Common use of Change of Control Put Notice Clause in Contracts

Change of Control Put Notice. The Issuer or the Guarantor shall redeem or purchase (or procure the purchase of) the relevant Notes in respect of which the Put Option has been validly exercised in accordance with the terms of the Note on the Put Date unless previously redeemed (or purchased) and cancelled. Any Change of Control Put Notice shall be irrevocable except where prior to the Put Date an Event of Default shall have occurred and be continuing in which event such holder, at its option, may elect by notice to the Issuer or the Guarantor to withdraw the Change of Control Put Notice and instead to declare such Note forthwith due and payable. If 85% or more in principal amount of the Notes of a series then outstanding have been redeemed or purchased pursuant to Change of Control Put Notices, the Issuer or the Guarantor may, on giving not less than 30 nor more than 60 days’ notice to holders of Note of such series (such notice being given within 30 days after the Put Date), redeem or purchase (or procure the purchase of), at its option, all but not some only of the remaining outstanding Notes of such series at their principal amount, together with interest accrued to (but excluding) the date fixed for such redemption or purchase. If the rating designations employed by any of Xxxxx’x or S&P are changed from those which are described in paragraph (ii) of the definition of “Put Event”, or if a rating is procured from a Substitute Rating Agency, the Issuer or the Guarantor shall determine the rating designations of Xxxxx’x or S&P or such Substitute Rating Agency (as appropriate) as are most equivalent to the prior rating designations of Xxxxx’x or S&P and the provisions relating to change of control shall be construed accordingly. For purposes of this Section 4(c), the following terms shall be applicable:

Appears in 2 contracts

Samples: Agency Agreement (Brandbev S.a r.l.), Agency Agreement (Brandbev S.a r.l.)

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Change of Control Put Notice. The Note should be delivered together with all Coupons appertaining thereto on the date which is seven days after the expiration of the Put Period (the “Put Date”). The Paying Agent to which such Note and Change of Control Put Notice are delivered will issue to the Noteholder concerned a non-transferable receipt in respect of the Note so delivered. Payment in respect of any Note so delivered will be made, if the holder duly specified a bank account in the Change of Control Put Notice to which payment is to be made, on the Put Date by transfer to that bank account and, in every other case, on or after the Put Date against presentation and surrender or (as the case may be) endorsement of such receipt at the specified office of any Paying Agent. A Change of Control Put Notice, once given, shall be irrevocable. For the purposes of these Conditions, receipts issued pursuant to this Condition 5(c) (Redemption at the option of the Noteholders) shall be treated as if they were Notes. The Issuer or the Guarantor shall redeem or purchase (or procure the purchase of) the relevant Notes in respect of which the Put Option has been validly exercised in accordance with the terms of the Note on the Put Date unless previously redeemed (or purchased) and cancelled. Any Change of Control Put Notice shall be irrevocable except where prior to the Put Date an Event of Default shall have occurred and be continuing in which event such holder, at its option, may elect by notice to the Issuer or the Guarantor to withdraw the Change of Control Put Notice and instead to declare such Note forthwith due and payableIf 85 per cent. If 85% or more in principal amount of the Notes of a series then outstanding have been redeemed or purchased pursuant to Change this Condition 5(c) (Redemption at the option of Control Put Noticesthe Noteholders), the Issuer or the Guarantor may, on giving not less than 30 nor more than 60 days’ notice to holders of Note of such series the Noteholders in accordance with Condition 15 (Notices) (such notice being given within 30 days after the Put Date), redeem or purchase (or procure the purchase of), at its option, all but not some only of the remaining outstanding Notes of such series at their principal amount, together with any accrued and unpaid interest accrued to (but excluding) the date fixed for such redemption or purchase. If the rating designations employed by any of Xxxxx’x Moody’s or S&P are changed from those which are described in paragraph (ii) of the definition of “Put Event” above, or if a rating is procured from a Substitute Rating Agency, the Issuer or shall determine, with the Guarantor shall determine agreement of the Trustee, the rating designations of Xxxxx’x Moody’s or S&P or such Substitute Rating Agency (as appropriate) as are most equivalent to the prior rating designations of Xxxxx’x or S&P and this Condition 5(c) (Redemption at the provisions relating to change option of control the Noteholders) shall be construed accordingly. For purposes The Trustee is under no obligation to ascertain whether a Put Event, Lottomatica Change of this Section 4(c)Control, GTECH Change of Control or Disposal Event or any event which could lead to the occurrence of or could constitute a Put Event, a Lottomatica Change of Control, a GTECH Change of Control or a Disposal Event has occurred, or to seek any confirmation from any Rating Agency pursuant to Condition 5(c)(iii) above, and, until it shall have actual knowledge or notice pursuant to the Trust Deed to the contrary, the following terms shall be applicable:Trustee may assume that no Put Event, Lottomatica Change of Control, GTECH Change of Control or Disposal Event or other such event has occurred. In this Condition 5(c) (Redemption at the option of the Noteholders):

Appears in 1 contract

Samples: Agency Agreement (Georgia Worldwide PLC)

Change of Control Put Notice. The Issuer or the Guarantor shall redeem or purchase (or procure the purchase of) the relevant Notes in respect of which the Put Option has been validly exercised in accordance with the terms of the Note on the Put Date unless previously redeemed (or purchased) and cancelled. Any Change of Control Put Notice shall be irrevocable except where prior to the Put Date an Event of Default shall have occurred and be continuing in which event such holder, at its option, may elect by notice to the Issuer or the Guarantor to withdraw the Change of Control Put Notice and instead to declare such Note forthwith due and payable. If 85% or more in principal amount of the Notes of a series then outstanding have been redeemed or purchased pursuant to Change of Control Put Notices, the Issuer or the Guarantor may, on giving not less than 30 nor more than 60 days’ notice to holders of Note of such series (such notice being given within 30 days after the Put Date), redeem or purchase (or procure the purchase of), at its option, all but not some only of the remaining outstanding Notes of such series at their principal amount, together with interest accrued to (but excluding) the date fixed for such redemption or purchase. If the rating designations employed by any of Xxxxx’x or S&P are changed from those which are described in paragraph (ii) of the definition of “Put Event”, or if a rating is procured from a Substitute Rating Agency, the Issuer or the Guarantor shall determine the rating designations of Xxxxx’x Moody’s or S&P or such Substitute Rating Agency (as appropriate) as are most equivalent to the prior rating designations of Xxxxx’x Moody’s or S&P and the provisions relating to change of control shall be construed accordingly. For purposes of this Section 4(c4(b), the following terms shall be applicable:

Appears in 1 contract

Samples: Floating Rate Fiscal and Paying Agency Agreement (Brandbev S.a r.l.)

Change of Control Put Notice. The Issuer or the Guarantor shall redeem or purchase (or procure the purchase of) the relevant Notes in respect of which the Put Option has been validly exercised in accordance with the terms of the Note on the Put Date unless previously redeemed (or purchased) and cancelled. Any Change of Control Put Notice shall be irrevocable except where prior to the Put Date an Event of Default shall have occurred and be continuing in which event such holder, at its option, may elect by notice to the Issuer or the Guarantor to withdraw the Change of Control Put Notice and instead to declare such Note forthwith due and payable. If 85% or more in principal amount of the Notes of a series then outstanding have been redeemed or purchased pursuant to Change of Control Put Notices, the Issuer or the Guarantor may, on giving not less than 30 nor more than 60 days’ notice to holders of Note of such series (such notice being given within 30 days after the Put Date), redeem or purchase (or procure the purchase of), at its option, all but not some only of the remaining outstanding Notes of such series at their principal amount, together with interest accrued to (but excluding) the date fixed for such redemption or purchase. If the rating designations employed by any of Xxxxx’x Moody’s or S&P are changed from those which are described in paragraph (ii) of the definition of “Put Event”, or if a rating is procured from a Substitute Rating Agency, the Issuer or the Guarantor shall determine the rating designations of Xxxxx’x Moody’s or S&P or such Substitute Rating Agency (as appropriate) as are most equivalent to the prior rating designations of Xxxxx’x Moody’s or S&P and the provisions relating to change of control shall be construed accordingly. For purposes of this Section 4(c), the following terms shall be applicable:

Appears in 1 contract

Samples: Fixed Rate Fiscal and Paying Agency Agreement (Brandbev S.a r.l.)

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Change of Control Put Notice. The Issuer or the Guarantor shall redeem or purchase (or procure the purchase of) the relevant Notes in respect of which the Put Option has been validly exercised in accordance with the terms of the Note Notes on the Put Date unless previously redeemed (or purchased) and cancelled. Any Change of Control Put Notice shall be irrevocable except where prior to the Put Date an Event of Default shall have occurred and be continuing in which event such holder, at its option, may elect by notice to the Issuer or the Guarantor to withdraw the Change of Control Put Notice and instead to declare such Note forthwith due and payable. If 85% 85 percent or more in principal amount of the Notes of a series then outstanding have been redeemed or purchased pursuant to Change of Control Put Notices, the Issuer or the Guarantor may, on giving not less than 30 nor more than 60 days’ notice to holders Holders of Note of such series Notes (such notice being given within 30 days after the Put Date), redeem or purchase (or procure the purchase of), at its option, all but not some only of the remaining outstanding Notes of such series at their principal amount, together with interest accrued to (but excluding) the date fixed for such redemption or purchase. If the rating designations employed by any of Xxxxx’x Moody’s or S&P are changed from those which are described in paragraph (ii) of the definition of “Put Event”, or if a rating is procured from a Substitute Rating Agency, the Issuer or the Guarantor shall determine the rating designations of Xxxxx’x Moody’s or S&P or such Substitute Rating Agency (as appropriate) as are most equivalent to the prior rating designations of Xxxxx’x Moody’s or S&P and the provisions relating to change of control shall be construed accordingly. For purposes of this Section 4(c), the following terms shall be applicable:

Appears in 1 contract

Samples: Fiscal and Paying Agency Agreement (Brandbev S.a r.l.)

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