Common use of Deferral Pending Change of Control Clause in Contracts

Deferral Pending Change of Control. The obligation of the Issuer to prepay Notes pursuant to the offers required by Section 8.7(c) and accepted in accordance with Section 8.7(d) is subject to the occurrence of the Change of Control in respect of which such offers and acceptances shall have been made. In the event that such Change of Control does not occur on the Change of Control Proposed Prepayment Date in respect thereof, the prepayment shall be deferred until, and shall be made on the date on which, such Change of Control occurs. The Constituent Companies shall keep each holder of Notes reasonably and timely informed of (1) any such deferral of the date of prepayment, (2) the date on which such Change of Control and the prepayment are expected to occur and (3) any determination by the Parent Guarantor that efforts to effect such Change of Control have ceased or been abandoned (in which case the offers and acceptances made pursuant to this Section 8.7 in respect of such Change of Control automatically shall be deemed rescinded without penalty or other liability).

Appears in 3 contracts

Samples: Subsidiary Guaranty Agreement (Americold Realty Trust), Note and Guaranty Agreement (Americold Realty Trust), Subsidiary Guaranty Agreement (Americold Realty Trust)

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Deferral Pending Change of Control. The obligation of the Issuer Company to prepay Subordinated Notes pursuant to the offers required by Section 8.7(cParagraph 4E(3) above and accepted in accordance with Section 8.7(dParagraph 4E(4) above is subject to the occurrence of the Change of Control in respect of which such offers and acceptances shall have been made. In the event that such Change of Control does not occur on the Change of Control Proposed Prepayment Date in respect thereof, the prepayment shall be deferred until, and shall be made on the date on which, such Change of Control occurs. The Constituent Companies Company shall keep each holder of Subordinated Notes reasonably and timely informed of (1i) any such deferral of the date of prepayment, (2ii) the date on which such Change of Control and the prepayment are expected to occur and (3iii) any determination by the Parent Guarantor Company that efforts to effect such Change of Control have ceased or been abandoned (in which case the offers and acceptances made pursuant to this Section 8.7 Paragraph 4E in respect of such Change of Control automatically shall be deemed rescinded without penalty or other liability).

Appears in 1 contract

Samples: Securities Purchase Agreement (Varsity Brands Inc)

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Deferral Pending Change of Control. The obligation of the Issuer Company to prepay Notes pursuant to the offers required by Section 8.7(c) and accepted in accordance with Section 8.7(d) is subject to the occurrence of the Change of Control in respect of which such offers and acceptances shall have been made. In the event that such Change of Control does not occur before or on the Change of Control Proposed Prepayment Date in respect thereof, the prepayment shall be deferred until, and shall be made on the date on which, such Change of Control occurs. The Constituent Companies Company shall keep each holder of Notes reasonably and timely informed of (1) any such deferral of the date of prepayment, (2) the date on which such Change of Control and the prepayment are expected to occur and (3) any determination by the Parent Guarantor Company that efforts to effect such Change of Control have ceased or been abandoned (in which case the offers and acceptances made pursuant to this Section 8.7 in respect of such Change of Control automatically shall be deemed rescinded without penalty or other liability).

Appears in 1 contract

Samples: Note Purchase Agreement (Essential Utilities, Inc.)

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