Effect of Change in Control Purchase Notice. Upon receipt by the Company of the Change in Control Purchase Notice specified in Section 404(b) hereof, the Holder of the Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Section) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note. Such Change in Control Purchase Price shall be paid to such Holder upon the later of (a) the first Business Day following the Change in Control Purchase Date (provided the conditions in Section 404(b) hereof have been satisfied) and (b) the time of delivery of the Note to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date specifying, as applicable:
Appears in 24 contracts
Samples: Twentieth Supplemental Indenture (Rogers Communications Inc), Indenture (Rogers Communications Inc), Thirteenth Supplemental Indenture (Rogers Communications Inc)
Effect of Change in Control Purchase Notice. Upon receipt by the Company of the Change in Control Purchase Notice specified in Section 404(b) hereof516(b), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Section) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon the later of (a) the first Business Day following the Change in Control Purchase Date (provided the conditions in Section 404(b516(b) hereof have been satisfied) and (b) the time of delivery of the Note Security to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture 1002 by the Holder thereof in the manner required by Section 404(b) hereof516(b). A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note Security to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture 1002 to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date specifying, as applicable:
Appears in 15 contracts
Samples: Indenture (Rogers Communications Inc), Indenture (Rogers Communications Inc), Pledge Agreement (Rogers Communications Inc)
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.
Appears in 10 contracts
Samples: Registration Rights Agreement (Citigroup Inc), Indenture (Rf Micro Devices Inc), Citigroup Inc
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock pursuant to Article 4 on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.
Appears in 5 contracts
Samples: Indenture (Americredit Corp), Indenture (Americredit Financial Services of Canada LTD), Indenture (Cephalon Inc)
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b601(c) hereofof this Supplemental Indenture, the Holder of the Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Note (provided the conditions in Section 404(b601(c) hereof of this Supplemental Indenture have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof601(c). Notes in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, specifying the Principal Amount of the Security or portion thereof (which must be a Principal Amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted. Section 603 Deposit of Change in Control Purchase Price. ------------------------------------------- On or before 11:00 a.m. New York City time on the Change in Control Purchase Date, the Company shall deposit with the Trustee or with a Paying Agent (other than the Company or an Affiliate of the Company) an amount of money (in immediately available funds if deposited on such Business Day) sufficient to pay the aggregate Change in Control Purchase Price of all the Notes or portions thereof that are to be purchased as applicable:of such Change in Control Purchase Date. The manner in which the deposit required by this Section 603 is made by the Company shall be at the option of the Company, provided that such deposit shall be made in a manner such that the Trustee or a Paying Agent shall have immediately available funds on the Change in Control Purchase Date. If a Paying Agent holds, in accordance with the terms hereof, money sufficient to pay the Change in Control Purchase Price of any Note for which a Change in Control Purchase Notice has been tendered and not withdrawn in accordance with this Indenture then, on the Change in Control Purchase Date, such Note will cease to be outstanding and the rights of the Holder in respect thereof shall terminate (other than the right to receive the Change in Control Purchase Price as aforesaid). The Company shall publicly announce the Principal Amount of Notes purchased as a result of such Change in Control on or as soon as practicable after the Change in Control Purchase Date.
Appears in 2 contracts
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof601(c), the Holder of the Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Note (provided the conditions in Section 404(b601(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof601(c). Notes in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, specifying the Principal Amount of the Security or portion thereof (which must be a Principal Amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted. Section 603 Deposit of Change in Control Purchase Price. On or before 11:00 a.m. New York City time on the Change in Control Purchase Date, the Company shall deposit with the Trustee or with a Paying Agent (other than the Company or an Affiliate of the Company) an amount of money (in immediately available funds if deposited on such Business Day) sufficient to pay the aggregate Change in Control Purchase Price of all the Notes or portions thereof that are to be purchased as applicable:of such Change in Control Purchase Date. The manner in which the deposit required by this Section 603 is made by the Company shall be at the option of the Company, provided that such deposit shall be made in a manner such that the Trustee or a Paying Agent shall have immediately available funds on the Change in Control Purchase Date. If a Paying Agent holds, in accordance with the terms hereof, money sufficient to pay the Change in Control Purchase Price of any Note for which a Change in Control Purchase Notice has been tendered and not withdrawn in accordance with this Indenture then, on the Change in Control Purchase Date, such Note will cease to be outstanding and the rights of the Holder in respect thereof shall terminate (other than the right to receive the Change in Control Purchase Price as aforesaid). The Company shall publicly announce the Principal Amount of Notes purchased as a result of such Change in Control on or as soon as practicable after the Change in Control Purchase Date.
Appears in 2 contracts
Samples: Cypress Semiconductor Corp /De/, Cypress Semiconductor Corp /De/
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.02(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.02(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.02(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock pursuant to Article IV on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.
Appears in 2 contracts
Effect of Change in Control Purchase Notice. Upon receipt by the Company Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity plus accrued interest thereon up to but not including the Change in Control Purchase Date. Such Change in Control Purchase Price and accrued interest shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date Date, specifying, as applicable:
Appears in 2 contracts
Samples: Indenture (Global Telesystems Group Inc), Commonwealth Telephone Enterprises Inc /New/
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.02(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.02(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.02(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock pursuant to Article 4 on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the second Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.
Appears in 2 contracts
Samples: Integra Lifesciences Holdings Corp, Integra Lifesciences Holdings Corp
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock pursuant to Article IV on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.
Appears in 2 contracts
Samples: Valeant Pharmaceuticals International, Inc., Valeant Pharmaceuticals International
Effect of Change in Control Purchase Notice. Upon receipt by the Company of the Change in Control Purchase Notice specified in Section 404(b) hereof6.11(c), the Holder of the Note Securities in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionparagraph) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurities. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (ax) the first Business Day following the Change in Control Purchase Date Date, as the case may be, with respect to such Securities (provided provided, the conditions in Section 404(b) hereof 6.11(c), as applicable, have been satisfied) and (by) the time of delivery of the Note such Securities to the Paying Agent at the office of the Paying Agent Trustee (or to the office or agency referred to in the fourth paragraph of Section 902 of 2.03, if the Indenture Company has designated such an office or agency), by the Holder thereof in the manner required by Section 404(b) hereof6.11(c), as applicable. Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice, unless such Change in Control Purchase Notice has first been validly withdrawn as specified in the following paragraph. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent Trustee (or to the office or agency referred to in the fourth paragraph of Section 902 of 2.03, if the Indenture to which the related Change in Control Purchase Notice was delivered Company has designated such an office or agency), at any time prior to the close of business on the Change in Control Purchase Date Date, specifying, as applicable:
Appears in 1 contract
Samples: Westmoreland Coal Co
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof1110(c), the Holder of the Note 2021 Debenture in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note2021 Debenture. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such 2021 Debenture (provided the conditions in Section 404(b1110(c) hereof have been satisfied) and (b) the time of delivery of the Note such 2021 Debenture to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof1110(c). 2021 Debentures in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into Ordinary Shares on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the Principal Amount of the Security or portion thereof (which must be a Principal
Appears in 1 contract
Samples: Transocean Sedco Forex Inc
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock pursuant to Article 4 on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn and a Conversion Termination has not occurred pursuant to the provisions of Section 4.2 of this Indenture. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.
Appears in 1 contract
Samples: Cypress Semiconductor Corp /De/
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.09(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.09(c) hereof have been -------- satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.09(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.
Appears in 1 contract
Samples: Indenture (Penney J C Co Inc)
Effect of Change in Control Purchase Notice. Upon receipt by the Company of the Change in Control Purchase Notice specified in Section 404(b) hereof516(b), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Section) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon the later of (a) the first Business Day following the Change in Control Purchase Date (provided the conditions in Section 404(b516(b) hereof have been satisfied) and (b) the time of delivery of the Note Security to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture 1002 by the Holder thereof in the manner required by Section 404(b) hereof516(b). A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note Security to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture 1002 to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date specifying, as applicable:: 109
Appears in 1 contract
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the Principal Amount of the Security or portion thereof (which must be a Principal Amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.
Appears in 1 contract
Samples: Alza Corp
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.
Appears in 1 contract
Samples: Fair Isaac Corp
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof13.01(c), the Holder of the Note 2020 Debenture in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note2020 Debenture. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such 2020 Debenture (provided the conditions in Section 404(b13.01(c) hereof have been satisfied) and (b) the time of delivery of the Note such 2020 Debenture to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof13.01(c). 2020 Debentures in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the Principal Amount of the Security or portion thereof (which must be a Principal Amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.
Appears in 1 contract
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity plus accrued interest thereon up to but not including the Change in Control Purchase Date. Such Change in Control Purchase Price and accrued interest shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.
Appears in 1 contract
Samples: Usinternetworking Inc
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof4.07(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b4.07(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof4.07(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.
Appears in 1 contract
Samples: Skyworks Solutions Inc
Effect of Change in Control Purchase Notice. Upon receipt by the Company of the Change in Control Purchase Notice specified in Section 404(b) hereof12.6(c), the Holder of the Note Securities in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionparagraph) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurities. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (ax) the first Business Day following the Change in Control Purchase Date Date, as the case may be, with respect to such Securities (provided the conditions in Section 404(b) hereof 12.6(c), as applicable, have been satisfied) and (by) the time of delivery of the Note such Securities to the Paying Agent at the office of the Paying Agent Trustee or to the office or agency referred to in Section 902 of the Indenture 3.2 by the Holder holder thereof in the manner required by Section 404(b) hereof12.6(c), as applicable. Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice, unless such Change in Control Purchase Notice has first been validly withdrawn as specified in the following paragraph. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent Trustee or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered 3.2 at any time prior to the close of business on the Change in Control Purchase Date Date, specifying, as applicable:
Appears in 1 contract
Samples: Service Corporation International
Effect of Change in Control Purchase Notice. Upon receipt by the Company of the Change in Control Purchase Notice specified in Section 404(b) hereof, the Holder of the Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Section) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note. Such Change in Control Purchase Price shall be paid to such Holder upon the later of (a) the first Business Day following the Change in Control Purchase Date (provided the conditions in Section 404(b) hereof have been satisfied) and (b) the time of delivery of the Note to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date specifying, as applicable:: (a) the certificate number of the Note in respect of which such notice of withdrawal is being submitted, (b) the principal amount of the Note (which shall be Cdn$1,000 or an integral multiple thereof) with respect to which such notice of withdrawal is being submitted, and (c) the principal amount, if any, of such Note (which shall be Cdn$1,000 or an integral multiple thereof) that remains subject to the original Change in Control Purchase Notice and that has been or will be delivered for purchase by the Company. The Paying Agent will promptly return to the respective Holders thereof any Notes with respect to which a Change in Control Purchase Notice has been withdrawn in compliance with this Supplemental Indenture. SECTION 602. DEPOSIT OF CHANGE IN CONTROL PURCHASE PRICE. No later than 11:00 a.m. (Toronto, Ontario time) on the Business Day following the Change in Control Purchase Date the Company shall deposit or cause to be deposited with the Paying Agent (or, if the Company is acting as the Paying Agent, shall segregate and hold in trust as provided in Section 903 of the Indenture) an amount of cash sufficient to pay the aggregate Change in Control Purchase Price of all the Notes or portions thereof that are to be purchased as of the Change in Control Purchase Date.
Appears in 1 contract
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof1110(c), the Holder of the Note 2021 Debenture in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note2021 Debenture. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such 2021 Debenture (provided the conditions in Section 404(b1110(c) hereof have been satisfied) and (b) the time of delivery of the Note such 2021 Debenture to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof1110(c). 2021 Debentures in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into Ordinary Shares on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, specifying the Principal Amount of the Security or portion thereof (which must be a Principal Amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted. Section 1112 Deposit of Change in Control Purchase Price On or before 11:00 a.m. New York City time on the Change in Control Purchase Date, the Company shall deposit with the Trustee or with a Paying Agent (other than the Company or an Affiliate of the Company) an amount of money (in immediately available funds if deposited on such Business Day) sufficient to pay the aggregate Change in Control Purchase Price of all the 2021 Debentures or portions thereof that are to be purchased as applicable:of such Change in Control Purchase Date. The manner in which the deposit required by this Section 1112 is made by the Company shall be at the option of the Company, provided that such deposit shall be made in a manner such that the Trustee or a Paying Agent shall have immediately available funds on the Change in Control Purchase Date. If a Paying Agent holds, in accordance with the terms hereof, money sufficient to pay the Change in Control Purchase Price of any 2021 Debenture for which a Change in Control Purchase Notice has been tendered and not withdrawn in accordance with this Indenture then, on the Change in Control Purchase Date, such 2021 Debenture will cease to be Outstanding and the rights of the Holder in respect thereof shall terminate (other than the right to receive the Change in Control Purchase Price as aforesaid). The Company shall publicly announce the Principal Amount of 2021 Debentures purchased as a result of such Change in Control on or as soon as practicable after the Change in Control Purchase Date.
Appears in 1 contract
Samples: Transocean Sedco Forex Inc
Effect of Change in Control Purchase Notice. Upon receipt by the Company Paying Agent or by the office or agency referred to in Section 1002 of the Change in Control Purchase Notice specified in according to Section 404(b) hereof1110(c), the Holder of the Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionparagraph) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note, plus accrued and unpaid interest through and including the Change in Control Purchase Date (subject to the right of the Holder as of the immediate preceding Regular Record Date to receive such accrued and unpaid interest if the Change in Control Purchase Date is an Interest Payment Date). Such Change in Control Purchase Price and accrued interest shall be paid to such Holder upon (subject to the right of the Holder as of the immediate preceding Regular Record Date to receive such accrued and unpaid interest if the Change in Control Purchase Date is an Interest Payment Date) on the later of (ax) the first Business Day following the Change in Control Purchase Date (provided the conditions in Section 404(b) hereof have been satisfied) with respect to such Note and (by) promptly following the time of delivery of the such Note to the Paying Agent at or to the office or agency referred to in Section 1002 by the Holder thereof in the manner required by Section 1110(c). Notes in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn as specified in the following paragraph. A Change in Control Purchase Notice may be withdrawn by means of a written notice of withdrawal delivered to the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered 1002 at any time prior to the close of business on the Change in Control Purchase Date Date, specifying, as applicable:
Appears in 1 contract
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof1601(c), the Holder of the Note 2031 Debenture in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price and any accrued and unpaid contingent interest, if any, with respect to such Note2031 Debenture. Such Change in Control Purchase Price and accrued and unpaid contingent interest, if any, shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such 2031 Debenture (provided the conditions in Section 404(b1601(c) hereof have been satisfied) and (b) the time of delivery of the Note such 2031 Debenture to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof1601(c). 2031 Debentures in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn as specified in the following paragraph. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to in accordance with the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the applicable Change in Control Purchase Date specifying, as applicable:
Appears in 1 contract
Samples: Diamond Offshore Drilling Inc
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof1601(c), the Holder of the Note 2021 Debenture in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note2021 Debenture. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such 2021 Debenture (provided the conditions in Section 404(b1601(c) hereof have been satisfied) and (b) the time of delivery of the Note such 2021 Debenture to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b1601(c) hereof. 2021 Debentures in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the Principal Amount of the Security or portion thereof (which must be a Principal Amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.
Appears in 1 contract
Samples: El Paso Corp/De
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity plus accrued interest thereon up to but not including the Change in Control Purchase Date. Such Change in Control Purchase Price and accrued interest shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the Holder to the Paying Agent at the office case of the Paying Agent global Securities, may be delivered electronically or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date specifying, as applicable:by
Appears in 1 contract
Samples: Beyond Com Corp
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.9(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price Payment with respect to such NoteSecurity. Such Change in Control Purchase Price Payment shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Payment Date with respect to such Security (provided the conditions in Section 404(b3.9(c) hereof have been satisfied) and (b) the time -------- of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.9(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the second Business Day immediately preceding the Change in Control Purchase Date specifyingPayment Date, as applicable:specifying the principal amount of the Security or portion thereof (which must be $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.
Appears in 1 contract
Samples: Registration Rights Agreement (Act Manufacturing Inc)
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock pursuant to Article 4 on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted and the principal amount, if any, of such Security which remains subject to the initial Change of Control Purchase Notice.
Appears in 1 contract
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof1110(c), the Holder of the Note 2020 Debenture in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note2020 Debenture. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such 2020 Debenture (provided the conditions in Section 404(b1110(c) hereof have been satisfied) and (b) the time of delivery of the Note such 2020 Debenture to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof1110(c). 2020 Debentures in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into Ordinary Shares on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, specifying the Principal Amount of the Security or portion thereof (which must be a Principal Amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted. SECTION 1112 Deposit of Change in Control Purchase Price On or before 11:00 a.m. New York City time on the Change in Control Purchase Date, the Company shall deposit with the Trustee or with a Paying Agent (other than the Company or an Affiliate of the Company) an amount of money (in immediately available funds if deposited on such Business Day) sufficient to pay the aggregate Change in Control Purchase Price of all the 2020 Debentures or portions thereof that are to be purchased as applicable:of such Change in Control Purchase Date. The manner in which the deposit required by this Section 1112 is made by the Company shall be at the option of the Company, provided that such deposit shall be made in a manner such that the Trustee or a Paying Agent shall have immediately available funds on the Change in Control Purchase Date. If a Paying Agent holds, in accordance with the terms hereof, money sufficient to pay the Change in Control Purchase Price of any 2020 Debenture for which a Change in Control Purchase Notice has been tendered and not withdrawn in accordance with this Indenture then, on the Change in Control Purchase Date, such 2020 Debenture will cease to be Outstanding and the rights of the Holder in respect thereof shall terminate (other than the right to receive the Change in Control Purchase Price as aforesaid). The Company shall publicly announce the Principal Amount of 2020 Debentures purchased as a result of such Change in Control on or as soon as practicable after the Change in Control Purchase Date.
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Samples: Transocean Sedco Forex Inc
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided PROVIDED the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the -25- Holder thereof may not be converted into shares of Common Stock pursuant to Article 4 on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.
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Samples: Cymer Inc
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date Date, specifying, as applicable:
Appears in 1 contract
Samples: Mediacom Communications Corp
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof1109(c), the Holder of the Note 2020 Debenture in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note2020 Debenture. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such 2020 Debenture (provided the conditions in Section 404(b1109(c) hereof have been satisfied) and (b) the time of delivery of the Note such 2020 Debenture to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof1109(c). 2020 Debentures in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the Principal Amount of the Security or portion thereof (which must be a Principal Amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.
Appears in 1 contract
Samples: Anadarko Petroleum Corp
Effect of Change in Control Purchase Notice. Upon receipt by the Company of the Change in Control Purchase Notice specified in Section 404(b) hereof516(b), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Section) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon the later of (a) the first Business Day following the Change in Control Purchase Date (provided the conditions in Section 404(b516(b) hereof have been satisfied) and (b) the time of delivery of the Note Security to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture 1002 by the Holder thereof in the manner required by Section 404(b) hereof516(b). 94 A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note Security to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture 1002 to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date specifying, as applicable:
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Effect of Change in Control Purchase Notice. Upon receipt by the Company Trustee of the Change in Control Purchase Notice specified in Section 404(b901(c) hereofof this Indenture, the Holder of the Note Securities in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurities. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Securities (provided the conditions in Section 404(b901(c) hereof of this Indenture have been satisfied) and (b) the time of delivery of the Note such Security to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture Trustee by the Holder thereof in the manner required by Section 404(b) hereof901(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to and received by the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered Trustee at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the Principal Amount of the Security or portion thereof (which must be a Principal Amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.
Appears in 1 contract
Samples: Satisfaction And (Ddi Capital Corp/Dynamic Details Inc)
Effect of Change in Control Purchase Notice. Upon receipt by the Company Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof1110(c), the Holder of the Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionparagraph) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (ax) the first Business Day following the Change in Control Purchase Date with respect to such Note (provided that the conditions in Section 404(b1110(c) hereof have been satisfied) and (by) the time of delivery of the such Note to the Paying Agent at or to the office or agency referred to in Section 1002 by the Holder thereof in the manner required by Section 1110(c). Notes in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn as specified in the following paragraph. A Change in Control Purchase Notice may be withdrawn by means of a written notice of withdrawal delivered to the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered 1002 at any time prior to the close of business on the Change in Control Purchase Date Date, specifying, as applicable:
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Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.13(c), the Holder of the 2006 Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such 2006 Note. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such 2006 Note (provided the conditions in Section 404(b3.13(c) hereof have been satisfied) and (b) the time of delivery of the such 2006 Note to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.13(c). 2006 Notes in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock pursuant to Article XII on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the 2006 Note or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.
Appears in 1 contract
Samples: Egl Inc
Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof4.08(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b4.08(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof4.08(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.
Appears in 1 contract
