Common use of Repurchase Provisions Clause in Contracts

Repurchase Provisions. If a Change of Control occurs, unless the Issuer has previously or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditional, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, but excluding, the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. Upon certain Asset Dispositions, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes and, at the Issuer’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 11 contracts

Sources: Indenture (Community Health Systems Inc), Indenture (Community Health Systems Inc), Indenture (Community Health Systems Inc)

Repurchase Provisions. If a Change of Control occurs, unless the Issuer has Issuers have previously or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer Issuers to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interestinterest (including Additional Amounts, if any), if any, to, to but excluding, excluding the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. Upon certain Asset Dispositions, the Issuer Issuers may be required to use the Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes (that is $2,000 or an integral multiple of $1,000 in excess thereof) and, at the Issuer’s Issuers’ option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Pari Passu Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interestinterest (including Additional Amounts, if any), if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 10 contracts

Sources: Indenture (Restaurant Brands International Inc.), Indenture (Restaurant Brands International Limited Partnership), Indenture (Restaurant Brands International Limited Partnership)

Repurchase Provisions. If a Change of Control pursuant to Section 3.9 of the Indenture occurs, unless the Issuer has previously or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, to but excluding, excluding the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. Upon certain Asset Dispositions, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions Disposition to offer to purchase the maximum aggregate principal amount of Notes (that is $2,000 or an integral multiple of $1,000 in excess thereof) and, at the Issuer’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Pari Passu Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to to, but excluding, the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 4 contracts

Sources: Indenture (Surgery Partners, Inc.), Third Supplemental Indenture (Surgery Partners, Inc.), Indenture (Surgery Partners, Inc.)

Repurchase Provisions. If a Change of Control Repurchase Event occurs, unless a third party makes a Change of Control offer or the Issuer has previously or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, to but excluding, excluding the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. Upon a certain Asset DispositionsDisposition, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions Disposition to offer to purchase the maximum aggregate principal amount of Notes (that is $2,000 or an integral multiple of $1,000 in excess thereof) and, at the Issuer’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Pari Passu Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 4 contracts

Sources: Indenture (Nexstar Media Group, Inc.), Indenture (Nexstar Media Group, Inc.), Indenture (Nexstar Media Group, Inc.)

Repurchase Provisions. If a Change of Control occurs, unless a third party makes a Change of Control Offer or the Issuer Company has previously or substantially concurrently therewith delivered a redemption notice with respect to all the outstanding Notes pursuant to Section 5.7 5.6 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer Company to repurchase from each Holder all or any part (equal to a minimum denomination of $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101101.0% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, to but excluding, excluding the date of purchase, subject to ; provided that if the right of Holders of record repurchase date is on or after the relevant record date to and on or before the corresponding interest payment date, then Holders in whose name the Notes are registered at the close of business on such record date will receive the interest due on the relevant interest payment date repurchase date, as provided in, and subject to the terms of, the Indenture. Upon certain Asset Dispositions, the Issuer Company may be required to use the Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes and, at the IssuerCompany’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) that may be purchased Pari Passu Indebtedness out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 3 contracts

Sources: Indenture (loanDepot, Inc.), Indenture (loanDepot, Inc.), Indenture (loanDepot, Inc.)

Repurchase Provisions. If a Change of Control occurs, unless the Issuer Company has previously or substantially concurrently therewith delivered a redemption notice with respect to all the outstanding Notes pursuant and all conditions to Section 5.7 such redemption, other than the deposit of funds with the Indenture that is or has become unconditionalTrustee have been satisfied, each Holder will have the right to require the Issuer Company to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101101.0% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, to but excluding, excluding the date of purchase; provided that if the repurchase date is after the record date but on or before the related interest payment date, subject to the right of then Holders of the Notes who hold as of the record date will receive interest on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenturerepurchase date. Upon certain Asset Dispositions, the Issuer Company may be required to use the Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes (that is $2,000 or an integral multiple of $1,000 in excess thereof) and, at the IssuerCompany’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Pari Passu Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100100.0% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 3 contracts

Sources: Indenture (Versum Materials, Inc.), Indenture (GCP Applied Technologies Inc.), Indenture (W R Grace & Co)

Repurchase Provisions. (a) If a Change of Control occurs, unless the Issuer has previously exercised its right to redeem all of the Securities as described under paragraph 5 of the Securities or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to one of the other two exceptions described in the fifth paragraph of Section 5.7 3.9 of the Indenture that is or has become unconditionalapplies, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes Securities at a purchase price in cash equal to 101% of the aggregate principal amount thereof thereof, plus accrued and unpaid interest, if any, to, but excluding, the date of purchase, purchase (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date date) as provided in, and subject to the terms of, the Indenture. Upon certain If the Issuer exercises the Change of Control redemption right pursuant to paragraph 5 of the Securities or one of the other two exceptions described in the fifth paragraph of Section 3.9 of the Indenture applies, it may elect not to make the Change of Control Offer unless it defaults in payments due upon redemption. (b) If the Issuer or any Restricted Subsidiary consummates an Asset DispositionsDisposition, the Issuer may be required obligated to use make an Asset Disposition Offer to all Holders and all holders of certain other Pari Passu Indebtedness, on the Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes and, at the Issuer’s option, Senior-Priority Obligations (and, only terms and subject to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth conditions in Section 3.5 and in Article V of the Indenture.

Appears in 2 contracts

Sources: Indenture (ANTERO RESOURCES Corp), Indenture (ANTERO RESOURCES Corp)

Repurchase Provisions. If a Change of Control occurs, unless the Issuer has Issuers have previously or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer Issuers to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interestinterest (including Additional Amounts, if any), if any, to, but excluding, the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. Upon certain Asset Dispositions, the Issuer Issuers may be required to use the Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes (that is $2,000 or an integral multiple of $1,000 in excess thereof) and, at the Issuer’s Issuers’ option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Pari Passu Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.and

Appears in 2 contracts

Sources: Indenture (Restaurant Brands International Inc.), Indenture (Restaurant Brands International Limited Partnership)

Repurchase Provisions. If a Change of Control occurs, unless the Issuer has Issuers have previously or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to Section 5.7 5.08 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer Issuers to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, to but excluding, excluding the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. Upon certain Asset Dispositions, the Issuer Issuers may be required to use the Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes (that is $2,000 or an integral multiple of $1,000 in excess thereof) and, at the Issuer’s Issuers’ option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Pari Passu Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 3.05 and in Article V 5 of the Indenture.

Appears in 2 contracts

Sources: Indenture (Yum Brands Inc), Indenture (Yum Brands Inc)

Repurchase Provisions. If a Change of Control occurs, unless the Issuer has previously or substantially concurrently delivered a redemption notice with respect to all of the outstanding Notes pursuant to in accordance with Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interestinterest and Additional Interest, if any, to, to but excluding, excluding the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. Upon certain Asset Dispositions, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions to offer to offer to purchase the maximum aggregate principal amount of Notes (that is $2,000 or an integral multiple of $1,000 in excess thereof) and, at the Issuer’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Pari Passu Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 2 contracts

Sources: Indenture (Primo Water Corp /CN/), Indenture (Cott Corp /Cn/)

Repurchase Provisions. If a Change of Control occurs, unless the Issuer has previously or substantially concurrently delivered a redemption notice with respect to all of the outstanding Notes pursuant to in accordance with Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 €100,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interestinterest and Additional Interest, if any, to, to but excluding, excluding the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. Upon certain Asset Dispositions, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions to offer to offer to purchase the maximum aggregate principal amount of Notes (that is €100,000 or an integral multiple of €1,000 in excess thereof) and, at the Issuer’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Pari Passu Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 2 contracts

Sources: Indenture (Primo Water Corp /CN/), Indenture (Cott Corp /Cn/)

Repurchase Provisions. If a Change of Control occurs, unless the Issuer has previously or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditional, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, but excluding, the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. Upon certain Asset Dispositions, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes and, at the Issuer’s option, Senior-Priority Pari Passu Debt Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Pari Passu Debt Obligations, Senior Indebtedness) that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 2 contracts

Sources: Indenture (Community Health Systems Inc), Indenture (Community Health Systems Inc)

Repurchase Provisions. If a Change of Control occurs, unless a third party makes a Change of Control Offer or the Issuer Company has previously or substantially concurrently therewith delivered a redemption notice with respect to all outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditionaloutstanding Notes, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple a minimum denomination of $1,000 1.00 or in integral multiples of $1.00 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101101.000% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, to but excluding, excluding the date of purchase, subject to repurchase; provided that if the right of Holders of record repurchase date is on or after the relevant record date to and on or before the corresponding interest payment date, then Holders in whose name the Notes are registered at the close of business on such record date will receive the interest due on the relevant interest payment date repurchase date, as provided in, and subject to the terms of, the Indenture. Upon certain Asset Dispositions, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes and, at the Issuer’s option, Senior-Priority other First Lien Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 2 contracts

Sources: Indenture (Accendra Health Inc/Va/), Indenture (Accendra Health Inc/Va/)

Repurchase Provisions. If a Change of Control occurs, unless the Issuer has previously or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, interest to but excluding, excluding the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date Interest Payment Date as provided in, and subject to the terms of, the Indenture. Upon certain Asset DispositionsSales, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions Sales to offer to purchase the maximum aggregate principal amount of Notes (that is $2,000 or an integral multiple of $1,000 in excess thereof) and, at the Issuer’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Pari Passu Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, interest to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 2 contracts

Sources: Indenture (Essar Steel Algoma Inc.), Indenture (Heinz H J Co)

Repurchase Provisions. If a Change of Control occurs, unless the Issuer has previously or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditional, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, but excluding, the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. Upon certain Asset Dispositions, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes and, at the Issuer’s option, Senior-Priority Pari Passu Debt Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Pari Passu Debt Obligations, other Senior Indebtedness) that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 2 contracts

Sources: Indenture (Community Health Systems Inc), Indenture (Community Health Systems Inc)

Repurchase Provisions. If a Change of Control occurs, unless a third party makes a Change of Control Offer or the Issuer Company has previously or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to as described under Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer Company to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 1 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, to but excluding, excluding the date of purchase, subject to ; provided that if the right of Holders of record repurchase date is on or after the relevant record date to and on or before the corresponding interest payment date, then Holders in whose names the Notes are registered at the close of business on such record date will receive the interest due on the relevant interest payment repurchase date as provided in, and subject to the terms of, the Indenture. Upon certain Asset Dispositions, the Issuer Company may be required to use the Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes (that is $2,000 or an integral multiple of $1 in excess thereof) and, at the Issuer’s Company’ option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Pari Passu Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 1 contract

Sources: Indenture (Getty Images Holdings, Inc.)

Repurchase Provisions. If a Change of Control occurs, unless the Issuer has previously or concurrently delivered a redemption notice that is or has become unconditional with respect to all outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, to but excluding, excluding the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. 11 Include if applicable. 12 Include if applicable. Upon certain Asset Dispositions, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes and, at the Issuer’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 1 contract

Sources: Indenture (Quorum Health Corp)

Repurchase Provisions. If a Change of Control occurs, unless the Issuer has previously or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interestinterest and Additional Interest, if any, to, to but excluding, excluding the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. Upon certain Asset DispositionsSales, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions Sales to offer to purchase the maximum aggregate principal amount of Notes and, at the Issuer’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interestinterest and Additional Interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 1 contract

Sources: Indenture (Community Health Systems Inc)

Repurchase Provisions. (a) If a Change of Control occurs, unless the Issuer has previously exercised its right to redeem all of the Securities as described under paragraph 5 of the Securities or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to one of the other two exceptions described in the fifth paragraph of Section 5.7 3.9 of the Indenture that is or has become unconditionalapplies, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes Securities at a purchase price in cash equal to 101% of the aggregate principal amount thereof thereof, plus accrued and unpaid interest, if any, to, but excluding, the date of purchase, purchase (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date date) as provided in, and subject to the terms of, the Indenture. Upon certain If the Issuer exercises the Change of Control redemption right pursuant to paragraph 5 of the Securities or one of the other two exceptions described in the fifth paragraph of Section 3.9 of the Indenture applies, it may elect not to make the Change of Control Offer unless it defaults in payments due upon redemption. (b) If the Parent Guarantor or any Restricted Subsidiary consummates an Asset DispositionsDisposition, the Issuer may be required obligated to use make an Asset Disposition Offer to all Holders and all holders of certain other Pari Passu Indebtedness, on the Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes and, at the Issuer’s option, Senior-Priority Obligations (and, only terms and subject to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth conditions in Section 3.5 and in Article V of the Indenture.

Appears in 1 contract

Sources: Indenture (ANTERO RESOURCES Corp)

Repurchase Provisions. If a Change of Control occurs, unless the Issuer has previously or concurrently delivered a redemption notice no-▇▇▇▇ with respect to all outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 €100,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interestinterest and Additional Amounts, if any, to, but excluding, the date of purchasepur-chase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest in-terest payment date occurring on or prior to the repurchase date as provided in, and subject to the terms of, the IndentureIn-denture. Upon certain Asset Dispositions, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes (that is €100,000 or an integral multiple of €1,000 in excess thereof) and, at the Issuer’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Pari Passu Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interestinterest and Additional Amounts, if any, to to, but excluding, the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 1 contract

Sources: Indenture (Diversey Holdings, Ltd.)

Repurchase Provisions. If a Change of Control occurs, unless the Issuer has previously or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interestinterest and Additional Interest, if any, to, to but excluding, excluding the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. Upon certain Asset DispositionsSales, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions Sales to offer to purchase the maximum aggregate principal amount of Notes and, at the Issuer’s option, Senior-Priority First Lien Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority First Lien Obligations, Senior Indebtedness) that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interestinterest and Additional Interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 1 contract

Sources: Indenture (Community Health Systems Inc)

Repurchase Provisions. If a Change of Control occurs, unless the Issuer has previously or concurrently delivered a redemption notice with respect to all of the outstanding Notes pursuant to as set forth under Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interestinterest and Additional Interest, if any, to, to but excluding, excluding the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. Upon certain Asset DispositionsSales, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions Sales to offer to offer to purchase the maximum aggregate principal amount of Notes (that is $2,000 or an integral multiple of $1,000 in excess thereof) and, at the Issuer’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Pari Passu Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interestinterest and Additional Interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 1 contract

Sources: Indenture (ExamWorks Group, Inc.)

Repurchase Provisions. If a Change of Control Triggering Event occurs, unless a third party makes a Change of Control Offer or the Issuer has previously or substantially concurrently therewith delivered a redemption notice with respect to all the outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to a minimum denomination of $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, to but excluding, excluding the date of purchase, subject to ; provided that if the right of Holders of record repurchase date is on or after the relevant record date to and on or before the corresponding interest payment date, then Holders in whose name the Notes are registered at the close of business on such record date will receive the interest due on the relevant interest payment date repurchase date, as provided in, and subject to the terms of, the Indenture. Upon certain Asset Dispositions, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes and, at the Issuer’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) that may be purchased Pari Passu Indebtedness out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 1 contract

Sources: Indenture (Korn Ferry)

Repurchase Provisions. If a Change of Control Triggering Event occurs, unless a third party makes a Change of Control offer or the Issuer Company has previously or substantially concurrently therewith delivered a redemption notice with respect to all of the outstanding Notes pursuant to as set forth under Section 5.7 5.7(a) or Section 5.7(d) of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to a minimum denomination of $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, to but excluding, excluding the date of purchase, subject to ; provided that if the right of Holders of record repurchase date is on or after the relevant record date to and on or before the corresponding interest payment date, then Holders in whose name the Notes are registered at the close of business on such record date will receive the interest due on the relevant interest payment date repurchase date, as provided in, and subject to the terms of, the Indenture. Upon certain Asset Dispositions, the Issuer may be required to use the Excess Proceeds or Collateral Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes and, at the Issuer’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtednessx) that may be purchased Pari Passu Indebtedness out of the Excess Proceeds at an offer price or (y) Pari Obligations out of Collateral Excess Proceeds, in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, each case,in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 1 contract

Sources: Indenture (Avaya Holdings Corp.)

Repurchase Provisions. If a Change of Control occurs, unless the Issuer has previously or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, to but excluding, excluding the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. Upon certain Asset DispositionsSales, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions Sales to offer to purchase the maximum aggregate principal amount of Notes and, at the Issuer’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 1 contract

Sources: Indenture (Community Health Systems Inc)

Repurchase Provisions. If a Change of Control Triggering Event occurs, unless a third party makes a Change of Control Offer or the Issuer Company has previously or substantially concurrently therewith delivered a redemption notice with respect to all the outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer Company to repurchase from each Holder all or any part (equal to a minimum denomination of $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101101.0% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, to but excluding, excluding the date of purchase, subject to ; provided that if the right of Holders of record repurchase date is on or after the relevant record date to and on or before the corresponding interest payment date, then Holders in whose name the Notes are registered at the close of business on such record date will receive the interest due on the relevant interest payment date repurchase date, as provided in, and subject to the terms of, the Indenture. Upon certain Asset Dispositions, the Issuer Company may be required to use the Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes and, at the IssuerCompany’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) that may be purchased Pari Passu Indebtedness out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 1 contract

Sources: Indenture (TripAdvisor, Inc.)

Repurchase Provisions. If a Change of Control Repurchase Event occurs, unless the Issuer has previously or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, to but excluding, excluding the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. Upon a certain Asset DispositionsDisposition, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions Disposition to offer to purchase the maximum aggregate principal amount of Notes (that is $2,000 or an integral multiple of $1,000 in excess thereof) and, at the Issuer’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Pari Passu Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 1 contract

Sources: Indenture (Nexstar Broadcasting Group Inc)

Repurchase Provisions. If a Change of Control pursuant to Section 3.9 occurs, unless the Issuer has previously or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, to but excluding, excluding the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. Upon certain Asset Dispositions, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions Disposition to offer to purchase the maximum aggregate principal amount of Notes (that is $2,000 or an integral multiple of $1,000 in excess thereof) and, at the Issuer’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Pari Passu Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to to, but excluding, the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 1 contract

Sources: Indenture (Surgery Partners, Inc.)

Repurchase Provisions. If a Change of Control occurs, unless the Issuer has previously or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, to but excluding, excluding the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. Upon certain Asset DispositionsSales, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions Sales to offer to purchase the maximum aggregate principal amount of Notes and, at the Issuer’s option, Senior-Priority First Lien Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority First Lien Obligations, Senior Indebtedness) that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 1 contract

Sources: Indenture (Community Health Systems Inc)

Repurchase Provisions. If a Change of Control occurs, unless a third party makes a Change of Control Offer or the Issuer Company has previously or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to as described under Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer Company to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, to but excluding, excluding the date of purchase, subject to ; provided that if the right of Holders of record repurchase date is on or after the relevant record date to and on or before the corresponding interest payment date, then Holders in whose names the Notes are registered at the close of business on such record date will receive the interest due on the relevant interest payment repurchase date as provided in, and subject to the terms of, the Indenture. Upon certain Asset Dispositions, the Issuer Company may be required to use the Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes (that is $2,000 or an integral multiple of $1,000 in excess thereof) and, at the IssuerCompany’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Pari Passu Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 1 contract

Sources: Indenture (Getty Images Holdings, Inc.)

Repurchase Provisions. If a Change of Control occurs, unless the Issuer has previously or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditional, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, but excluding, the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. Upon certain Asset Dispositions, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes and, at the Issuer’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 1 contract

Sources: Indenture (Community Health Systems Inc)

Repurchase Provisions. If a Change of Control occurs, unless the Issuer has previously or concurrently delivered a redemption notice that is or has become unconditional with respect to all outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditionalIndenture, each Holder will have the right to require the Issuer to repurchase from each Holder all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interestinterest and Additional Interest, if any, to, to but excluding, excluding the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. Upon certain Asset Dispositions, the Issuer may be required to use the Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes and, at the Issuer’s option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interestinterest and Additional Interest, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 1 contract

Sources: Indenture (Quorum Health Corp)

Repurchase Provisions. If a Change of Control occurs, unless occurs after the Issuer has previously or concurrently delivered a redemption notice with respect to all outstanding Notes pursuant to Section 5.7 of the Indenture that is or has become unconditionalIssue Date, each Holder will have the right to require the Issuer Issuers to repurchase from each Holder all or any part (equal to €100,000 or whole multiples of €1,000 in excess thereof with respect to Euro Notes] [$2,000 200,000 or an integral multiple whole multiples of $1,000 in excess thereofthereof for Dollar Notes]) of such Holder’s Notes at a purchase price in cash equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interestinterest and, if any, to, to but excluding, excluding the date of purchase, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date as provided in, and subject to the terms of, the Indenture. Upon certain Asset Dispositions, the Issuer Issuers may be required to use the Excess Proceeds from such Asset Dispositions to offer to purchase the maximum aggregate principal amount of Notes ([$200,000 or whole multiples of $1,000 in excess thereof with respect of Dollar Notes] [€100,000 or whole multiples of €1,000 in excess thereof with respect to Euro Notes]) and, at the Issuer’s Issuers’ option, Senior-Priority Obligations (and, only to the extent the Excess Proceeds are greater than the outstanding Senior-Priority Obligations, Senior Indebtedness) Pari Passu Indebtedness that may be purchased out of the Excess Proceeds at an offer price in cash in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interestinterest and, if any, to the date fixed for the closing of such offer, in accordance with the procedures set forth in Section 3.5 and in Article V of the Indenture.

Appears in 1 contract

Sources: Indenture (Trinseo S.A.)