Notice of Prepayment has the meaning assigned thereto in Section 2.4(c).
Termination Upon Change of Control shall not include any termination of the employment of the Executive (a) by the Company for Cause; (b) as a result of the Permanent Disability of the Executive; (c) as a result of the death of the Executive; or (d) as a result of the voluntary termination of employment by the Executive for reasons other than Good Reason.
Change of Control Notice means notice of a Change of Control Offer made pursuant to Section 3.8, which shall be mailed first-class, postage prepaid, to each record Holder as shown on the Note Register within 30 days following the date upon which a Change of Control occurred, with a copy to the Trustee, which notice shall govern the terms of the Change of Control Offer and shall state:
Redemption Notice means a notice in a form approved by the Company by which a holder of Public Shares is entitled to require the Company to redeem its Public Shares, subject to any conditions contained therein.
Repurchase Upon Fundamental Change means the repurchase of any Note by the Company pursuant to Section 4.02.
Acceleration Notice shall have the meaning specified in Section 6.2.
Discounted Prepayment Option Notice has the meaning specified in Section 2.05(d)(ii).
Optional Redemption Notice shall have the meaning set forth in Section 6(a).
Termination Upon a Change in Control means a termination of Officer’s employment with Corporation within 12 months following a “Change in Control” that constitutes a Termination Other Than For Cause described in Section 2.1(b).
Early Termination Notice is defined in Section 4.2 of this Agreement.
Make-Whole Redemption Amount means the sum of:
Change of Control Triggering Event means the occurrence of both a Change of Control and a Rating Event.
Make-Whole Redemption Price means the sum of the outstanding principal amount of the Notes to be redeemed plus the Make-Whole Amount of such Notes. Calculation or verification of the calculation of the Make-Whole Redemption Price is not the responsibility of the Trustee and the Trustee may conclusively rely on an Officers’ Certificate with respect thereto without investigation.
Form of Fundamental Change Repurchase Notice means the “Form of Fundamental Change Repurchase Notice” attached as Attachment 2 to the Form of Note attached hereto as Exhibit A.
Triggering Event means any Section 11(a)(ii) Event or any Section 13 Event.
Change of Control Redemption Price shall have the meaning set forth in Section 7.3;
Company Notice means written notice from the Company notifying the selling Key Holders and each Investor that the Company intends to exercise its Right of First Refusal as to some or all of the Transfer Stock with respect to any Proposed Key Holder Transfer.
Series A Redemption Notice has the meaning set forth in Section 16.6(b).
Change of Control Repurchase Event means the occurrence of both a Change of Control and a Ratings Event.
Mandatory Prepayment Event means any of the following:
Optional Redemption Notice Date shall have the meaning set forth in Section 6(a).
Change of Control Redemption Premium means 125%.
Notice Event means any of the events enumerated in paragraph (b)(5)(i)(C) of the Rule and listed in Section 4(a) of this Disclosure Agreement.
Form of Fundamental Change Purchase Notice means the “Form of Fundamental Change Purchase Notice” attached as Attachment 2 to the Form of Note attached hereto as Exhibit A.
Change of Control Redemption Date shall have the meaning set forth in Section 7.2;