Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required: (a) comply with the tender offer rules under the Exchange Act that may then be applicable; (b) file a Schedule TO or any other required schedule under the Exchange Act; and (c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 20 contracts
Samples: Indenture (Datadog, Inc.), Indenture (Fastly, Inc.), Indenture (Snowflake Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicableAct;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 1515 subject to postponement in order to allow the Company to comply with applicable law. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 16 contracts
Samples: Indenture (BILL Holdings, Inc.), Indenture (Microchip Technology Inc), Indenture (Lyft, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture Article 15 relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture Article 15 by virtue of such conflict.
Appears in 16 contracts
Samples: Indenture (Box Inc), Indenture (fuboTV Inc. /FL), Indenture (Repligen Corp)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 12 contracts
Samples: Indenture (Axon Enterprise, Inc.), Indenture (John Bean Technologies CORP), Indenture (Lci Industries)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 9 contracts
Samples: Indenture (PNM Resources Inc), Indenture (Meritage Homes CORP), Indenture (PagerDuty, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or and regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating with respect to the Company’s obligations to repurchase the Notes upon a Fundamental Changeof Notes, the Company shall comply with such securities laws and regulations and shall not be deemed not to have breached its obligations under such provisions be in breach of this Indenture by virtue as a result of such conflictcompliance therewith.
Appears in 9 contracts
Samples: Indenture (Royal Caribbean Cruises LTD), Indenture (CONMED Corp), Indenture (Carnival PLC)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the provisions of any tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 1515 subject to postponement in order to allow the Company to comply with applicable law. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 7 contracts
Samples: First Supplemental Indenture and Amendment to Security and Pledge Agreement (UpHealth, Inc.), Indenture (UpHealth, Inc.), Convertible Note Subscription Agreement (L&F Acquisition Corp.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply in all material respects with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that that, as a result of a change in law occurring after the first date on which the Notes are issued, the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 6 contracts
Samples: Indenture (Cerence Inc.), Indenture (Model N, Inc.), Indenture (Cerence Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicableAct;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any applicable securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 6 contracts
Samples: Indenture (Upstart Holdings, Inc.), Indenture (Upstart Holdings, Inc.), Indenture (Sunrun Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon pursuant to a Fundamental Change pursuant to this Article 15Repurchase Notice, the Company will, if required:
(a) comply with the any tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 5 contracts
Samples: Indenture (Wayfair Inc.), Indenture (Wayfair Inc.), Indenture (Wayfair Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article Article 15 to be exercised in the time and in the manner specified in this Article Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 5 contracts
Samples: Indenture (Omnicell, Inc.), Indenture (Pinnacle West Capital Corp), Indenture (Merit Medical Systems Inc)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the provisions of any tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture the Company initially issues the Notes conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture Article 15 by virtue of such conflict.
Appears in 5 contracts
Samples: Fourth Supplemental Indenture (Nikola Corp), First Supplemental Indenture (Nikola Corp), Indenture (Nikola Corp)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that that, as a result of a change in law occurring after the first date on which the Notes are issued, the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 5 contracts
Samples: Indenture (Rapid7, Inc.), Indenture (Accolade, Inc.), Indenture (Rapid7, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of any tender offer rules under the Exchange Act that may then be applicableAct;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture the Company initially issues the Notes conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 5 contracts
Samples: Indenture (Blackline, Inc.), Indenture (Blackline, Inc.), Indenture (Zynga Inc)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15, subject to extension if required to comply with law. To the extent that the provisions of any securities laws or and regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating with respect to the Company’s obligations to repurchase the Notes upon a Fundamental Changeof Notes, the Company shall is required to comply with such securities laws and regulations and shall not be deemed to have breached its obligations under such provisions be in breach of this Indenture by virtue of such conflictas a result thereof.
Appears in 5 contracts
Samples: Indenture (Uniti Group Inc.), Indenture (Galaxy Digital Holdings Ltd.), Indenture (Galaxy Digital Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its our obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 4 contracts
Samples: Indenture (ADESTO TECHNOLOGIES Corp), Indenture (Alteryx, Inc.), Indenture (Alteryx, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article Article 15 to be exercised in the time and in the manner specified in this Article Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 4 contracts
Samples: Indenture (Ventas, Inc.), Indenture (Novavax Inc), Indenture (Shake Shack Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicableAct;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 1515 subject to postponement in order to allow the Company to comply with applicable law. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its the Company’s obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 4 contracts
Samples: Indenture (Alnylam Pharmaceuticals, Inc.), Indenture (Alnylam Pharmaceuticals, Inc.), Indenture (Global Blood Therapeutics, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply in all material respects with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To However, to the extent that the obligations of the Company to offer to repurchase and to repurchase Notes pursuant to the provisions of described above conflict with any securities laws law or regulations enacted or regulation adopted after the date of this Indenture conflict with the provisions of this Indenture relating and that is applicable to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply Company’s compliance with such securities laws and regulations and law or regulation shall not be deemed considered to have breached its obligations under such provisions be a Default of this Indenture by virtue of such conflictthose obligations.
Appears in 4 contracts
Samples: Indenture (WisdomTree, Inc.), Indenture (WisdomTree, Inc.), Indenture (WisdomTree Investments, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicableAct;
(b) file a Schedule TO or any other successor or similar schedule required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 14 to be exercised in the time and in the manner specified in this Article 1514. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental ChangeChange violate any securities laws or regulations as a result of changes to such laws or regulations enacted after the date hereof, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 3 contracts
Samples: Indenture (Pacira BioSciences, Inc.), Indenture (Pacira BioSciences, Inc.), Indenture (Pacira Pharmaceuticals, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article Article 15 to be exercised in the time and in the manner specified in this Article Article 15. To the extent that the provisions of any applicable securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 3 contracts
Samples: Indenture (Indie Semiconductor, Inc.), Indenture (Granite Construction Inc), Indenture (Granite Construction Inc)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of any tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Changethis Article 15, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture Article 15 by virtue of such conflict.
Appears in 3 contracts
Samples: Indenture (Q2 Holdings, Inc.), Indenture (Q2 Holdings, Inc.), Indenture (Q2 Holdings, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article Article 15 to be exercised in the time and in the manner specified in this Article Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 3 contracts
Samples: Indenture (Semtech Corp), Indenture (CSG Systems International Inc), Indenture (Semtech Corp)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company willshall, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To Notwithstanding anything to the contrary herein, to the extent that the provisions that, as a result of any change in any federal or state securities laws or other applicable laws or regulations enacted or adopted after the date of this Indenture conflict Indenture, compliance with this Article 15 would result in a violation of any such federal or state securities laws or other applicable laws or regulations, the provisions of this Indenture relating Company shall comply with its obligation to the Company’s obligations offer to repurchase the Notes upon a Fundamental Change, Change in a manner that also complies with the Company shall comply with such applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of set forth in this Indenture Article 15 by virtue of such conflict.
Appears in 3 contracts
Samples: Indenture (Evolent Health, Inc.), Indenture (Evolent Health, Inc.), Indenture (Evolent Health, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon pursuant to a Fundamental Change pursuant to this Article 15Repurchase Notice, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 ARTICLE 10 to be exercised in the time and in the manner specified in this Article 15ARTICLE 10. To the extent that the provisions of any securities laws law or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations obligation to repurchase the Notes upon the occurrence of a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its the Company’s obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 3 contracts
Samples: Indenture (Akoustis, Inc.), Indenture (Akoustis Technologies, Inc.), Indenture (Akoustis Technologies, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 2 contracts
Samples: Indenture (Sarepta Therapeutics, Inc.), Indenture (Sarepta Therapeutics, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 1515 subject to postponement in order to allow the Company to comply with applicable law. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 2 contracts
Samples: Indenture (Cazoo Group LTD), Indenture (3d Systems Corp)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon pursuant to a Fundamental Change pursuant to this Article 15Repurchase Notice, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of Company’s obligations to offer to repurchase and to repurchase Notes pursuant to this Article 15 conflict with any securities laws law or regulations regulation enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating that is applicable to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply Company’s compliance with such securities laws and regulations and shall law or regulation will not be deemed considered to have breached its obligations under such provisions of this Indenture by virtue be a default of such conflictobligations.
Appears in 2 contracts
Samples: Indenture (Sunnova Energy International Inc.), Indenture (Sunnova Energy International Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article Article 15 to be exercised in the time and in the manner specified in this Article Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 2 contracts
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal Federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture Article 15 relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture Article 15 by virtue of such conflict.
Appears in 2 contracts
Samples: Indenture (Invitae Corp), Investment Agreement (Invitae Corp)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon pursuant to a Fundamental Change pursuant to this Article 15Repurchase Notice or Change of Control Repurchase Notice, as applicable, the Company will, if required:
: (a) comply with the any tender offer rules under the Exchange Act that may then be applicable;
, including, without limitation, Rule 13e-4 and Rule 14e-1, if applicable; (b) file a Schedule TO or any other required schedule under the Exchange Act; and
and (c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To ; provided that to the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture Agreement relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental ChangeChange or upon a Change of Control, the Company shall comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture Agreement by virtue of such conflict.
Appears in 2 contracts
Samples: Note Issuance Agreement (Appgate, Inc.), Note Issuance Agreement (Appgate, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon pursuant to a Fundamental Change pursuant to this Article 15Repurchase Notice or Change of Control Repurchase Notice, as applicable, the Company will, if required:
(a) comply with the any tender offer rules under the Exchange Act that may then be applicable, including, without limitation, Rule 13e-4 and Rule 14e-1, if applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To ; provided that to the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture Agreement relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental ChangeChange or upon a Change of Control, the Company shall comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture Agreement by virtue of such conflict.
Appears in 2 contracts
Samples: Note Issuance Agreement (Appgate, Inc.), Note Issuance Agreement (Northern Star Investment Corp. II)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with the applicable securities laws and regulations (including, without limitation, to postpone the Fundamental Change Repurchase Date in order to comply with such securities laws and regulations regulations) and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 2 contracts
Samples: Indenture (Firstenergy Corp), Indenture (Duke Energy CORP)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any change in securities laws or and regulations enacted or adopted after following the date of this Indenture Issue Date conflict with the provisions of this Indenture relating with respect to the Company’s obligations to repurchase of the Notes upon a Fundamental ChangeNotes, the Company shall comply with such securities laws and regulations and shall not be deemed not to have breached its obligations under such provisions be in breach of this Indenture by virtue as a result of such conflictcompliance therewith.
Appears in 2 contracts
Samples: Indenture (Ziff Davis, Inc.), Indenture (J2 Global, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if requiredrequired by applicable law:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or and regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating with respect to the Company’s obligations to repurchase the Notes upon a Fundamental Changeof Notes, the Company shall comply with such securities laws and regulations and shall not be deemed to have breached its obligations under such provisions be in breach of this Indenture by virtue as a result of such conflictcompliance therewith.
Appears in 2 contracts
Samples: Indenture (DISH Network CORP), Indenture (SNR Wireless LicenseCo, LLC)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;Act;
(b) file a Schedule TO or any other required schedule under the Exchange Act; Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; Notes; in each case, so as to permit the rights and obligations described under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture Article 15 relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture Article 15 by virtue of such conflict.
Appears in 2 contracts
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon pursuant to a Fundamental Change pursuant to this Article 15Repurchase Notice, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to offer to repurchase and to repurchase Notes pursuant to this Article 15 conflict with any law or regulation that is applicable to the Notes upon a Fundamental ChangeCompany, the Company shall comply Company’s compliance with such securities laws and regulations and shall law or regulation will not be deemed considered to have breached its obligations under such provisions of this Indenture by virtue be a default of such conflictobligations.
Appears in 2 contracts
Samples: Indenture (Cryolife Inc), Indenture (Pioneer Natural Resources Co)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicableAct;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 1515 subject to postponement in order to allow the Company to comply with applicable law. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its our obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 2 contracts
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon in connection with a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 2 contracts
Samples: Indenture (Open Text Corp), Indenture (Carbonite Inc)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture on which the Notes are first issued conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 2 contracts
Samples: Indenture (Etsy Inc), Indenture (Etsy Inc)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the obligations of the Company to offer to repurchase and to repurchase Notes pursuant to the provisions of in this Article 15 conflict with any securities laws law or regulations enacted or regulation adopted after the date of this Indenture conflict with the provisions of this Indenture relating and that is applicable to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply Company’s compliance with such securities laws and regulations and law or regulation shall not be deemed considered to have breached its obligations under such provisions be a Default of this Indenture by virtue of such conflictthose obligations.
Appears in 2 contracts
Samples: Indenture (Jetblue Airways Corp), Indenture (Jetblue Airways Corp)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon pursuant to a Fundamental Change pursuant to this Article 15Repurchase Company Notice, a Specified Repurchase Date Right Notice or Change of Control Repurchase Company Notice, as applicable, the Company will, if required:
(a) comply with the any tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To ; provided that to the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, on a Specified Repurchase Date or upon a Change of Control, the Company shall comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 2 contracts
Samples: Indenture (Bloom Energy Corp), Indenture (Bloom Energy Corp)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or and regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating with respect to the Company’s obligations to repurchase the Notes upon a Fundamental Changeof Notes, the Company shall comply with such securities laws and regulations and shall not be deemed not to have breached its obligations under such provisions be in breach of this Indenture by virtue as a result of such conflictcompliance therewith.
Appears in 2 contracts
Samples: Indenture (AMC Networks Inc.), Indenture (Sphere Entertainment Co.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or and regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating with respect to the Company’s obligations to repurchase the Notes upon a Fundamental Changeof Notes, the Company shall is required to comply with such securities laws and regulations and shall not be deemed to have breached its obligations under such provisions be in breach of this Indenture by virtue of such conflictas a result thereof.
Appears in 2 contracts
Samples: Indenture (On Semiconductor Corp), Indenture (Unisys Corp)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 1515 subject to postponement in order to allow the Company to comply with applicable law. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its our obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Zendesk, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 1515 subject to postponement in order to allow the Company to comply with applicable law. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its the Company’s obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Zendesk, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicableAct;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any applicable securities laws or regulations enacted or adopted after the date of this Indenture subsequent to November 13, 2019 conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (CyberArk Software Ltd.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon pursuant to a Fundamental Change pursuant to this Article 15Repurchase Notice, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 ARTICLE 10 to be exercised in the time and in the manner specified in this Article 15ARTICLE 10. To the extent that the provisions of any securities laws law or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this the Indenture relating to the Company’s obligations obligation to repurchase the Notes upon the occurrence of a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its the Company’s obligations under such provisions of this the Indenture by virtue of such conflict.
Appears in 1 contract
Samples: First Supplemental Indenture (Akoustis Technologies, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article Article 15 to be exercised in the time and in the manner specified in this Article Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Uber Technologies, Inc)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of any tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 1515 subject to postponement in order to allow the Company to comply with applicable law. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Lightning eMotors, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To However, to the extent that the obligations of the Company to offer to repurchase and to repurchase Notes pursuant to the provisions of described above conflict with any securities laws law or regulations enacted or regulation adopted after the date of this Indenture conflict with the provisions of this Indenture relating and that is applicable to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply Company’s compliance with such securities laws and regulations and law or regulation shall not be deemed considered to have breached its obligations under such provisions be a Default of this Indenture by virtue of such conflictthose obligations.
Appears in 1 contract
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(arequired:(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that that, as a result of a change in law occurring after the first date on which the Notes are issued, the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (BridgeBio Pharma, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon pursuant to a Fundamental Change pursuant to this Article 15Repurchase Notice, the Company Issuer will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company Issuer to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article Article 15 to be exercised in the time and in the manner specified in this Article Article 15. To ; provided, that to the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the CompanyIssuer’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company Issuer shall comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Rapid7, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of any tender offer rules under the Exchange Act that may then be applicableAct;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture the Company initially issues the Notes conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall comply Company’s compliance with such securities laws and or regulations and shall not be considered to be a Default of those obligations; rather, the Company shall be deemed to have breached be in compliance with those obligations if it complies with its obligations under obligation to repurchase Notes upon a Fundamental Change in accordance with this Article 15, modified as necessary by the Company in good faith to permit compliance with such provisions of this Indenture by virtue of such conflictlaws or regulations.
Appears in 1 contract
Samples: Indenture (Groupon, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicableAct;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 1515 subject to postponement in order to allow the Company to comply with applicable law. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Microchip Technology Inc)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 10 to be exercised in the time and in the manner specified in this Article 1510. To Notwithstanding anything to the contrary, to the extent that the provisions of any federal or state securities laws or other applicable laws or regulations enacted or adopted after the date of this Indenture on which the Notes are first issued conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: First Supplemental Indenture (Bitdeer Technologies Group)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;Act;
(b) file a Schedule TO or any other required schedule under the Exchange Act; Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; Notes; in each case, so as to permit the rights and obligations described under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture on which the Notes are first issued conflict with the provisions of this Indenture Article 15 relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall will comply with such securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture Article 15 by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Redfin Corp)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon pursuant to a Fundamental Change pursuant to this Article 15Company Notice, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To Notwithstanding anything to the contrary in this Indenture, to the extent that the Company’s compliance with the provisions set forth in this Article 15 would result in a violation of any federal or state securities laws or regulations enacted other applicable laws or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Changeregulations, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Fisker Inc./De)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicableAct;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall will comply with such securities the applicable security laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Veeco Instruments Inc)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To However, to the extent that the Company’s obligations to offer to repurchase and to repurchase Notes pursuant to the provisions of this Article 15 conflict with any securities laws law or regulations regulation that is applicable to the Company and enacted or adopted after the date of this Indenture conflict Indenture, the Company’s compliance with such law or regulation will not be considered to be a default of those obligations; rather, the Company shall be deemed to be in compliance with those obligations if it complies with its obligation to repurchase notes upon a Fundamental Change in accordance with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental ChangeArticle 15, modified as necessary by the Company shall comply in good faith to permit compliance with such securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflictlaw or regulation.
Appears in 1 contract
Samples: Indenture (Medallia, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company willshall, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture on which the Notes are first issued conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Etsy Inc)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture on which the Notes are first issued conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its the Company’s obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 10 to be exercised in the time and in the manner specified in this Article 1510. To the extent that that, as a result of a change in law occurring after the date hereof, the provisions of any securities laws law or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this the Indenture relating to the Company’s obligations obligation to repurchase purchase the Notes upon the occurrence of a Fundamental Change, the Company shall will comply with such the applicable securities laws law and regulations and shall will not be deemed to have breached its the Company’s obligations under such provisions of this the Indenture by virtue of such conflict.
Appears in 1 contract
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon pursuant to a Fundamental Change pursuant to this Article 15Repurchase Company Notice or Change of Control Repurchase Company Notice, as applicable, the Company will, if required:
(a) comply with the any tender offer rules under the Exchange Act that may then be applicable, including, without limitation, Rule 13e-4 and Rule 14e-1, if applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To ; provided that to the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental ChangeChange or upon a Change of Control, the Company shall comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon pursuant to a Fundamental Change pursuant to this Article 15Company Notice or a Specified Repurchase Date Company Notice, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may be then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 XIV to be exercised in the time and in the manner specified in this Article 15XIV. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes notes upon a Fundamental ChangeChange or on a Specified Repurchase Date, the Company shall comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture Article XIV by virtue of such conflict.
Appears in 1 contract
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture Article 15 by virtue of such conflict.
Appears in 1 contract
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicableAct;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any applicable securities laws or regulations enacted or adopted after the date of this Indenture subsequent to February 4, 2021 conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes on the relevant Repurchase Date or upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (MakeMyTrip LTD)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Terawulf Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the provisions of any tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 0 to be exercised in the time and in the manner specified in this Article 150 subject to postponement in order to allow the Company to comply with applicable law. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Kaleyra, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply in all material respects with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To However, to the extent that the obligations of the Company to offer to repurchase and to repurchase Notes pursuant to the provisions of described above conflict with any securities laws law or regulations enacted or regulation adopted after the date of this Indenture conflict with the provisions of this Indenture relating and that is applicable to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply Company’s compliance with such securities laws and regulations and law or regulation shall not be deemed considered to have breached its obligations under such provisions be a default of this Indenture by virtue of such conflictthose obligations.
Appears in 1 contract
Samples: Indenture (Vertex Energy Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture on which the Notes are first issued conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Etsy Inc)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicableAct;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To Notwithstanding the foregoing, to the extent that the provisions obligations of the Company to offer to repurchase and to repurchase Notes under this Article 15 conflict with any securities laws law or regulations enacted or regulation adopted after the date of this Indenture conflict with the provisions of this Indenture relating hereof and that is applicable to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply Company’s compliance with such securities laws and regulations and law or regulation shall not be deemed considered to have breached its obligations under such provisions of this Indenture by virtue be a default of such conflictobligations.
Appears in 1 contract
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.. Table of Contents
Appears in 1 contract
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if requiredrequired by applicable law:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Astronics Corp)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article Article 15 to be exercised in the time and in the manner specified in this Article Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with the applicable securities laws and regulations (including, without limitation, to postpone the Fundamental Change Repurchase Date in order to comply with such securities laws and regulations regulations) and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (CMS Energy Corp)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon pursuant to a Fundamental Change pursuant to this Article 15Repurchase Company Notice, a Specified Repurchase Date Right Notice or Change of Control Repurchase Company Notice, as applicable, the Company will, if required:
(a) comply with the any tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; , in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To ; provided that to the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, on a Specified Repurchase Date or upon a Change of Control, the Company shall comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Bloom Energy Corp)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 1515 subject to postponement in order to allow the Company to comply with applicable law. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its our obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (New Relic, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicableAct;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article Article 15 to be exercised in the time and in the manner specified in this Article Article 15. To the extent that the provisions of any applicable securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Granite Construction Inc)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture Article 15 relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture Article 15 by virtue of such conflict.
Appears in 1 contract
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon pursuant to a Fundamental Change pursuant to this Article 15Repurchase Notice, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 10 to be exercised in the time and in the manner specified in this Article 1510. To the extent that the provisions of any securities laws law or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this the Indenture relating to the Company’s obligations obligation to repurchase the Notes upon the occurrence of a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its the Company’s obligations under such provisions of this the Indenture by virtue of such conflict.
Appears in 1 contract
Samples: First Supplemental Indenture (Senseonics Holdings, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicableAct;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any applicable securities laws or regulations enacted or adopted after the date of this Indenture subsequent to June 21, 2018 conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Wix.com Ltd.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if requiredrequired by the Exchange Act or any other applicable law or regulation:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicableAct;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all applicable federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes notes upon a Fundamental ChangeChange conflict with or violate any securities laws or regulations as a result of changes to such laws or regulations enacted after the date hereof, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Fortive Corp)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company Partnership will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company Partnership to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15, subject to extension if required to comply with law. To the extent that the provisions of any securities laws or and regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating with respect to the Company’s obligations to repurchase the Notes upon a Fundamental Changeof Notes, the Company shall Partnership is required to comply with such securities laws and regulations and shall not be deemed to have breached its obligations under such provisions be in breach of this Indenture by virtue of such conflictas a result thereof.
Appears in 1 contract
Samples: Indenture (Galaxy Digital Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicableAct;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Boingo Wireless Inc)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture Article 15 relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture Article 15 by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (MongoDB, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon pursuant to a Fundamental Change pursuant to this Article 15Repurchase Notice or Change of Control Repurchase Notice, as applicable, the Company will, if required:
: (a) comply with the any tender offer rules under the Exchange Act that may then be applicable;
, including, without limitation, Rule 13e-4 and Rule 14e-1, if applicable; (b) file a Schedule TO or any other required schedule under the Exchange Act; and
and (c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To ; provided that to the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture Agreement relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental ChangeChange or upon a Change of Control, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.regulations
Appears in 1 contract
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicableAct;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any applicable securities laws or regulations enacted or adopted after the date of this Indenture subsequent to October 7, 2020 conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To However, to the extent that the obligations of the Company to offer to repurchase and to repurchase Notes pursuant to the provisions of described above conflict with any securities laws law or regulations enacted or regulation adopted after the date of this Indenture conflict with the provisions of this Indenture relating and that is applicable to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply Company’s compliance with such securities laws and regulations and law or regulation shall not be deemed considered to have breached its obligations under such provisions be a Default of this Indenture by virtue of such conflictthose obligations.
Appears in 1 contract
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article Article 15, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article Article 15 to be exercised in the time and in the manner specified in this Article Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its our obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company Issuer will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company Issuer to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15, subject to extension if required to comply with law. To the extent that the provisions of any securities laws or and regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating with respect to the Company’s obligations to repurchase the Notes upon a Fundamental Changeof Notes, the Company shall Issuer is required to comply with such securities laws and regulations and shall not be deemed to have breached its obligations under such provisions be in breach of this Indenture by virtue of such conflictas a result thereof.
Appears in 1 contract
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the provisions of any tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Invitae Corp)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that that, as a result of a change in law occurring after the first date on which the Notes are issued, the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
ARTICLE 16 [RESERVED]
Appears in 1 contract
Samples: Indenture (BridgeBio Pharma, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 14 to be exercised in the time and in the manner specified in this Article 1514 subject to postponement in order to allow the Company to comply with applicable law. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its our obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Twilio Inc)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
: (a) comply with the tender offer rules under the Exchange Act that may then be applicable;
; (b) file a Schedule TO or any other required schedule under the Exchange Act; and
and (c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture Article 15 relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall will comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture Article 15 by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Pacific Biosciences of California, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply with the tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase the Notes upon a Fundamental Changepursuant to this Article 15, the Company shall comply with such securities laws and regulations and shall not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Complete Solaria, Inc.)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15offer, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;Act;
(b) file a Schedule TO or any other required schedule under the Exchange Act; Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; Notes; in each case, so as to permit the rights and obligations described under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture on which the notes are first issued conflict with the provisions of this Indenture Article 15 relating to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall will comply with such securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture Article 15 by virtue of such conflict.
Appears in 1 contract
Samples: Indenture (Redfin Corp)
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15, the Company will, if required:
(a) comply in all material respects with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To However, to the extent that the obligations of the Company to offer to repurchase and to repurchase Notes pursuant to the provisions of described above conflict with any securities laws law or regulations enacted or regulation adopted after the date of this Indenture conflict with the provisions of this Indenture relating and that is applicable to the Company’s obligations to repurchase the Notes upon a Fundamental Change, the Company shall comply Company’s compliance with such securities laws and regulations and law or regulation shall not be deemed considered to have breached its obligations under such provisions be a default of this Indenture by virtue of such conflictthose obligations.
Appears in 1 contract
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon pursuant to a Fundamental Change pursuant to this Article 15Repurchase Notice, the Company will, if required:
(a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable;
(b) file a Schedule TO or any other required schedule under the Exchange Act; and
(c) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15. To ; provided that to the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture by virtue of such conflict.
Appears in 1 contract
Covenant to Comply with Applicable Laws Upon Repurchase of Notes. In connection with any repurchase offer upon a Fundamental Change pursuant to this Article 15Section 1101, the Company will, if required:
(ai) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicableAct;
(bii) file a Schedule TO or any other required schedule under the Exchange Act; and
(ciii) otherwise comply in all material respects with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; , in each case, so as to permit the rights and obligations under this Article 15 Section 1101 to be exercised in the time and in the manner specified in this Article 15Section 1101. To the extent that the provisions of any securities laws or regulations enacted or adopted after the date of this Indenture conflict with the provisions of this Indenture relating to the Company’s obligations to repurchase purchase the Notes upon a Fundamental Change, the Company shall comply with such the applicable securities laws and regulations and shall will not be deemed to have breached its obligations under such provisions of this Indenture Section 1101 by virtue of such conflict.
Appears in 1 contract
