Purchase Offers Clause Samples

Purchase Offers. In the event that, pursuant to Section 5.10 or 5.14 hereof, the Borrower shall be required to commence an offer to all Lenders to purchase Senior Secured Notes (a "Purchase Offer"), it shall follow the procedures specified below:

Purchase Offers. (a) In the event that, pursuant to Section 4.11 or 4.19 hereof, the Company shall commence an offer to purchase 1997 Notes (a "Purchase Offer"), the Company shall follow the procedures in this Section 3.01.

Purchase Offers. Each Investment Vehicle shall (i) promptly (and in any event within three Business Days) inform GMIMCo of any bona fide offer received by HILP, the Holding Partnership or such Investment Vehicle or any of their respective Affiliates from a third party with respect to a proposed acquisition of an Investment or Investments in which such Investment Vehicle has an interest; (ii) provide GMIMCo with all relevant information relating to such offer and the offeror as has been received or obtained by HILP, the Holding Partnership or such Investment Vehicle, or any of their respective Affiliates; and (iii) consult with GMIMCo during the negotiation process and prior to taking definitive action with respect to such offer. GMIMCo shall keep the terms of any purchase offers received by it pursuant to the preceding sentence confidential.

Purchase Offers. Neither the Company nor any of its Affiliates or Subsidiaries will purchase or offer to purchase, directly or indirectly, any of the Notes except pursuant to an offer made to all Holders of the Notes, pro rata in accordance with the principal amount of Notes held by each of them, at the same price and on the same terms and conditions. Any Notes so purchased shall not be reissued but shall be cancelled and retired.

Purchase Offers. (a) In the event that, pursuant to Section 4.11 or 4.19 hereof, the -------------------- Company shall commence an offer to purchase 1997 Notes (a "Purchase Offer"), the -------------- Company shall follow the procedures in this Section 3.01. ------------ (b) Notice of a Change of Control Offer shall be sent to the Trustee not more than 25 days after the Change in Control Date and to the Noteholders as shown on the register of Holders and the Trustee not more than 30 days after the Change in Control Date. The Change of Control Offer shall commence on the date such notice is given and shall remain open for not less than 30 days and nor more than 45 days, except to the extent that a longer period is required by Applicable Law. Upon expiration of such Change in Control Offer, the Company shall promptly purchase for Cash the 1997 Notes delivered for purchase at a purchase price equal to 101% of the principal amount thereof, plus accrued and unpaid interest thereon, if any. (c) Notice of an Asset Sale Offer shall be sent to the Trustee within five days after the Asset Sale Offer Trigger Date as shown on the register of Holders and the Trustee in writing and pursuant to Section 3.01(f) and to the --------------- Noteholders within 10 days following the Asset Sale Offer Trigger Date, and shall comply with the procedures reasonably determined by the Company. An Asset Sale Offer shall remain open for a period of 20 Business Days or such longer period as may be required by Applicable Law. Upon expiration of such Asset Sale Offer, the Company shall promptly purchase for Cash the 1997 Notes delivered for purchase at a purchase price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest thereon, if any. To the extent Holders properly tender 1997 Notes in an amount exceeding the Asset Sale Offer Amount, the Trustee shall select the 1997 Notes to be redeemed on a pro rata basis or by lot, subject to compliance with the requirements of any national securities exchange on which the 1997 Notes are then listed. Notwithstanding the foregoing, if an Asset Sale Offer Amount is less than $5.0 million, the application of the Net Cash Proceeds constituting such Asset Sale Offer Amount to an Asset Sale Offer may be deferred until such time as such Asset Sale Offer Amount plus the aggregate amount of all Asset Sale Offer Amounts arising subsequent to the Asset Sale Offer Trigger Date relating to such initial Asset Sale Offer Amount from all Asse...

Purchase Offers. The Loan Parties shall promptly provide the Administrative Agent with notice of any offers from any bona fide purchaser to acquire any Loan Party or Loan Parties (including, without limitation, the proposal contained in the Trive Capital Management LLC Letter of Intent) or any assets of any Loan Party or Loan Parties (collectively, the “Proposed Acquisitions”) along with copies of (i) to the extent then available, all proposed and final documentation related thereto, (ii) to the extent then available, proposed and final sources and uses related thereto and (iii) to the extent applicable and available, documentation evidencing that the Loan Parties are being fully released from any liabilities being transferred to a proposed purchaser (including, without limitation, liabilities under transferred leases, debt and other contracts). The Loan Parties shall also provide to the Administrative Agent, to the extent applicable, a written summary of any impact the Proposed Acquisition will have on any contracts of the Loan Parties (including, without limitation, any employment agreements). The Loan Parties shall provide the Administrative Agent every week with updates in writing, in form and substance reasonably acceptable to the Administrative Agent, as to the status of the Proposed Acquisitions and to the extent then available, copies of any documentation delivered in connection therewith, including, but not limited to, to the extent applicable, letters of intent, purchase commitments, or expressions of interest relating to any such Proposed Acquisitions, together with any and all correspondence pertaining to the status or updates of the completion of such Proposed Acquisition, the first such update to be delivered on January 16, 2019, no later than 4:00 pm Central Time (or such later date as the Administrative Agent may agree to in writing in its sole discretion). Without limiting the foregoing: (i) nothing contained herein shall deemed to be a consent to, or other approval of, either the consummation of any Proposed Acquisition or any agreement to either facilitate such Proposed Acquisition and (ii) the consummation of any Proposed Acquisition shall be subject to the approvals, limitations and requirements set forth in the Credit Agreement and the other Loan Documents.