Common use of Notice of Change in Control or Control Event Clause in Contracts

Notice of Change in Control or Control Event. The Company will, within fifteen (15) Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b). If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay Notes as described in Section 8.8(c) and shall be accompanied by the certificate described in Section 8.8(g).

Appears in 10 contracts

Samples: Note Purchase Agreement (Marcus Corp), Note Purchase Agreement (Marcus Corp), Note Purchase Agreement (Marcus Corp)

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Notice of Change in Control or Control Event. The Company will, within fifteen (15) five Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control or or, to the extent such information has been disclosed to the public generally, any Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b8.7(b). If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay Notes as described in Section 8.8(c8.7(c) and shall be accompanied by the certificate described in Section 8.8(g8.7(g).

Appears in 10 contracts

Samples: Note Purchase Agreement (Mettler Toledo International Inc/), Note Purchase Agreement (Mettler Toledo International Inc/), Note Purchase Agreement (Mettler Toledo International Inc/)

Notice of Change in Control or Control Event. The Company will, within fifteen (15) five Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b8.3(b). If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay Notes as described in Section 8.8(c8.3(c) and shall be accompanied by the certificate described in Section 8.8(g8.3(g).

Appears in 6 contracts

Samples: Note Purchase Agreement (Smucker J M Co), Note Purchase Agreement (Smucker J M Co), Guaranty Agreement (Smucker J M Co)

Notice of Change in Control or Control Event. The Company will, within fifteen (15) five Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b8.7(b). If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay Notes as described in Section 8.8(c8.7(c) and shall be accompanied by the certificate described in Section 8.8(g8.7(g).

Appears in 2 contracts

Samples: Note Purchase Agreement (Perkinelmer Inc), Note Purchase Agreement (Perkinelmer Inc)

Notice of Change in Control or Control Event. The Company will, within fifteen (15) five Business Days after any Responsible Officer has actual and not constructive knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes (“Prepayment Notice”) unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to subparagraph (b) of this Section 8.8(b)10.6. If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay Notes as described in Section 8.8(c10.6(c) and shall be accompanied by the certificate described in Section 8.8(g10.6(f).

Appears in 2 contracts

Samples: Note and Warrant Purchase Agreement (Canargo Energy Corp), Waiver and Consent (Canargo Energy Corp)

Notice of Change in Control or Control Event. The Company will, within fifteen (15) 15 Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b)Notes. If a Change in Control has occurred, such Such notice shall contain and constitute an offer to prepay Notes as described in subparagraph (b) of this Section 8.8(c) 8.7 and shall be accompanied by the certificate described in subparagraph (e) of this Section 8.8(g)8.7.

Appears in 2 contracts

Samples: Note Purchase Agreement (Miller Herman Inc), Note Purchase Agreement (Miller Herman Inc)

Notice of Change in Control or Control Event. The Company will, within fifteen five (155) Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of 2009 Notes unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b8.3(b). If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay the 2009 Notes as described in Section 8.8(c8.3(c) hereof and shall be accompanied by the certificate described in Section 8.8(g8.3(f).

Appears in 1 contract

Samples: Note Purchase Agreement (Ralcorp Holdings Inc /Mo)

Notice of Change in Control or Control Event. The Company will, within fifteen (15) 15 Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to New York Life and each holder of Notes a Note unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b8.7(b). If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay all of the Notes as described in Section 8.8(c8.7(c) and shall be accompanied by the certificate described in Section 8.8(g8.7(g).

Appears in 1 contract

Samples: Master Note Agreement (Stepan Co)

Notice of Change in Control or Control Event. The Company will, within fifteen thirty (1530) Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes Holder unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b9.7(b). If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay purchase the Notes as described in Section 8.8(c9.7(c) and shall be accompanied by the certificate described in Section 8.8(g9.7(g).

Appears in 1 contract

Samples: Hunt Corp

Notice of Change in Control or Control Event. The Company will, within fifteen (15) Business Days 10 days after any Responsible Officer has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b8.7(b). If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay Notes as described in Section 8.8(c8.7(c) and shall be accompanied by the certificate described in Section 8.8(g8.7(g).

Appears in 1 contract

Samples: Subsidiary Guaranty Agreement (Ruby Tuesday Inc)

Notice of Change in Control or Control Event. The Company will, within fifteen (15) 15 Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to Prudential and each holder of Notes a Note unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b8.7(b). If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay all of the Notes as described in Section 8.8(c8.7(c) and shall be accompanied by the certificate described in Section 8.8(g8.7(g).

Appears in 1 contract

Samples: Defined Terms (Stepan Co)

Notice of Change in Control or Control Event. The Company will, within fifteen five (155) Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b8.3(b). If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay the Notes as described in Section 8.8(c8.3(c) hereof and shall be accompanied by the certificate described in Section 8.8(g8.3(f).

Appears in 1 contract

Samples: Ralcorp Holdings Inc /Mo

Notice of Change in Control or Control Event. The Company will, within fifteen (15) 15 Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to subparagraph (b) of this Section 8.8(b)8.7. If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay Notes of each Series as described in Section 8.8(c8.7(c) and shall be accompanied by the certificate described in Section 8.8(g8.7(g).

Appears in 1 contract

Samples: Credit Agreement (Sigma Aldrich Corp)

Notice of Change in Control or Control Event. The Company will, within fifteen (15) five Business Days after any Responsible Officer of the Company has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b8.3(b). If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay Notes as described in Section 8.8(c8.3(c) and shall be accompanied by the certificate described in Section 8.8(g8.3(g).

Appears in 1 contract

Samples: Note Purchase Agreement (Circor International Inc)

Notice of Change in Control or Control Event. The Company will, within fifteen (15) Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b8.7(b). If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay Notes as described in Section 8.8(c8.7(c) and shall be accompanied by the certificate described in Section 8.8(g8.7(g).

Appears in 1 contract

Samples: Sigma (Sigma Aldrich Corp)

Notice of Change in Control or Control Event. The Company will, within fifteen (15) 10 Business Days after any Responsible Officer of the Company has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b8.7(b). If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay Notes as described in Section 8.8(c8.7(c) and shall be accompanied by the certificate described in Section 8.8(g8.7(g).

Appears in 1 contract

Samples: Egl Inc

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Notice of Change in Control or Control Event. The Company will, within fifteen (15) 10 Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b8.7(b). If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay Notes as described in Section 8.8(c8.7(c) and shall be accompanied by the certificate described in Section 8.8(g8.7(g).

Appears in 1 contract

Samples: Note Purchase Agreement (Amcol International Corp)

Notice of Change in Control or Control Event. The Company will, within fifteen (15) Business Days ten days after any Responsible Officer of the Company has actual knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless Notes. In addition, the Company will, within ten days after any Responsible Officer of the Company has actual knowledge of the occurrence of any Change of Control, give written notice in respect of such Change in of Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b). If a Change in Control has occurred, such which notice shall contain and constitute an offer to prepay Notes as described in subparagraph (b) of this Section 8.8(c) 8.5 and shall be accompanied by the certificate described in subparagraph (e) of this Section 8.8(g)8.5.

Appears in 1 contract

Samples: Note Purchase Agreement (Evans Bob Farms Inc)

Notice of Change in Control or Control Event. The Company will, within fifteen (15) five Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b)2.06(a)(2) below. If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay Notes as described in Section 8.8(c2.06(a)(3) below and shall be accompanied by the certificate described in Section 8.8(g)2.06(a)(7) below.

Appears in 1 contract

Samples: Third Amendment Agreement (Monitronics International Inc)

Notice of Change in Control or Control Event. The Company will, within fifteen (15) 15 Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b)Notes. If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay Notes of each Series as described in subparagraph (b) of this Section 8.8(c) 8.7 and shall be accompanied by the certificate described in subparagraph (e) of this Section 8.8(g)8.7.

Appears in 1 contract

Samples: Subsidiary Guaranty Agreement (Eagle Materials Inc)

Notice of Change in Control or Control Event. The Company will, within fifteen (15) Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless notice in respect of such Change in Control (or Notes. In the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b). If case that a Change in Control has occurred, such notice shall contain and constitute an offer to prepay Notes as described in subparagraph (b) of this Section 8.8(c) 8.8 and shall be accompanied by the certificate described in subparagraph (e) of this Section 8.8(g)8.8.

Appears in 1 contract

Samples: Subsidiary Guaranty Agreement (Bruker Corp)

Notice of Change in Control or Control Event. The Company will, within fifteen (15) five Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes Notes, unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b8.3(b). If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay Notes as described in Section 8.8(c8.3(c) and shall be accompanied by the certificate described in Section 8.8(g8.3(g).

Appears in 1 contract

Samples: Shaw Group Inc

Notice of Change in Control or Control Event. The Company will, within fifteen (15) 15 Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b)Notes. If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay Notes of each Series as described in subparagraph (b) of this Section 8.8(c) 7.8 and shall be accompanied by the certificate described in subparagraph (e) of this Section 8.8(g)7.8.

Appears in 1 contract

Samples: Subsidiary Guaranty Agreement (Eagle Materials Inc)

Notice of Change in Control or Control Event. The Company will, within fifteen (15) five Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control or any Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b8.7(b). If a Change in Control has occurred, such notice shall contain and constitute an offer by the Company to prepay Notes as described in Section 8.8(c8.7(c) and shall be accompanied by the certificate described in Section 8.8(g8.7(g).

Appears in 1 contract

Samples: Minerals Technologies Inc

Notice of Change in Control or Control Event. The Company will, within fifteen (15) five Business Days after any Responsible Officer of the Company has knowledge of the occurrence of any Change in Control or Control Event, give written notice of such Change in Control or Control Event to each holder of Notes unless notice in respect of such Change in Control (or the Change in Control contemplated by such Control Event) shall have been given pursuant to Section 8.8(b8.7(b). If a Change in Control has occurred, such notice shall contain and constitute an offer to prepay Notes as described in Section 8.8(c8.7(c) and shall be accompanied by the certificate described in Section 8.8(g8.7(g).

Appears in 1 contract

Samples: Note Purchase Agreement (Connecticut Water Service Inc / Ct)

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