereof, it the Company shall follow the procedures specified belowin this Section 3.08: The Asset Sale Offer shall be made to all Holders and all holders of other Indebtedness that is pari passu with the Notes containing provisions similar to those set forth in this Indenture with respect to offers to purchase or redeem with the proceeds of sales of assets. The Asset Sale Offer will remain open for twenty (20) a period of at least 20 Business Days after the Commencement Date relating to such Asset Sale Offerfollowing its commencement and not more than 30 Business Days, except to the extent that a longer period is required to be extended by applicable law (as so extended, the “"Offer Period”"). No later than one (1) five Business Day Days after the termination of the Offer Period (the “"Purchase Date”"), the Company or such Restricted Subsidiary shall will apply all Excess Proceeds (the "Offer Amount") to the purchase the principal amount (the “Offer Amount”) of Notes of each maturity required to be purchased in such Asset Sale Offer pursuant to Sections 3.1 Section 4.06 and 4.16 such other pari passu Indebtedness (on a pro rata basis, if applicable) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Asset Sale Offer. Payment for any Notes so purchased will be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest payment record date and on or before the related interest payment date, any interest accrued to such Purchase Date shall and unpaid interest, and Additional Interest, if any, will be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall will be payable to Holders who tender Notes pursuant to the Asset Sale Offer. On Upon the Commencement Date commencement of any an Asset Sale Offer, the Company or such Restricted Subsidiary shall deliver or cause to be deliveredwill send, by first class mail (or delivered electronically in accordance with the Applicable Procedures)mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. Such The notice will contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Asset Sale Offer. The notice, which shall will govern the terms of the Asset Sale Offer, shall contain all instructions and materials necessary to enable the Holders to tender Notes pursuant to the Asset Sale Offer and shall will state:

Asset Sale Offers. In the event that the Company or any Restricted Subsidiary shall commence an Asset Sale Offer pursuant to Section 4.164.10 hereof, it shall follow the procedures specified below: The Asset Sale Offer shall remain open for twenty (20) 20 Business Days after the Commencement Date relating to such Asset Sale Offer, except to the extent required to be extended by applicable law (as so extended, the “"Offer Period”"). No later than one (1) Business Day after the termination of the Offer Period (the “"Purchase Date”"), the Company or such Restricted Subsidiary shall purchase the principal amount (the “"Offer Amount”") of Notes required to be purchased in such Asset Sale Offer pursuant to Sections 3.1 3.02 and 4.16 4.10 hereof or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Asset Sale Offer. If the Purchase Date is on or after an interest payment record date and on or before the related interest payment date, any interest accrued to such Purchase Date shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Asset Sale Offer. On the Commencement Date of any Asset Sale Offer, the Company or such Restricted Subsidiary shall deliver send or cause to be deliveredsent, by first class mail (or delivered electronically in accordance with the Applicable Procedures)mail, a notice to each of the Holders, with a copy to the Trustee. Such notice, which shall govern the terms of the Asset Sale Offer, shall contain all instructions and materials necessary to enable the Holders to tender Notes pursuant to the Asset Sale Offer and shall state:

Asset Sale Offers. In the event that the Company or any Restricted Subsidiary shall commence an Asset Sale Offer pursuant to Section 4.164.16 hereof, it shall follow the procedures specified below: The Asset Sale Offer shall remain open for twenty (20) 20 Business Days after the Commencement Date relating to such Asset Sale Offer, except to the extent required to be extended by applicable law (as so extended, the “Offer Period”"OFFER PERIOD"). No later than one (1) Business Day after the termination of the Offer Period (the “Purchase Date”"PURCHASE DATE"), the Company or such Restricted Subsidiary shall purchase the principal amount (the “Offer Amount”"OFFER AMOUNT") of Notes required to be purchased in such Asset Sale Offer pursuant to Sections 3.1 3.2 and 4.16 hereof or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Asset Sale Offer. If the Purchase Date is on or after an interest payment record date and on or before the related interest payment date, any interest accrued to such Purchase Date shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Asset Sale Offer. On the Commencement Date of any Asset Sale Offer, the Company or such Restricted Subsidiary shall deliver send or cause to be deliveredsent, by first class mail (or delivered electronically in accordance with the Applicable Procedures)mail, a notice to each of the Holders, with a copy to the Trustee. Such notice, which shall govern the terms of the Asset Sale Offer, shall contain all instructions and materials necessary to enable the Holders to tender Notes pursuant to the Asset Sale Offer and shall state:

Asset Sale Offers. In the event that the Company or any Restricted Subsidiary shall commence an Asset Sale Offer pursuant to Section 4.161009 hereof, it shall follow the procedures specified below: . The Asset Sale Offer shall remain open for twenty (20) Business Days after the Commencement Date relating to date on which such Asset Sale Offer, Offer is commenced (the "Commencement Date") except to the extent required to be extended by pursuant to applicable law (as so extended, the “"Asset Sale Offer Period”"). No later than one (1) Business Day after the termination of the Asset Sale Offer Period (the “"Asset Sale Purchase Date”"), the Company or such Restricted Subsidiary shall purchase the principal amount (the “"Asset Sale Offer Amount”") of Notes Securities required pursuant to Section 1009 hereof to be purchased in such Asset Sale Offer pursuant and other pari passu Senior Indebtedness that is required by its - 147 - 161 terms to Sections 3.1 and 4.16 be purchased in such Asset Sale Offer or, if less than the Asset Sale Offer Amount has been tendered, all Notes Securities tendered in response to the Asset Sale Offer. If the Asset Sale Purchase Date is on or after an interest payment record date a Regular Record Date and on or before the related interest payment dateInterest Payment Date, any accrued interest accrued to such Purchase Date or Liquidated Damages, if any, shall be paid to the Person in whose name a Note Security is registered at the close of business on such record dateRegular Record Date, and no additional interest or Liquidated Damages, if any, shall be payable to Holders who tender Notes Securities pursuant to the Asset Sale Offer. On the Commencement Date of any Asset Sale Offer, the Company or such Restricted Subsidiary shall deliver send or cause to be deliveredsent, by first class mail (or delivered electronically in accordance with the Applicable Procedures)mail, a notice to each of the Holders, with a copy to the Trustee. Such notice, which shall govern the terms of the Asset Sale Offer, shall contain all instructions and materials necessary to enable the Holders to tender Notes Securities pursuant to the Asset Sale Offer and shall state: