Common use of Change of Control, Transfer of Affiliate Debt Clause in Contracts

Change of Control, Transfer of Affiliate Debt. In the event the Issuer approaches the Debenture Holders for a permission for Change of Control Event and the Majority Debenture Holders do not approve the same or in the event no response is received from the Majority Debenture Holders within 30 (thirty) days from the date of request by the Issuer, then the Issuer shall, within 90 (ninety) days from the date of its request prepay the outstanding principal amounts of all Debentures along with all the other Amounts Due including the accrued Coupon on the Debentures. In the event any assignment or transfer of Affiliate Debt to any third party (not being Promoter, VGNEPL, the Sponsor or their Affiliates or any Other Entity) is proposed to be undertaken, the Issuer shall obtain prior written consent of Majority Debenture Holders. Upon any Group Issuer making a request for such transfer by issuing an Affiliate Debt Notice as stated in Section 18(ii)(D) of Part A this Schedule VI, and if consent of the respective Group Issuer Majority Debenture Holders is not obtained, or in the event no response is received from the respective Group Issuer Majority Debenture Holders within 30 (thirty) days from the date of the Affiliate Debt Notice, then all the Group Issuers shall have the right to repay all Group Issuer Debenture Holders at par the outstanding principal amounts of all Group Issuer Debentures along with all the other Group Issuer Amounts Due including the accrued Group Issuer Coupon on the Group Issuer Debentures within 90 (ninety) days from the date of Affiliate Debt Notice. It is clarified that if any one Group Issuer chooses to exercise its right to prepay, all the other Group Issuers shall be bound to prepay their respective Group Issuer Debentures and Group Issuer Amounts Due.

Change of Control, Transfer of Affiliate Debt. In the event the Issuer approaches the Debenture Holders for a permission for Change of Control Event and the Majority Debenture Holders do not approve the same or in the event no response is received from the Majority Debenture Holders within 30 (thirty) days from the date of request by the Issuer, then the Issuer shall, within 90 (ninety) days from the date of its request prepay the outstanding principal amounts of all Debentures along with all the other Amounts Due including the accrued Coupon on the Debentures. In the event any assignment or transfer of Affiliate Debt to any third party (not being Promoter, VGNEPL, Promoter the Sponsor or their Affiliates or any Other Entity) is proposed to be undertaken, the Issuer shall obtain prior written consent of Majority Debenture Holders. Upon any Group Issuer making a request for such transfer by issuing an Affiliate Debt Notice as stated in Section 18(ii)(D) of Part A this Schedule VI, and if consent of the respective Group Issuer Majority Debenture Holders is not obtained, or in the event no response is received from the respective Group Issuer Majority Debenture Holders within 30 (thirty) days from the date of the Affiliate Debt Notice, then all the Group Issuers shall have the right to repay all Group Issuer Debenture Holders at par the outstanding principal amounts of all Group Issuer Debentures along with all the other Group Issuer Amounts Due including the accrued Group Issuer Coupon on the Group Issuer Debentures within 90 (ninety) days from the date of Affiliate Debt Notice. It is clarified that if any one Group Issuer chooses to exercise its right to prepay, all the other Group Issuers shall be bound to prepay their respective Group Issuer Debentures and Group Issuer Amounts Due.