Common use of Subsequent Transactions Clause in Contracts

Subsequent Transactions. Except with regard to the Special Reorganization, in case of any capital reorganization or reclassification or other change of outstanding Units or other equity interests, if any, or in case of any consolidation or merger of the Company with or into another Person (other than a consolidation or merger in which the Company is the resulting or surviving Person and which does not result in any reclassification or change of Units or other outstanding equity interests, if any), or in case of any sale or other disposition to another Person of all or substantially all of the assets of the Company (any of the foregoing, a "TRANSACTION"), the Company, or such successor or purchasing Person, as the case may be, shall execute and deliver to each holder of Notes at least 10 Business Days prior to effecting any of the foregoing Transactions a certificate stating that the holder of each Note then outstanding shall have the right thereafter to convert such Note into the kind and amount (estimating such amount to the extent necessary) of equity securities or other securities (of the Company or another issuer) or property or cash receivable upon such Transaction by a holder of the number of Units into which such Note could have been converted immediately prior to such Transaction. Such certificate shall provide for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Section 7. If, in the case of any such Transaction, the equity securities, other securities, cash or property receivable thereupon by a holder of Units includes equity or other securities of a Person other than the successor or purchasing Person and other than the Company, which controls or is controlled by the successor or purchasing Person or which, in connection with such Transaction, issues equity securities, other securities, other property or cash to holders of Units, then such certificate also shall be executed by such Person, and such Person shall, in such certificate, specifically acknowledge the obligations of such successor or purchasing Person and acknowledge its obligations to issue such equity securities, other securities, other property or cash to the holders of Notes upon conversion of the Notes as provided above. The provisions of this Section 7.9 and any equivalent thereof in any such certificate similarly shall apply to successive Transactions. The provisions of this Section 7.9 and any equivalent thereof in any such certificate are and shall be in addition to, and not in lieu of, the requirements of the Note Purchase Agreement with respect to a Change of Control Offer. Notwithstanding anything to the contrary in this Section 7.9, from and after the consummation of the Special Reorganization, upon conversion of this Note the holder shall be entitled to receive shares of capital stock of NHC in accordance with the other provisions of this Section 7.

Subsequent Transactions. Except with regard to the Special Reorganization, in In case of any capital reorganization or reclassification or other change of outstanding Units shares of Common Stock or other equity interests, if any, or in case of any consolidation or merger of the Company with or into another Person (other than a consolidation or merger in which the Company is the resulting or surviving Person and which does not result in any reclassification or change of Units shares of Common Stock or other outstanding equity interests, if any), or in case of any sale or other disposition to another Person of all or substantially all of the assets of the Company (any of the foregoing, a "TRANSACTIONTransaction"), the Company, or such successor or purchasing Person, as the case may be, shall execute and deliver to each holder of Notes at least 10 Business Days prior to effecting any of the foregoing Transactions a certificate stating that the holder of each Note then outstanding shall have the right thereafter to convert such Note into the kind and amount (estimating such amount to the extent necessary) of equity securities or other securities (of the Company or another issuer) or property or cash receivable upon such Transaction by a holder of the number of Units shares of Common Stock into which such Note could have been converted immediately prior to such Transaction. Such certificate shall provide for adjustments which that shall be as nearly equivalent as may be practicable to the adjustments provided for in this Section 7. If, in the case of any such Transaction, the equity securities, other securities, cash or property receivable thereupon by a holder of Units shares of Common Stock includes equity or other securities of a Person other than the successor or purchasing Person and other than the Company, which that controls or is controlled by the successor or purchasing Person or which, in connection with such Transaction, issues equity securities, other securities, other property or cash to holders of Unitsshares of Common Stock, then such certificate also shall be executed by such Person, and such Person shall, in such certificate, specifically acknowledge the obligations of such successor or purchasing Person and acknowledge its obligations to issue such equity securities, other securities, other property or cash to the holders of Notes upon conversion of the Notes as provided above. The provisions of this Section 7.9 7.8 and any equivalent thereof in any such certificate similarly shall apply to successive Transactions. The provisions of this Section 7.9 7.8 and any equivalent thereof in any such certificate are and shall be in addition to, and not in lieu of, the requirements of the Note Purchase Agreement with respect to a Change of Control Offer. Notwithstanding anything to the contrary in this Section 7.9, from and after the consummation of the Special Reorganization, upon conversion of this Note the holder shall be entitled to receive shares of capital stock of NHC in accordance with the other provisions of this Section 7.

Subsequent Transactions. Except with regard to the Special Reorganization, in case of any capital reorganization or reclassification or other change of outstanding Units or other equity interests, if any, or in case of any consolidation or merger of the Company with or into another Person (other than a consolidation or merger in which the Company is the resulting or surviving Person and which does not result in any reclassification or change of Units or other outstanding equity interests, if any), or in case of any sale or other disposition to another Person of all or substantially all of the assets of the Company (any of the foregoing, a "TRANSACTIONTransaction"), the Company, or such successor or purchasing Person, as the case may be, shall execute and deliver to each holder of Notes at least 10 Business Days prior to effecting any of the foregoing Transactions a certificate stating that the holder of each Note then outstanding shall have the right thereafter to convert such Note into the kind and amount (estimating such amount to the extent necessary) of equity securities or other securities (of the Company or another issuer) or property or cash receivable upon such Transaction by a holder of the number of Units into which such Note could have been converted immediately prior to such Transaction. Such certificate shall provide for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Section 7. If, in the case of any such Transaction, the equity securities, other securities, cash or property receivable thereupon by a holder of Units includes equity or other securities of a Person other than the successor or purchasing Person and other than the Company, which controls or is controlled by the successor or purchasing Person or which, in connection with such Transaction, issues equity securities, other securities, other property or cash to holders of Units, then such certificate also shall be executed by such Person, and such Person shall, in such certificate, specifically acknowledge the obligations of such successor or purchasing Person and acknowledge its obligations to issue such equity securities, other securities, other property or cash to the holders of Notes upon conversion of the Notes as provided above. The provisions of this Section 7.9 and any equivalent thereof in any such certificate similarly shall apply to successive Transactions. The provisions of this Section 7.9 and any equivalent thereof in any such certificate are and shall be in addition to, and not in lieu of, the requirements of the Note Purchase Agreement with respect to a Change of Control Offer. Notwithstanding anything to the contrary in this Section 7.9, from and after the consummation of the Special Reorganization, upon conversion of this Note the holder shall be entitled to receive shares of capital stock of NHC in accordance with the other provisions of this Section 7.