Company Notice. In the case of an Optional Repurchase Right, no later than 20 Business Days prior to each Optional Repurchase Date and in the case of a Change of Control Repurchase Right, no later than 30 days after the occurrence of a Change of Control, the Company shall mail a written notice (the “Company Notice”) by first class mail to the Trustee and to each Holder (and to beneficial owners as required by applicable law) pursuant to Section 14.2. The Company Notice shall include a form of notice (the “Repurchase Notice”) to be completed by the Holder and delivered to the Paying Agent pursuant to Section 11.3(b), and shall state the following:
(i) that it is a Company Notice pursuant to this Section 11.2;
(ii) in the case of a Change of Control Repurchase Right, the events causing a Change of Control and the date of such Change of Control;
(iii) the procedures with which such Holder must comply to exercise its right to have its Debentures purchased pursuant to Section 11.1(a) or 11.1(b), including the date by which the completed Repurchase Notice pursuant to Section 11.3(b) and the Debentures the Holder elects to have repurchased pursuant to Section 11.1(a) or 11.1(b) must be delivered to the Paying Agent in order to have such Debentures purchased by the Company pursuant to Section 11.1(a) or 11.1(b), as the case may be, the name and address of the Paying Agent and that the Debentures as to which a Repurchase Notice has been given may be converted, if they are otherwise convertible pursuant to Article 12, only if the completed and delivered Repurchase Notice has been withdrawn in accordance with the terms of the Indenture, the Holder’s conversion rights pursuant to Article 12, and the Conversion Rate then in effect and any adjustments thereto;
(iv) the Repurchase Date and the Repurchase Price;
(v) that, unless the Company defaults in making payment of such Repurchase Price, Interest (including Contingent Interest) on the Debentures surrendered for purchase by the Company will cease to accrue on and after Repurchase Date; and
(vi) the CUSIP number of the Debentures. No failure by the Company to give the foregoing Company Notice shall limit any Holder’s right to exercise its rights pursuant to Section 11.1(a) or 11.1(b) or affect the validity of the proceedings for the purchase of its Debentures hereunder.
Company Notice. The Company shall give notice (the “Offer Notice”) to each Major Investor, stating (a) its bona fide intention to sell such New Securities, (b) the number of such New Securities to be sold and (c) the price and terms, if any, upon which it proposes to sell such New Securities.
Company Notice. Section 1002 of the Original Indenture is hereby deleted, solely with respect to the Debentures, and in lieu thereof the following shall be applicable to the Debentures: "The election of the Company to optionally redeem any Debentures shall be evidenced by or pursuant to a Board Resolution. In the case of any optional redemption by the Company that involves less than all of the Debentures, the Company shall, at least 60 days prior to the Redemption Date fixed by the Company (unless a shorter period shall be acceptable to the Trustee), notify the Trustee of such Redemption Date and of the Original Principal Amount of Debentures to be redeemed."
Company Notice. Within thirty (30) days after the later of -------------- Termination or the related change of control, the Company shall notify Employee in writing if it believes that any reduction in the payments and benefits that would otherwise be paid or provided to the Employee under the terms of this Agreement is required to comply with the provisions of Section 5(a) hereof. If the Company determines that any such reduction is required, it will provide Employee with copies of the information used and calculations made by the Company to determine the amount of such reduction.
Company Notice. The Company shall deliver a notice (the "Company -------------- Notice") to Holders (and to beneficial owners as required by applicable law) not less than 30 days prior to such Purchase Date (the "Company Notice Date"). The Company Notice shall include a form of Purchase Notice to be completed by a Securityholder and shall state:
(i) the Purchase Price and the Conversion Price applicable on the Company Notice Date;
(ii) the name and address of the Paying Agent and the Conversion Agent;
(iii) that Securities as to which a Purchase Notice has been given by the Holder may be converted pursuant to Article 13 hereof only if the applicable Purchase Notice has been withdrawn in accordance with the terms of this Indenture;
(iv) that Securities must be surrendered to the Paying Agent for cancellation to collect payment;
(v) that the Purchase Price for any security as to which a Purchase Notice has been given and not withdrawn will be paid promptly following the later of the Purchase Date and the time of surrender of such Security as described in (iv);
(vii) the conversion rights of the Securities;
(viii) the procedures for withdrawing a Purchase Notice;
(ix) that, unless the Company defaults in making payment of such Purchase Price, interest and Additional Amounts, if any, on Securities covered by any Purchase Notice will cease to accrue on and after the Purchase Date; and
(x) the CUSIP number of the Securities. At least three Business Days before the Company Notice Date, the Company shall deliver an Officers' Certificate to the Trustee specifying whether the Company desires the Trustee to give the Company Notice. At the Company's request, the Trustee shall give such Company Notice in the Company's name and at the Company's expense; provided, however, that, in all cases, the text of such Company Notice shall be prepared by the Company.
Company Notice. If the Company proposes to register any Voting Securities under the Securities Act for sale to the public for cash, whether for its own account or for the account of Other Holders or both (except with respect to Registration Statements on Forms S-4 or S-8 or any forms succeeding thereto for purposes permissible under such forms as of the date hereof or filed in connection with an exchange offer or an offering of securities solely to the Company's existing stockholders), each such time it will give written notice to all Holders of its intention to do so no less than 20 calendar days prior to the anticipated filing date.
Company Notice. Closing notice shall supersede any individual notice of termination then outstanding with the exception of Guaranteed ITA Engagement Contracts which may not be terminated other than as provided for in Clause 38:09.
Company Notice. The Company shall give the Administrative Agent (which shall promptly notify the Banks) notice (within the applicable Minimum Notice Period) of each borrowing hereunder, stating the aggregate amount of the Syndicated Loans requested under Section 2.1, the Effective Date of the Syndicated Loans, the Interest Period applicable thereto, and specifying whether such borrowing shall consist of Alternate Base Rate Loans or Eurodollar Loans and the respective aggregate amounts of the Syndicated Loans of each type.
Company Notice. Upon the receipt by the Company of an exercise notice by Xx. Xxx Xxxx, according to which Xx. Xxx Xxxx wishes to exercise the Neev Options, in whole or in part, the Company shall provide the Holder with a written notice, with the following details (the "Company Notice"):
1.2.1. The anticipated date of exercise of the Neev Options ("Neev Exercise Date"), provided that the Neev Exercise Date shall occur not earlier than fourteen (14) days following the date of the Company Notice;
1.2.2. The percentage of Neev Options exercised by Xx. Xxx Xxxx;
1.2.3. The number of Warrant Shares exercisable by the Holder, according to section 1.3 below.
Company Notice. 5 Company Request "or" Company Order................................... 5
