Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount of money sufficient to repurchase all of such Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company Act, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Date, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase Date. (b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices on such Fundamental Change Repurchase Date, then (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the Notes). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 11 contracts
Samples: Indenture (TPG Specialty Lending, Inc.), Indenture (Ares Capital Corp), Indenture (Goldman Sachs BDC, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent paying agent appointed by the Company), or if the Company is acting as its own Paying Agentpaying agent, set aside, segregate and hold in trust as provided in Section 4.04) 4.04 on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other paying agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not validly withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent paying agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent paying agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then or, if extended in order to allow the Company to comply with applicable law, such later date, then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn in accordance with the provisions of this Indenture and the Applicable Procedures of the Depositary, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agentpaying agent) and (iii) all other rights of the Holders of such Notes with respect to the Notes will terminate on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of and (y) to the Notesextent not included in the Fundamental Change Repurchase Price, accrued and unpaid interest, if applicable).
(c) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Physical Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Physical Note surrendered.
Appears in 11 contracts
Samples: Convertible Note Subscription Agreement (L&F Acquisition Corp.), Indenture (BigBear.ai Holdings, Inc.), Indenture (KORE Group Holdings, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company(or, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on at or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActPaying Agent, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the Notesand, if applicable, accrued and unpaid interest).
(c) Upon surrender of a certificated Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new certificated Note in an authorized denomination equal in principal amount to the unrepurchased portion of the certificated Note surrendered.
Appears in 6 contracts
Samples: Indenture (Wolfspeed, Inc.), Indenture (Wolfspeed, Inc.), Indenture (Repay Holdings Corp)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the CompanyAgent, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActPaying Agent, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then or, if extended in order to allow the Company to comply with applicable law, such later date, then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes with respect to the Notes will terminate on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery and (y) if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or transfer prior to the related Interest Payment Date, the right of the NotesHolder of record on such Regular Record Date to receive the full amount of accrued and unpaid interest to, but excluding, such Interest Payment Date).
(c) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 6 contracts
Samples: Indenture (Lyft, Inc.), Indenture (Microchip Technology Inc), Indenture (Lyft, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent or Tender Agent, as the case may be, appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in Trustee (or other Paying Agent or Tender Agent, as the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadlinecase may be, such failure appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent or Tender Agent, as the case may be, appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent or Tender Agent, as the case may be, appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent or Tender Agent, as the case may be,) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the Notesand, if applicable, accrued and unpaid interest).
(c) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Physical Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Physical Note surrendered.
Appears in 5 contracts
Samples: Indenture (Silicon Laboratories Inc.), Indenture (Endologix Inc /De/), Indenture (Endologix Inc /De/)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered that have been validly tendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) , subject to postponement to comply with changes in applicable law after the date of this Indenture, will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note the Notes to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing sending checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of all on the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn in accordance with the provisions of this Indenture, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer Price), in each case, subject to the right of any Holder as of the Notes)close of business on any Regular Record Date to receive the related interest payment on the corresponding Interest Payment Date.
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 5 contracts
Samples: Purchase Agreement (Quotient LTD), Indenture (Quotient LTD), Indenture (Clovis Oncology, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If ; provided, however, that to the extent any such designee does not deposit an amount is received by the applicable Paying Agent after 11:00 a.m., New York City time on any Fundamental Change Repurchase Date, such deposit shall be deemed deposited on the next Business Day. Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee (or other applicable Paying Agent) shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesNotes and, if applicable, accrued and unpaid interest).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and and, upon receipt of a Company Order, the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 4 contracts
Samples: Indenture (Repay Holdings Corp), Indenture (Global Payments Inc), Indenture (Lantheus Holdings, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, will Company shall deposit with the Trustee (or other Paying Agent appointed by the Company), or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If ; provided, further, that to the extent such deposit is received by the Paying Agent after 11:00 a.m., New York City time, on any such designee does not due date, such deposit an amount will be deemed deposited on the next Business Day. Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not validly withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02, by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee or the Paying Agent (as applicable) shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase DateDate or any applicable extension thereof, then then, with respect to Notes that have been properly surrendered for repurchase and have not been validly withdrawn:
(i) such Notes will shall cease to be outstanding, (ii) outstanding and interest will shall cease to accrue on such Notes on such Fundamental Change Repurchase Date or any applicable extension thereof (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and ); and
(iiiii) all other rights of the Holders of such Notes will terminate on the Fundamental Change Repurchase Date (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery and (y) if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or transfer prior to the related Interest Payment Date, the right of the NotesHolder on such Regular Record Date to receive the accrued and unpaid interest to, but not including, the Fundamental Change Repurchase Date).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased unpurchased portion of the Note surrendered, without payment of any service charge.
Appears in 4 contracts
Samples: Indenture (Itron, Inc.), Indenture (Verint Systems Inc), Indenture (MACOM Technology Solutions Holdings, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the CompanyAgent, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActPaying Agent, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) or tender agent holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then or, if extended in order to allow the Company to comply with applicable law, such later date, then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes with respect to the Notes will terminate on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery and (y) if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or transfer prior to the related Interest Payment Date, the right of the NotesHolder of record on such Regular Record Date to receive the full amount of accrued and unpaid interest, if any, to, but not including, such Interest Payment Date).
(c) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Physical Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Physical Note surrendered.
Appears in 4 contracts
Samples: Indenture (Alnylam Pharmaceuticals, Inc.), Indenture (Alnylam Pharmaceuticals, Inc.), Indenture (Global Blood Therapeutics, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent or Tender Agent, as the case may be, appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in Trustee (or other Paying Agent or Tender Agent, as the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadlinecase may be, such failure appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) 15.02 and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent or Tender Agent, as the case may be, appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent or Tender Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent or Tender Agent, as the case may be, appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee Trustee, Paying Agent or Paying Tender Agent, as the case may be) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the Notesand, if applicable, accrued and unpaid interest).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 3 contracts
Samples: Indenture (Upstart Holdings, Inc.), Indenture (Upstart Holdings, Inc.), Indenture (Upstart Holdings, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company(or, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on at or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActPaying Agent, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of all (and, to the Notes or portions thereof for which Holders have surrendered and extent not withdrawn included in the Fundamental Change Repurchase Notices Price, accrued and unpaid interest, if applicable) of the Notes to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the Notesand, if applicable, accrued and unpaid interest).
(c) Upon surrender of a certificated Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new certificated Note in an authorized denomination equal in principal amount to the unrepurchased portion of the certificated Note surrendered.
Appears in 3 contracts
Samples: Indenture (Tilray, Inc.), Indenture (Aphria Inc.), Indenture
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice. Nothing herein shall preclude any withholding tax required by law.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) ), subject to the right of a Holder of any Notes on a Regular Record Date to receive the related interest payment, and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the Notesand, if applicable, interest as provided in Section 14.01(a)).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased un-repurchased portion of the Note surrendered.
Appears in 3 contracts
Samples: Indenture (Encore Capital Group Inc), Indenture (Encore Capital Group Inc), Indenture (Encore Capital Group Inc)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date Date, an amount of money cash and/or shares of Common Stock or Acquiror Securities, as applicable, sufficient to repurchase all of the Notes Debentures to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such Notes funds and/or Debentures by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes Debentures surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note Debenture (provided the Holder has satisfied the conditions in Section 14.0115.01) and (ii) the time of book-entry transfer or the delivery of such Note Debenture to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.01 by mailing checks and/or delivering shares of Common Stock or Acquiror Securities, as applicable, for the amount payable to the Holders of such Notes Debentures entitled thereto as they shall appear in the Note Debenture Register; provided, however, that payments of cash to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds and/or shares of Common Stock or Acquiror Securities, as applicable, in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money cash, shares of Common Stock, Acquiror Securities, or a combination thereof sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes Debentures or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then (i) such Notes Debentures will cease to be outstanding, (ii) interest will cease to accrue on such Notes Debentures (whether or not book-entry transfer of the Notes Debentures has been made or the Notes Debentures have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes Debentures will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Note Debenture that is to be repurchased in part pursuant to Section 14.0115.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note Debenture in an authorized denomination equal in principal amount to the unrepurchased portion of the Note Debenture surrendered.
Appears in 3 contracts
Samples: Indenture (Vishay Intertechnology Inc), Indenture (Vishay Intertechnology Inc), Indenture (Vishay Intertechnology Inc)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) Section 4.04 on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01Section 15.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) Company by the Holder thereof in the manner required by Section 14.01 Section 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) Company holds money sufficient to pay the Fundamental Change Repurchase Price of all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices to be repurchased on such the Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn in accordance with the provisions of this Indenture, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a certificated Note that is to be repurchased in part pursuant to Section 14.01Section 15.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new certificated Note in an authorized denomination equal in principal amount to the unrepurchased portion of the certificated Note surrendered.
Appears in 3 contracts
Samples: Indenture (Plug Power Inc), Indenture (Esperion Therapeutics, Inc.), Indenture (Plug Power Inc)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the CompanyAgent, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) 4.04 on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActPaying Agent, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then (i) or, if extended in order to allow the Company to comply with applicable law, such later date, then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, such Notes will cease to be outstanding, (ii) interest Special Interest, if and to the extent that any such accrued and unpaid Special Interest exists as of such date will cease to accrue on such Notes on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes with respect to the Notes will terminate on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery and (y) if the Fundamental Change Repurchase Date falls after a Special Interest Record Date but on or transfer prior to the related Special Interest Payment Date, the right of the NotesHolder of record on such Special Interest Record Date to receive the full amount of any accrued and unpaid Special Interest to, but excluding, such Special Interest Payment Date).
(c) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 3 contracts
Samples: Indenture (BILL Holdings, Inc.), Indenture (Cloudflare, Inc.), Indenture (Cloudflare, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Issuer will deposit with the Trustee (or other Paying Agent appointed by the CompanyIssuer, or if the Company Issuer is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActIssuer), payment for Notes surrendered for repurchase (and not validly withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided that the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the CompanyIssuer) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Holder or the account of the Depositary or its nominee, as applicable. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Issuer, return to the Company Issuer any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the CompanyIssuer) holds money sufficient to pay the Fundamental Change Repurchase Price of all (and, to the Notes or portions thereof for which Holders have surrendered and extent not withdrawn included in the Fundamental Change Repurchase Notices Price, accrued and unpaid interest, if applicable) of the Notes to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or whether or not the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of and, to the Notesextent not included in the Fundamental Change Repurchase Price, accrued and unpaid interest, if applicable).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01, the Company Issuer shall execute execute, and the Trustee shall authenticate and deliver to the Holder Holder, a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 2 contracts
Samples: Business Combination Agreement (M3-Brigade Acquisition III Corp.), Subscription Agreement (M3-Brigade Acquisition III Corp.)
Deposit of Fundamental Change Repurchase Price. (a) The CompanyOn or before 10:00 a.m. New York City time on the Business Day following the applicable Fundamental Change Repurchase Date, or its designee, will the Company shall deposit with the Trustee (or other Paying Agent appointed by (or, if the Company, Company or if an Affiliate of the Company is acting as its own the Paying Agent, set aside, shall segregate and hold in trust as provided in Section 4.042.05 of this Indenture) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any (in immediately available funds if deposited on or after such designee does not deposit an amount of money sufficient to repurchase all of such Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company Act, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on sufficient to pay the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Date, return to the Company any funds in excess of the aggregate Fundamental Change Repurchase Price of all the Notes, Securities or portions thereof, thereof that are to be purchased as of the Company is obligated to purchase on the applicable Fundamental Change Repurchase Date.
(b) If by 11:00 a.m. New York City time, a Paying Agent holds on the Business Day following the Fundamental Change Repurchase Date, in accordance with the Trustee (or other Paying Agent appointed by the Company) holds terms hereof, money sufficient to pay the Fundamental Change Repurchase Price of all the Notes or portions thereof any Security for which Holders have surrendered a Fundamental Change Repurchase Notice has been tendered and not withdrawn Fundamental Change Repurchase Notices on such in accordance with this Indenture then, immediately following the applicable Fundamental Change Repurchase Date, then (i) whether or not the Security is delivered to the Paying Agent, each such Notes Security will cease to be outstanding, (ii) interest will interest, including Special Interest, if any, shall cease to accrue on such Notes (whether or not book-entry transfer of accrue, and the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders Holder in respect of such Notes will the Security shall terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesSecurity as aforesaid).
(c) Upon surrender of If a Note that is to Fundamental Change Repurchase Date falls after a Regular Record Date and on or before the related Interest Payment Date, then interest on the Securities payable on such Interest Payment Date will be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver payable to the Holder a new Note Holders in an authorized denomination equal in principal amount to whose names the unrepurchased portion Securities are registered at the close of the Note surrenderedbusiness on such Regular Record Date.
Appears in 2 contracts
Samples: Indenture (Vertex Pharmaceuticals Inc / Ma), Indenture (Vertex Pharmaceuticals Inc / Ma)
Deposit of Fundamental Change Repurchase Price. (a) The CompanyOn or before 12:00 p.m. (noon) New York City time on the Business Day following the applicable Fundamental Change Repurchase Date, or its designee, will the Company shall deposit with the Trustee or with a Paying Agent (or other Paying Agent appointed by if the Company, Company or if an Affiliate of the Company is acting as its own the Paying Agent, set aside, shall segregate and hold in trust as provided in Section 4.042.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any (in immediately available funds if deposited on or after such designee does not deposit an amount of money sufficient to repurchase all of such Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company Act, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on ), sufficient to pay the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Date, return to the Company any funds in excess of the aggregate Fundamental Change Repurchase Price of all the Notes, Securities or portions thereof, thereof that the Company is obligated are to purchase on the applicable be purchased as of such Fundamental Change Repurchase Date.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, a Paying Agent or the Trustee (or other Paying Agent appointed by holds, in accordance with the Company) holds terms hereof, money sufficient to pay the Fundamental Change Repurchase Price of all the Notes or portions thereof any Security for which Holders have surrendered a Fundamental Change Repurchase Notice has been tendered and not withdrawn Fundamental Change Repurchase Notices in accordance with this Indenture then, on such the Business Day following the applicable Fundamental Change Repurchase Date, then (i) such Notes Security will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been Security is delivered to the Trustee Paying Agent or Paying Agent) the Trustee, and (iii) all other interest and Additional Interest, if any, shall cease to accrue, and the rights of the Holders Holder in respect of such Notes will the Security shall terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery as aforesaid). The Company shall publicly announce the principal amount of Securities repurchased on or transfer of as soon as practicable after the Notes)Fundamental Change Repurchase Date.
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver The Paying Agent will promptly return to the Holder respective Holders thereof any Securities with respect to which a new Note Fundamental Change Repurchase Notice has been withdrawn in an authorized denomination equal in principal amount compliance with this Indenture.
(d) If a Fundamental Change Repurchase Date falls after a Regular Record Date and on or before the related Interest Payment Date, then interest on the Securities payable on such Interest Payment Date will be payable to the unrepurchased portion Holders in whose names the Securities are registered at the close of the Note surrenderedbusiness on such Regular Record Date.
Appears in 2 contracts
Samples: Indenture (Bowater Inc), Indenture (AbitibiBowater Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04trust) on or prior to 11:00 a.m., a.m. New York City time, on the Fundamental Change Repurchase Date an amount of money cash sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase DateExpiration Time) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder holder has satisfied the conditions in Section 14.016.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder holder thereof in the manner required by Section 14.01 6.02 by mailing checks for the amount payable to the Holders holders of such Notes entitled thereto as they shall appear in the Note Register; , provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn that are to be repurchased as a result of the corresponding Fundamental Change Repurchase Notices on such Fundamental Change Repurchase DateChange, then (i) such Notes will cease to be outstanding, (ii) interest interest, including Additional Interest, if any, will cease to accrue on such Notes, and (iii) all other rights of the holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price, and previously accrued but unpaid interest, including Additional Interest, if any, upon delivery of the Notes), whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the Notes).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.016.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 2 contracts
Samples: Second Supplemental Indenture (Borgwarner Inc), Second Supplemental Indenture (Borgwarner Inc)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company), or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) 4.04 on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not validly withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then or, if extended in order to allow the Company to comply with applicable law, such later date, then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn in accordance with the provisions of this Indenture and the Applicable Procedures of the Depositary, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes with respect to the Notes will terminate on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of and (y) to the Notesextent not included in the Fundamental Change Repurchase Price, accrued and unpaid interest, if applicable).
(c) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Physical Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Physical Note surrendered.
Appears in 2 contracts
Samples: First Supplemental Indenture and Amendment to Security and Pledge Agreement (UpHealth, Inc.), Indenture (UpHealth, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the CompanyAgent, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If ; provided, further, that to the extent such deposit is received by the Paying Agent after 11:00 a.m. New York City time, on any such designee does not due date, such deposit an amount will be deemed deposited on the next Business Day. Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActPaying Agent, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying AgentTrustee) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 2 contracts
Samples: Indenture (MICROSTRATEGY Inc), Indenture (Apellis Pharmaceuticals, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the CompanyAgent, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActPaying Agent, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the Notes)Price.
(c) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 2 contracts
Samples: Indenture (Sarepta Therapeutics, Inc.), Indenture (Sarepta Therapeutics, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the CompanyAgent, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) 4.04 on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActPaying Agent, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(ba) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then (i) or, if extended in order to allow the Company to comply with applicable law, such later date, then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes with respect to the Notes will terminate on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery and (y) if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or transfer prior to the related Interest Payment Date, the right of the NotesHolder of record on such Regular Record Date to receive the full amount of accrued and unpaid interest to, but excluding, such Interest Payment Date).
(cb) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 2 contracts
Samples: Indenture (Upwork, Inc), Indenture (Cloudflare, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee Paying Agent (or any other Paying Agent agent appointed for this purpose by the Company), or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 10:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in Paying Agent (or other agent appointed for this purpose by the immediately preceding sentence Company) and the Company does not otherwise deposit such an amount by such deadlineTrustee, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company Actapplicable, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Datein accordance with Section 15.03) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02, as applicable, by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Common Depositary shall be made by wire transfer of immediately available funds to the account of the Common Depositary or its nominee. The Trustee Paying Agent (or other agent appointed for this purpose by the Company) shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. 10:00 a.m., New York City time, on the Fundamental Change Repurchase Date, the Trustee Paying Agent (or other Paying Agent agent appointed for this purpose by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and not validly withdrawn, on such Fundamental Change Repurchase Date, (i) such Notes will cease to be outstanding, outstanding and (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee Note Registrar, upon receipt of a Company Order, shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 2 contracts
Samples: Indenture (NIO Inc.), Indenture (NIO Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 10:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient funds and/or Notes to repurchase all of such Notes be repurchased by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee (or other Paying Agent appointed by the Company) shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 10:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and not validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery and (y) if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or transfer prior to the related Interest Payment Date, the right of the NotesHolder of record on such Regular Record Date to receive the related interest payment).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 2 contracts
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the CompanyAgent, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActPaying Agent, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase DateDate (subject to extension in order to allow the Company to comply with applicable law), the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then or, if extended in order to allow the Company to comply with applicable law, such later date, then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes with respect to the Notes will terminate on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery and (y) if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or transfer prior to the related Interest Payment Date, the right of the NotesHolder of record on such Regular Record Date to receive the full amount of accrued and unpaid interest to, but excluding, such Interest Payment Date).
(c) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 2 contracts
Samples: Indenture (New Relic, Inc.), Indenture (Zendesk, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The CompanyOn or prior to the Fundamental Change Repurchase Date, or its designee, the Company will deposit with the Trustee (or other Paying Agent appointed by the Company, Company or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.045.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase on the Fundamental Change Repurchase Date all of the Notes to be repurchased on such date at the appropriate Fundamental Change Repurchase Price; provided that if such payment is made on the Fundamental Change Repurchase Date it must be received by the Trustee or Paying Agent, as the case may be, by 11:00 a.m. New York City time, on such date. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn withdrawn) prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) Expiration Time will be made on promptly after the later of (ix) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder holder has satisfied the conditions in Section 14.0116.02) and (iiy) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder holder thereof in the manner required by Section 14.01 16.02) by mailing checks for the amount payable to the Holders holders of such Notes entitled thereto as they shall appear in the Note Register; , provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay repurchase on the Fundamental Change Repurchase Price of Date all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices on such that are to be purchased as of the Fundamental Change Repurchase Date, then on and after the Business Day following the Fundamental Change Repurchase Date (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes, and (iii) all other rights of the holders of such Notes (will terminate, whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (, other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the Notes).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 2 contracts
Samples: Indenture (Lifepoint Hospitals, Inc.), Indenture (Lifepoint Hospitals, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, (or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If ; provided, further, that to the extent such deposit is received by the Paying Agent after 11:00 a.m. New York City time, on any such designee does not due date, such deposit an amount will be deemed deposited on the next Business Day. Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActPaying Agent, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02, as applicable, by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(ba) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, Date the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase DateDate then, then with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying AgentTrustee) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(cb) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 2 contracts
Samples: Indenture (Alignment Healthcare, Inc.), Indenture (Alignment Healthcare, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close Close of business Business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice. Nothing herein shall preclude any withholding tax required by law.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then (i) such Notes will cease to be outstandingOutstanding, (ii) (subject to the right of a Holder of any Notes on a Regular Record Date to receive the related interest payment) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of or, if applicable, interest as provided in the Notesproviso to Section 14.01).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination Authorized Denomination equal in principal amount to the unrepurchased un-repurchased portion of the Note surrendered.
Appears in 2 contracts
Samples: Indenture (Pacira BioSciences, Inc.), Indenture (Pacira BioSciences, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If ; provided, that to the extent such deposit is received by the Paying Agent after 11:00 a.m. New York City time, on any such designee does not due date, such deposit an amount will be deemed deposited on the next Business Day. Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing sending checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee or Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn in accordance with the provisions of this Indenture, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 2 contracts
Samples: Indenture (Iterum Therapeutics PLC), Indenture (Iterum Therapeutics PLC)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the CompanyAgent, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) 4.04 on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActPaying Agent, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(ba) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then (i) or, if extended in order to allow the Company to comply with applicable law, such later date, then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, such Notes will cease to be outstanding, (ii) interest Special Interest, if and to the extent that any such accrued and unpaid Special Interest exists as of such date will cease to accrue on such Notes on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes with respect to the Notes will terminate on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery and (y) if the Fundamental Change Repurchase Date falls after a Special Interest Record Date but on or transfer prior to the related Special Interest Payment Date, the right of the NotesHolder of record on such Special Interest Record Date to receive the full amount of any accrued and unpaid Special Interest to, but excluding, such Special Interest Payment Date).
(cb) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 2 contracts
Samples: Indenture (Bill.com Holdings, Inc.), Indenture (Bill.com Holdings, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the U.S. Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.044.04(a) and Section 7.05) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure U.S. Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not validly withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02(a)) and (ii) the time of book-entry transfer or the delivery of such Note to the U.S. Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02(a) by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The U.S. Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the U.S. Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or whether or not the Notes have been delivered to the U.S. Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.02(a), the Company shall execute and the U.S. Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 2 contracts
Samples: Indenture (Canopy Growth Corp), Indenture (Canopy Growth Corp)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.045.04) on or prior to 11:00 a.m., a.m. (New York City time, ) on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0116.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear 16.02 in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nomineeaccordance with this Indenture. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If Subject to a Holder’s right to receive interest, including any Additional Interest, on the related Interest Payment Date where the Fundamental Change Repurchase Date falls between a Regular Record Date and the Interest Payment Date to which it relates, if by 11:00 a.m. (New York City time, ) on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn that are to be repurchased as a result of the corresponding Fundamental Change Repurchase Notices on such Fundamental Change Repurchase DateChange, then (i) such Notes will cease to be outstandingoutstanding and interest, (ii) interest including any Additional Interest, will cease to accrue on such Notes (Notes, whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) , and (iiiii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price Price, previously accrued but unpaid interest, including any Additional Interest, and Additional Amounts, if any, upon book-entry transfer or delivery or transfer of the Notes).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0116.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 2 contracts
Samples: Indenture (Sina Corp), Indenture (WEIBO Corp)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice. Nothing herein shall preclude any withholding tax required by law.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 2 contracts
Samples: Indenture (HCI Group, Inc.), Indenture (Portfolio Recovery Associates Inc)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent or Tender Agent, as the case may be, appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in Trustee (or other Paying Agent or Tender Agent, as the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadlinecase may be, such failure appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) 15.02 and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent or Tender Agent, as the case may be, appointed by the Company)) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent or Tender Agent, as the case may be, appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee Trustee, Paying Agent or Paying Tender Agent, as the case may be) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the Notesand, if applicable, accrued and unpaid interest).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 2 contracts
Samples: Indenture (Solaredge Technologies, Inc.), Indenture (Sunrun Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.0410.03 of the Original Indenture) on or prior to 11:00 a.m., New York City time, on the Business Day following the Fundamental Change Repurchase Date Date, as the case may be, an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price, as the case may be. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes properly surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase DateExpiration Time, as applicable) will be made on the later of (i) the Business Day following the Fundamental Change Repurchase Date Date, as the case may be, with respect to such Note (provided the Holder holder has satisfied the conditions in Section 14.019.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder holder thereof in the manner required by Section 14.01 9.01, by mailing checks for the amount payable to the Holders holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of Price, as the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase Datecase may be.
(b) If by 11:00 a.m. a.m., New York City time, on the Business Day following the Fundamental Change Repurchase Date, as the case may be, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices on such Fundamental Change Repurchase Datethat are to be repurchased, then (i) such Notes will cease to be outstanding, (ii) Outstanding and interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iiiii) all other rights of the Holders holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price Price, as the case may be, upon delivery or transfer of the Notes).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.019.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 2 contracts
Samples: Supplemental Indenture (Energy Conversion Devices Inc), Supplemental Indenture (Energy Conversion Devices Inc)
Deposit of Fundamental Change Repurchase Price. (a) The CompanyOn or before 12:00 p.m.(noon) New York City time on the applicable Fundamental Change Repurchase Date, or its designee, will the Company shall deposit with the Trustee or with a paying agent (or other Paying Agent appointed by if the Company, Company or if an Affiliate of the Company is acting as its own Paying Agentthe paying agent, set aside, shall segregate and hold in trust as provided in Section 4.042.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any (in immediately available funds if deposited on or after such designee does not deposit an amount of money sufficient to repurchase all of such Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company Act, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on ), sufficient to pay the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Date, return to the Company any funds in excess of the aggregate Fundamental Change Repurchase Price of all the Notes, Debentures or portions thereof, thereof that the Company is obligated are to purchase on the applicable be purchased as of such Fundamental Change Repurchase Date.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, a paying agent or the Trustee (or other Paying Agent appointed by holds, in accordance with the Company) holds terms hereof, money sufficient to pay the Fundamental Change Repurchase Price of all the Notes or portions thereof any Debenture for which Holders have surrendered a Fundamental Change Repurchase Notice has been tendered and not withdrawn Fundamental Change Repurchase Notices in accordance with this Indenture then, on such the Business Day following the applicable Fundamental Change Repurchase Date, then (i) such Notes Debenture will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been Debenture is delivered to the Trustee paying agent or Paying Agent) the Trustee, and (iii) all other interest shall cease to accrue, and the rights of the Holders Debentureholder in respect of such Notes will the Debenture shall terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery as aforesaid). The Company shall publicly announce the principal amount of Debentures repurchased on or transfer of as soon as practicable after the Notes)Fundamental Change Repurchase Date.
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver The paying agent will promptly return to the Holder respective Debentureholders any Debentures with respect to which a new Note Fundamental Change Repurchase Notice has been withdrawn in an authorized denomination equal in principal amount compliance with this Indenture.
(d) If a Fundamental Change Repurchase Date falls after a Record Date and before the next succeeding Interest Payment Date, then interest on the Debentures payable on such Fundamental Change Repurchase Date will be payable to the unrepurchased portion Debentureholders in whose names the Debentures are registered at the close of the Note surrenderedbusiness on such Record Date.
Appears in 2 contracts
Samples: Indenture (Mentor Graphics Corp), Indenture (Mentor Graphics Corp)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, will Company shall deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.044.03 of the Base Indenture) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Security Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee, in accordance with the procedures of the Depositary. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will shall cease to be outstandingOutstanding, (ii) interest will shall cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will shall terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: First Supplemental Indenture (Acorda Therapeutics Inc)
Deposit of Fundamental Change Repurchase Price. (a) The CompanyOn or before 12:00 p.m.(noon) New York City time on the Business Day following the applicable Fundamental Change Repurchase Date, or its designee, will the Company shall deposit with the Trustee or with a Paying Agent (or other Paying Agent appointed by if the Company, Company or if an Affiliate of the Company is acting as its own the Paying Agent, set aside, shall segregate and hold in trust as provided in Section 4.042.04 hereof) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any (in immediately available funds if deposited on or after such designee does not deposit an amount of money sufficient to repurchase all of such Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company Act, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on ), sufficient to pay the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Date, return to the Company any funds in excess of the aggregate Fundamental Change Repurchase Price of all the Notes, Securities or portions thereof, thereof that the Company is obligated are to purchase on the applicable be purchased as of such Fundamental Change Repurchase Date.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, a Paying Agent or the Trustee (or other Paying Agent appointed by holds, in accordance with the Company) holds terms hereof, money sufficient to pay the Fundamental Change Repurchase Price of all the Notes or portions thereof any security for which Holders have surrendered a Fundamental Change Repurchase Notice has been tendered and not withdrawn Fundamental Change Repurchase Notices in accordance with this Supplemental Indenture then, on such the Business Day following the applicable Fundamental Change Repurchase Date, then (i) such Notes Security will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been Security is delivered to the Trustee Paying Agent or Paying Agent) the Trustee, and (iii) all other interest shall cease to accrue, and the rights of the Holders Holder in respect of such Notes will the Security shall terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery as aforesaid). The Company shall publicly announce the principal amount of Securities repurchased on or transfer of as soon as practicable after the Notes)Fundamental Change Repurchase Date.
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver The Paying Agent will promptly return to the Holder respective Holders thereof any Securities with respect to which a new Note Fundamental Change Repurchase Notice has been withdrawn in an authorized denomination equal in principal amount compliance with this Supplemental Indenture.
(d) If a Fundamental Change Repurchase Date falls after a Regular Record Date and on or before the related Interest Payment Date, then interest on the Securities payable on such Fundamental Change Repurchase Date will be payable to the unrepurchased portion Holders in whose names the Securities are registered at the close of the Note surrenderedbusiness on such Regular Record Date.
Appears in 1 contract
Samples: First Supplemental Indenture (Hutchinson Technology Inc)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company), or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) 4.04 on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not validly withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0113.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 13.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then or, if extended in order to allow the Company to comply with applicable law, such later date, then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn in accordance with the provisions of this Indenture and the Applicable Procedures of the Depositary, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes with respect to the Notes will terminate on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of and (y) to the Notesextent not included in the Fundamental Change Repurchase Price, accrued and unpaid interest, if applicable).
(c) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.0113.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Physical Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Physical Note surrendered.
Appears in 1 contract
Samples: Indenture (Selina Hospitality PLC)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, will Company shall deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business 5:00 p.m., New York City time, on the Business Day immediately preceding the Fundamental Change Repurchase Date) will shall be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. a.m., New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: Indenture (Molycorp, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, will Company shall deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.044.03) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business 5:00 p.m., New York City time, on the Business Day immediately preceding the Fundamental Change Repurchase Date) will shall be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0112.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 12.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. a.m., New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and not validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0112.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: First Supplemental Indenture (Cobalt International Energy, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The CompanyPrior to 1:00 p.m., or its designeeNew York City time, will on the applicable Fundamental Change Repurchase Date, the Company shall deposit with the Trustee (or other Paying Agent appointed by the Company, (or if the Company or a (NY) 20543/090/INDENTURE/arm.indenture.doc Subsidiary or an Affiliate of any of them is acting as its own the Paying Agent, set aside, shall segregate and hold in trust as provided in Section 4.042.04) an amount of Cash (in immediately available funds if deposited on such Business Day) sufficient to pay the aggregate Fundamental Change Repurchase Price of all the Securities or prior portions thereof which are to 11:00 a.m.be repurchased on such Fundamental Change Repurchase Date. If the Paying Agent holds, in accordance with the terms hereof, at 1:00 p.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount of money sufficient to repurchase all of such Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company Act, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a applicable Fundamental Change Repurchase Date, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase Date.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money Cash sufficient to pay the Fundamental Change Repurchase Price of all the Notes or portions thereof any Securities for which Holders have surrendered a Fundamental Change Repurchase Notice has been tendered and not withdrawn Fundamental Change Repurchase Notices pursuant to Section 3.09(b), then, on and after such Fundamental Change Repurchase Date, then (i) such Notes will Securities shall cease to be outstandingoutstanding and interest, if any (ii) interest will including Additional Interest, if any), on such Securities shall cease to accrue on such Notes (accrue, whether or not book-entry transfer of the Notes has been made or the Notes have been such Securities are delivered to the Trustee or Paying Agent) , and (iii) all other the rights of the Holders of such Notes will in respect thereof shall terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the Notes).
(csuch Securities, together with necessary endorsements) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrenderedrepurchased Securities will be cancelled.
Appears in 1 contract
Samples: Indenture (Arvinmeritor Inc)
Deposit of Fundamental Change Repurchase Price. Prior to 10:00 a.m. (a) The Company, or its designee, will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount of money sufficient to repurchase all of such Notes by the deadline set forth local time in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes City of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company Act, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase DateNew York) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Date, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase Date.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Company shall deposit with the Trustee (or other with the Paying Agent appointed by (or, if the CompanyCompany or a Subsidiary or an Affiliate of either of them is acting as the Paying Agent, shall segregate and hold in trust as provided herein) an amount of money (in immediately available funds if deposited on such Business Day) or Common Stock or Acquiror Securities, if permitted hereunder, sufficient to pay the Fundamental Change Repurchase Price, of all the Securities or portions thereof that are to be repurchased as of the Fundamental Change Repurchase Date. The Company shall promptly notify the Trustee in writing of the amount of any deposits of cash, Common Stock or Acquiror Securities made pursuant to this Section 8.04. If the Paying Agent holds money cash, Common Stock or Acquiror Securities sufficient to pay the Fundamental Change Repurchase Price of all the Notes or portions thereof any Security for which Holders have surrendered a Fundamental Change Repurchase Notice has been tendered and not withdrawn Fundamental Change Repurchase Notices in accordance with this Indenture as of the close of business on such the Business Day prior to the Fundamental Change Repurchase Date, then immediately following the Fundamental Change Repurchase Date, (ia) such Notes Security will cease to be outstanding, (ii) interest outstanding and Interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) thereon and (iiib) all other rights of the Holders of such Notes Holder in respect thereof will terminate (other than the right to receive the Fundamental Change Repurchase Price and previously accrued and unpaid Interest upon delivery or transfer of the Notessuch Security).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: Indenture (Intel Corp)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date Date, as the case may be, an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note Date, as the case may be, (provided the Holder has satisfied the conditions in Section 14.0115.02, as the case may be) and (ii) the time of book-entry book‑entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02, as applicable, by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, as the case may be, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then as the case may be, then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry book‑entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer and, if applicable, accrued and unpaid interest), in each case subject to the right of any Holder as of the Notes)close of business on a Regular Record Date to receive the corresponding interest payment.
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: Indenture (FireEye, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice. Nothing herein shall preclude any withholding tax required by law.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to Notes that have been properly surrendered for repurchase and have not been validly withdrawn in accordance with the provisions of this Indenture, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: Indenture (Shutterfly Inc)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, will Company shall deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.044.04(a) and Section 7.05) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not validly withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will shall be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02(a)) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02(a) by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will shall cease to be outstanding, (ii) interest will shall cease to accrue on such Notes (whether or not book-book- entry transfer of the Notes has been made or whether or not the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will shall terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.02(a), the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: Indenture (Silvercorp Metals Inc)
Deposit of Fundamental Change Repurchase Price. Prior to 10:00 a.m. (alocal time in The City of New York) The Companyon a date that is promptly following the later of the Fundamental Change Repurchase Date and the time of the book-entry transfer or delivery of the Securities in accordance with this Article 4, or its designeesubject to extension to comply with applicable law, will the Company shall deposit with the Trustee (or other with the Paying Agent appointed by the Company(or, or if the Company or a Subsidiary or an Affiliate of either of them is acting as its own the Paying Agent, set aside, shall segregate and hold in trust as provided herein) an amount of money (in Section 4.04immediately available funds if deposited on such Business Day) on or prior sufficient to 11:00 a.m., New York City time, on pay the Fundamental Change Repurchase Date an amount Price, of money sufficient to repurchase all of the Notes Securities or portions thereof that are to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount purchased as of money sufficient to repurchase all of such Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company Act, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to . The Company shall promptly notify the Trustee (or other in writing of the amount of any deposits of cash made pursuant to this Section 4.04. If the Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Date, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase Date.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money cash sufficient to pay the Fundamental Change Repurchase Price of all the Notes or portions thereof any Security for which Holders have surrendered a Fundamental Change Repurchase Notice has been tendered and not withdrawn Fundamental Change Repurchase Notices in accordance with this Indenture as of the close of business on such the Business Day following the Fundamental Change Repurchase Date, then as of such Business Day following the Fundamental Change Repurchase Date, (ia) such Notes Security will cease to be outstanding, (ii) outstanding and interest will cease to accrue on such Notes thereon (whether or not book-entry transfer of the Notes has been such Security is made or the Notes have been such Security is delivered to the Trustee or Paying Agent) and (iiib) all other rights of the Holders of such Notes Holder in respect thereof will terminate (other than the right to receive the Fundamental Change Repurchase Price and previously accrued and unpaid interest upon delivery or book-entry transfer of the Notessuch Security).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: Indenture (GMX Resources Inc)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, will Company shall deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date Date, an amount of money sufficient to repurchase all of the Notes Securities to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such Notes funds and/or Securities by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActTrustee (or other Paying Agent), payment for Notes Securities surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note Securities (provided the Holder of the Securities has satisfied the conditions in Section 14.0112.1) and (ii) the time of book-entry transfer or the delivery of such Note Securities to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks 12.1 and in accordance with Section 3.1(e) hereof for the amount payable to the Holders of such Notes Securities entitled thereto as they shall appear in the Note Security Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, as the case may be, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes Securities or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, as the case may be, then (i) such Notes Securities will cease to be outstandingOutstanding, (ii) interest will cease to accrue on such Notes Securities (whether or not book-entry transfer of the Notes Securities has been made or the Notes Securities have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes Securities will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Note Security that is to be repurchased in part pursuant to Section 14.0112.1, the Company shall execute and the Trustee upon receipt of a Company Order shall authenticate and deliver to the Holder a new Note Security in an authorized denomination equal in principal amount to the unrepurchased portion of the Note Securities surrendered.
Appears in 1 contract
Samples: Indenture (RAIT Financial Trust)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent paying agent appointed by the Company), or if the Company is acting as its own Paying Agentpaying agent, set aside, segregate and hold in trust as provided in Section 4.04) 4.04 on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other paying agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not validly withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent paying agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent paying agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then or, if extended in order to allow the Company to comply with applicable law, such later date, then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn in accordance with the provisions of this Indenture and the Applicable Procedures of the Depositary, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agentpaying agent) and (iii) all other rights of the Holders of such Notes with respect to the Notes will terminate on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of and (y) to the Notesextent not included in the Fundamental Change Repurchase Price, accrued and unpaid interest, if applicable).
(c) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Physical Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Physical Note surrendered.. Table of Contents
Appears in 1 contract
Samples: Indenture (Kaleyra, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent paying agent appointed by the Company), or if the Company is acting as its own Paying Agentpaying agent, set aside, segregate and hold in trust as provided in Section 4.04) 4.04 on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other paying agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not validly withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent paying agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent paying agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then or, if extended in order to allow the Company to comply with applicable law, such later date, then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn in accordance with the provisions of this Indenture and the Applicable Procedures of the Depositary, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes and the Accreted Principal Amount will cease to accrete on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agentpaying agent) and (iii) all other rights of the Holders of such Notes with respect to the Notes will terminate on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of and (y) to the Notesextent not included in the Fundamental Change Repurchase Price, accrued and unpaid interest, if applicable).
(c) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Physical Note in an authorized denomination equal in principal amount at maturity to the unrepurchased portion of the Physical Note surrendered.
Appears in 1 contract
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent paying agent appointed by the Company), or if the Company is acting as its own Paying Agentpaying agent, set aside, segregate and hold in trust as provided in Section 4.04) 4.04 on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other paying agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent paying agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(ba) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent paying agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then or, if extended in order to allow the Company to comply with applicable law, such later date, then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn in accordance with the provisions of this Indenture and the procedures of the Depositary, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agentpaying agent) and (iii) all other rights of the Holders of such Notes with respect to the Notes will terminate on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery and (y) if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or transfer prior to the related Interest Payment Date, the right of the NotesHolder of record on such Regular Record Date to receive the full amount of accrued and unpaid interest to, but excluding, such Interest Payment Date).
(cb) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Physical Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Physical Note surrendered.
Appears in 1 contract
Samples: Indenture (Lightning eMotors, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice. Nothing herein shall preclude any withholding tax required by law.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then (i) such Notes will cease to be outstandingoutstanding (subject to the right of a Holder of any Notes on a Regular Record Date to receive the related interest payment), (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the Notesand, if applicable, interest as provided in Section 14.01(a)).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: Indenture (Pra Group Inc)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.0411.03) on or prior to 11:00 a.m., a.m. (New York City time, ) on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Scheduled Trading Day immediately preceding the Fundamental Change Repurchase Date) will be made in accordance with Section 2.03(b) on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01this Article 13) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks this Article 13 for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. (New York City time, ) on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then (i) such Notes will cease to be outstandingOutstanding, (ii) interest Special Interest, if any, will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01Article 13.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: Indenture (Microsoft Corp)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, will Company shall deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.044.03 of the Base Indenture) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01Section 15.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 Section 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Security Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee, in accordance with the procedures of the Depositary. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will shall cease to be outstandingOutstanding, (ii) interest will shall cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will shall terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01Section 15.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent paying agent appointed by the Company), or if the Company is acting as its own Paying Agentpaying agent, set aside, segregate and hold in trust as provided in Section 4.04) 4.04 on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other paying agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not validly withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent paying agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent paying agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then or, if extended in order to allow the Company to comply with applicable law, such later date, then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn in accordance with the provisions of this Indenture and the Applicable Procedures of the Depositary, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes and the Accreted Principal Amount will cease to accrete on the Fundamental Change Xxxxxxxxxx Date or, if extended in order to allow the Company to comply with applicable law, such later date (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agentpaying agent) and (iii) all other rights of the Holders of such Notes with respect to the Notes will terminate on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of and (y) to the Notesextent not included in the Fundamental Change Repurchase Price, accrued and unpaid interest, if applicable).
(c) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Physical Note in an authorized denomination equal in principal amount at maturity to the unrepurchased portion of the Physical Note surrendered.
Appears in 1 contract
Samples: Indenture (Selina Hospitality PLC)
Deposit of Fundamental Change Repurchase Price. (a) Article 22 The Company, or its designee, will Company shall deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.0410.03 of the Base Indenture) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder of the Notes has satisfied the conditions in Section 14.019.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 9.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Security Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices on such Fundamental Change Repurchase Date, then (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the Notes).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: First Supplemental Indenture (Wabash National Corp /De)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent or the Tender Agent, as the case may be, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in Trustee (or other Paying Agent or Tender Agent, as the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadlinecase may be, such failure appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent or Tender Agent, as the case may be, appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(ba) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent or Tender Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then (i) then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, %4. such Notes will cease to be outstanding, (ii) %4. interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent or Tender Agent) and (iii) %4. all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the Notesand, if applicable, accrued and unpaid interest).
(cb) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Physical Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Physical Note surrendered.
Appears in 1 contract
Samples: Indenture (Nii Holdings Inc)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, will Company shall deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.042.04 of the Base Indenture) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided that the Holder has satisfied the conditions in Section 14.0110.01) and (ii) the time of book-entry transfer or the delivery of such Note Notes to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 10.01 by mailing checks or wire transfer in accordance with the Indenture for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. a.m., New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay make payment of the Fundamental Change Repurchase Price of on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will shall cease to be outstanding, (ii) interest will shall cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the converting Holders of such Notes will shall terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0110.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered, without payment of any service charge.
Appears in 1 contract
Samples: First Supplemental Indenture (Veeco Instruments Inc)
Deposit of Fundamental Change Repurchase Price. (a) The Company, On or its designee, will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to before 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount of money sufficient to repurchase all of such Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company Act, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on , the later Company shall deposit with the Trustee or with the Paying Agent (or if the Company or a Subsidiary of (i) the Fundamental Change Repurchase Date with respect to such Note (Company is acting as the Paying Agent, shall segregate and hold in trust as provided the Holder has satisfied the conditions in Section 14.016.03 of the Base Indenture) and (ii) the time an amount of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof cash in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds funds, sufficient to pay the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Date, return to the Company any funds in excess of the aggregate Fundamental Change Repurchase Price of all the Notes, or portions thereof, Notes that the Company is obligated are to purchase on the applicable be purchased as of such Fundamental Change Repurchase Date.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by or the Company) Trustee, in accordance with the terms hereof, holds money cash sufficient to pay the Fundamental Change Repurchase Price of all the Notes or portions thereof for which that Holders have elected to require the Company to purchase in accordance with Section 3.01, then, with respect to the Notes that have been properly surrendered for repurchase to the Paying Agent and not withdrawn Fundamental Change Repurchase Notices on such Fundamental Change Repurchase Date, then validly withdrawn:
(i1) such Notes will shall cease to be outstanding, (ii) outstanding and interest will cease to accrue on such Notes (shall cease to accrue, whether or not book-entry transfer of the Notes has been is made or whether or not the Notes have been Note is delivered to the Trustee or Paying Agent) and ; and
(iii2) all other rights of the Holders of such Notes will terminate (shall terminate, other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery and (y) if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or transfer prior to the corresponding Interest Payment Date, the right of the Notes)Holder of record at the close of business on such Regular Record Date to receive on such Interest Payment Date the accrued and unpaid interest to, but not including, such Interest Payment Date.
(c) Upon surrender of a Note that is to No Notes may be repurchased in part pursuant to Section 14.01, at the Company shall execute and option of Holders upon a Fundamental Change if the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrenderedNotes has been accelerated and such acceleration has not been rescinded on or prior to such date.
Appears in 1 contract
Samples: First Supplemental Indenture (Vipshop Holdings LTD)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the CompanyAgent, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If ; provided, further, that to the extent such deposit is received by the Paying Agent after 11:00 a.m. New York City time, on any such designee does not due date, such deposit an amount will be deemed deposited on the next Business Day. Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActPaying Agent, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest Special Interest, if any, will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying AgentTrustee) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: Indenture (MICROSTRATEGY Inc)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, will Company shall deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.0410.3 of the Base Indenture (as modified hereby) prior to the Fundamental Change Repurchase Date (or, if the Company is acting as its own Paying Agent, on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date Date) an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany, payment for Notes properly surrendered for repurchase (and not validly withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will shall be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0113.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) Company by the Holder thereof in the manner required by Section 14.01 13.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) Company holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will shall cease to be outstandingOutstanding, (ii) interest will shall cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will shall terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.0113.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new residual balance Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: Second Supplemental Indenture (Atlas Air Worldwide Holdings Inc)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.044.04(a) and Section 7.05) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not validly withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02(a)) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02(a) by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or whether or not the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.02(a), the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: Indenture (Aurora Cannabis Inc)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.045.04) on or prior to 11:00 a.m., a.m. (New York City time, ) on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0116.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear 16.02 in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nomineeaccordance with this Indenture. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If Subject to a Holder’s right to receive interest, including any Additional Interest, on the related Interest Payment Date where the Fundamental Change Repurchase Date falls between a Regular Record Date and the Interest Payment Date to which it relates, if by 11:00 a.m. (New York City time, ) on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn that are to be repurchased as a result of the corresponding Fundamental Change Repurchase Notices on such Fundamental Change Repurchase DateChange, then (i) such Notes will cease to be outstandingoutstanding and interest, (ii) interest including any Additional Interest, will cease to accrue on such Notes (Notes, whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) , and (iiiii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price Price, previously accrued but unpaid interest, including any Additional Interest, and Additional Amounts, if any, upon book-entry transfer or delivery or transfer of the Notes).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0116.02, the Company shall execute and instruct the Trustee who shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: Indenture (Sina Corp)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date, subject to postponement to comply with changes in applicable law after the date hereof) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn in accordance with the provisions of this Indenture, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: Indenture (Clovis Oncology, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the CompanyAgent, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActPaying Agent, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then or, if extended in order to allow the Company to comply with applicable law, such later date, then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes with respect to the Notes will terminate on the Xxxxxxxxxxx Xxxxxx Xxxxxxxxxx Date or, if extended in order to allow the Company to comply with applicable law, such later date (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery and (y) if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or transfer prior to the related Interest Payment Date, the right of the NotesHolder of record on such Regular Record Date to receive the full amount of accrued and unpaid interest to, but excluding, such Interest Payment Date).
(c) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: Indenture (Impinj Inc)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date Date, an amount of money cash and/or shares of Common Stock or Acquiror Securities, as applicable, sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.01 by mailing checks and/or delivering shares of Common Stock or Acquiror Securities, as applicable, for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments of cash to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds and/or shares of Common Stock or Acquiror Securities, as applicable, in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money cash, shares of Common Stock, Acquiror Securities, or a combination thereof sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the CompanyAgent, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActPaying Agent, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then or, if extended in order to allow the Company to comply with applicable law, such later date, then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes with respect to the Notes will terminate on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery and (y) if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or transfer prior to the related Interest Payment Date, the right of the NotesHolder of record on such Regular Record Date to receive the full amount of accrued and unpaid interest to, but not including, such Interest Payment Date).
(c) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: Indenture (Hubspot Inc)
Deposit of Fundamental Change Repurchase Price. (a) The CompanyOn or before 12:00 p.m.(noon) New York City time on the Business Day following the applicable Fundamental Change Repurchase Date, or its designee, will the Company shall deposit with the Trustee or with a paying agent (or other Paying Agent appointed by if the Company, Company or if an Affiliate of the Company is acting as its own Paying Agentthe paying agent, set aside, shall segregate and hold in trust as provided in Section 4.042.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any (in immediately available funds if deposited on or after such designee does not deposit an amount of money sufficient to repurchase all of such Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company Act, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on ), sufficient to pay the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Date, return to the Company any funds in excess of the aggregate Fundamental Change Repurchase Price of all the Notes, Debentures or portions thereof, thereof that the Company is obligated are to purchase on the applicable be purchased as of such Fundamental Change Repurchase Date.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, a paying agent or the Trustee (or other Paying Agent appointed by holds, in accordance with the Company) holds terms hereof, money sufficient to pay the Fundamental Change Repurchase Price of all the Notes or portions thereof any Debenture for which Holders have surrendered a Fundamental Change Repurchase Notice has been tendered and not withdrawn Fundamental Change Repurchase Notices in accordance with this Indenture then, on such the Business Day following the applicable Fundamental Change Repurchase Date, then (i) such Notes Debenture will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been Debenture is delivered to the Trustee paying agent or Paying Agent) the Trustee, and (iii) all other interest shall cease to accrue, and the rights of the Holders Debentureholder in respect of such Notes will the Debenture shall terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery as aforesaid). The Company shall publicly announce the principal amount of Debentures repurchased on or transfer of as soon as practicable after the Notes)Fundamental Change Repurchase Date.
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver The paying agent will promptly return to the Holder respective Debentureholders any Debentures with respect to which a new Note Fundamental Change Repurchase Notice has been withdrawn in an authorized denomination equal in principal amount compliance with this Indenture.
(d) If a Fundamental Change Repurchase Date falls after a Record Date and before the next succeeding Interest Payment Date, then interest on the Debentures payable on such Fundamental Change Repurchase Date will be payable to the unrepurchased portion Debentureholders in whose names the Debentures are registered at the close of the Note surrenderedbusiness on such Record Date.
Appears in 1 contract
Samples: Indenture (Mentor Graphics Corp)
Deposit of Fundamental Change Repurchase Price. (a) The Company, On or its designee, will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 before 10:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount of money sufficient to repurchase all of such Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company Act, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Date, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase Date.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Company shall deposit with the Trustee or with a paying agent (or other Paying Agent appointed by if the CompanyCompany or an Affiliate of the Company is acting as the paying agent, shall segregate and hold in trust as provided in Section 2.04) holds an amount of money (in immediately available funds if deposited on such Fundamental Change Repurchase Date), sufficient to pay the aggregate Fundamental Change Repurchase Price of all the Debentures or portions thereof that are to be purchased as of such Fundamental Change Repurchase Date.
(b) If a paying agent or the Trustee holds, in accordance with the terms hereof, money sufficient to pay the Fundamental Change Repurchase Price of all the Notes or portions thereof any Debenture for which Holders have surrendered a Fundamental Change Repurchase Notice has been tendered and not withdrawn Fundamental Change Repurchase Notices on such in accordance with this Indenture then, immediately after the applicable Fundamental Change Repurchase Date, then (i) such Notes Debenture will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been Debenture is delivered to the Trustee paying agent or Paying Agent) the Trustee, and (iii) all other interest shall cease to accrue, and the rights of the Holders Debentureholder in respect of such Notes will the Debenture shall terminate (other than the right to receive the Fundamental Change Repurchase Price as aforesaid). The Company shall publicly announce the principal amount of Debentures repurchased on or as soon as practicable after the Fundamental Change Repurchase Date. Payment for Debentures surrendered for repurchase (and not withdrawn) upon delivery or transfer a Fundamental Change will be made, on the later of the Notes)Fundamental change Repurchase Date and the date on which such Debentures are delivered for repurchase, by mailing checks for the amount payable to the holders of such Debentures entitled thereto as they shall appear on the registry books of the Company.
(c) Upon surrender of The paying agent will promptly return to the respective Debentureholders any Debentures with respect to which a Note that Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture.
(d) If a Fundamental Repurchase Date is after a Record Date but on or prior to be repurchased in part pursuant to Section 14.01the corresponding Interest Payment Date, the Company shall execute and make the Trustee shall authenticate and deliver to the Holder a new Note interest payment due on such Interest Payment Date in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrenderedaccordance with Section 2.03.
Appears in 1 contract
Samples: Indenture (Mentor Graphics Corp)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.044.04(a) and Section 7.05) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not validly withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.01(a)) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.01(a) by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or whether or not the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.01(a), the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other the Paying Agent appointed by the CompanyAgent), or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) , on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If ; provided, further, that to the extent such deposit is received by the Trustee or the Paying Agent after 11:00 a.m. New York City time, on any such designee does not due date, such deposit an amount will be deemed deposited on the next Business Day. Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in Trustee (or the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActPaying Agent), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other the Paying Agent appointed by the CompanyAgent) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other the Paying Agent appointed by the CompanyAgent) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the Notesand, if applicable, accrued and unpaid interest).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: Indenture (LivaNova PLC)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the CompanyAgent, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActPaying Agent, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase DateDate (subject to extension in order to allow the Company to comply with applicable law), the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then or, if extended in order to allow the Company to comply with applicable law, such later date, then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes with respect to the Notes will terminate on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery and (y) if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or transfer prior to the related Interest Payment Date, the right of the NotesHolder of record on such Regular Record Date to receive the full amount of accrued and unpaid interest to, but excluding, such Interest Payment Date).
(c) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: Indenture (Twilio Inc)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the CompanyAgent, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActPaying Agent, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) or tender agent holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then or, if extended in order to allow the Company to comply with applicable law, such later date, then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes with respect to the Notes will terminate on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery and (y) if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or transfer prior to the related Interest Payment Date, the right of the NotesHolder of record on such Regular Record Date to receive the full amount of accrued and unpaid interest to, but excluding, such Interest Payment Date).
(c) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Physical Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Physical Note surrendered.
Appears in 1 contract
Samples: Indenture (Okta, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent paying agent appointed by the Company), or if the Company is acting as its own Paying Agentpaying agent, set aside, segregate and hold in trust as provided in Section 4.04) 4.04 on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other paying agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent paying agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(ba) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent paying agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then or, if extended in order to allow the Company to comply with applicable law, such later date, then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agentpaying agent) and (iii) all other rights of the Holders of such Notes with respect to the Notes will terminate on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery and (y) if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or transfer prior to the related Interest Payment Date, the right of the NotesHolder of record on such Regular Record Date to receive the full amount of accrued and unpaid interest to, but excluding, such Interest Payment Date).
(cb) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Physical Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Physical Note surrendered.
Appears in 1 contract
Samples: Indenture (Luminex Corp)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the CompanyAgent, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActPaying Agent, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase DateDate (subject to extension in order to allow the Company to comply with applicable law), the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then or, if extended in order to allow the Company to comply with applicable law, such later date, then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) and (iii) all other rights of the Holders of such Notes with respect to the Notes will terminate on the Fundamental Change Repurchase Date or, if extended in order to allow the Company to comply with applicable law, such later date (other than (x) the right to receive the Fundamental Change Repurchase Price upon delivery and (y) if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or transfer prior to the related Interest Payment Date, the right of the NotesHolder of record on such Regular Record Date to receive the full amount of accrued and unpaid interest to, but excluding, such Interest Payment Date).
(c) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Physical Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Physical Note surrendered.
Appears in 1 contract
Samples: Indenture (Zendesk, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the CompanyAgent, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date Date, an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If ; provided, further, that to the extent such deposit is received by the Paying Agent after 11:00 a.m. New York City time, on any such designee does not due date, such deposit an amount will be deemed deposited on the next Business Day. Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActPaying Agent, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note Date, (provided the Holder has satisfied the conditions in Section 14.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.02 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee Paying Agent shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase DatePrice.
(ba) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date, then then, with respect to the Notes that have been properly surrendered for repurchase and have not been validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying AgentTrustee) and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the NotesPrice).
(cb) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.02, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: Indenture (Riot Platforms, Inc.)
Deposit of Fundamental Change Repurchase Price. (a) The CompanyOn or before 12:00 p.m. (noon), or its designeeNew York City time, will on the applicable Fundamental Change Repurchase Date, the Company shall deposit with the Trustee or with a Paying Agent (or other Paying Agent appointed by if the Company, Company or if a Wholly Owned Subsidiary of the Company is acting as its own the Paying Agent, set aside, shall segregate and hold in trust as provided in Section 4.042.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of money cash (in immediately available funds) sufficient to repurchase all of pay the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount of money sufficient to repurchase all of such Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company Act, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Date, return to the Company any funds in excess of the aggregate Fundamental Change Repurchase Price and Fundamental Change Make-Whole Amount, if any, of all the Notes, Notes or portions thereof, thereof that the Company is obligated are to purchase on the applicable be purchased as of such Fundamental Change Repurchase Date.
(b) If by 11:00 a.m. New York City timea Paying Agent or the Trustee holds, in accordance with the terms hereof, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds Date money sufficient to pay the Fundamental Change Repurchase Price and Fundamental Change Make-Whole Amount, if any, of all the Notes or portions thereof any Note for which Holders have surrendered a Fundamental Change Repurchase Notice has been tendered and not withdrawn Fundamental Change Repurchase Notices in accordance with this Indenture then, on such the Fundamental Change Repurchase Date, then (i) such Notes Note will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been Note is delivered to the Trustee Paying Agent or Paying Agent) the Trustee, and (iii) all other interest, if any, shall cease to accrue, and the rights of the Holders Holder in respect of such Notes will the Note shall terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery and Fundamental Change Make-Whole Amount, if any, as aforesaid). The Company shall publicly announce the principal amount of Notes repurchased on or transfer of as soon as practicable after the Notes)Fundamental Change Repurchase Date.
(c) Upon surrender The Paying Agent will promptly return to the respective Holders thereof any Notes with respect to which a Fundamental Change Repurchase Notice has been withdrawn in compliance with this Indenture.
(d) To the extent that the aggregate amount of cash deposited by the Company pursuant to Section 3.04 exceeds the aggregate Fundamental Change Repurchase Price and Fundamental Change Make-Whole Amount, if any, of the Notes or portions thereof that the Company is obligated to purchase, then within five (5) Business Days after the Fundamental Change Repurchase Date the Trustee or a Paying Agent, as the case may be, shall return any such excess cash to the Company.
(e) Any Note that is to be repurchased purchased only in part pursuant to Section 14.01shall be surrendered at the office of a Paying Agent, and promptly after the Fundamental Change Repurchase Date, the Company shall execute and the Trustee shall authenticate and deliver to the Holder of such Note, without service charge, a new Note in an or Notes, of such authorized denomination or denominations as may be requested by such Holder (which must be equal in to $1,000 principal amount to or any integral thereof), in aggregate principal amount equal to, and in exchange for, the unrepurchased portion of the principal amount of the Note surrenderedso surrendered that is not purchased.
(f) In connection with any offer to purchase of Notes under Section 3.01, the Company shall:
(1) comply with Rule 13e-4 and Rule 14e-1 (or any successor to either such Rule), and any other tender offer rules, if applicable, under the Exchange Act;
(2) file the related Schedule TO (or any successor or similar schedule, form or report) if required under the Exchange Act; and
(3) otherwise comply with all federal and state securities Laws in connection with such offer to purchase or purchase of Notes, all so as to permit the rights of the Holders and obligations of the Company under Section 3.01 through Section 3.05 to be exercised in the time and in the manner specified therein. To the extent that compliance with any such Laws, rules and regulations would result in a conflict with any of the terms hereof, this Indenture is hereby modified to the extent required for the Company to comply with such Laws, rules and regulations.
Appears in 1 contract
Samples: Indenture (Iconix Brand Group, Inc.)
Deposit of Fundamental Change Repurchase Price. (ai) The Company, or its designee, Company will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date or Specified Repurchase Date Repurchase Price, as applicable, an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price or Specified Repurchase Date Repurchase Price, as applicable. If any such designee does not deposit an amount Subject to receipt of money sufficient to repurchase all of such funds and/or Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure Trustee (or other Paying Agent appointed by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company ActCompany), payment for Notes surrendered for repurchase (and not validly withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date or the Specified Repurchase Date, as applicable) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.0115.02) or the Specified Repurchase Date (provided the Holder has satisfied the conditions in Section 15.01), as applicable, and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 15.01 or Section 15.02, as applicable, or by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Datesuch payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Specified Repurchase DateDate Repurchase Price.
(ba) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date or Specified Repurchase Date, as applicable, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to pay the Fundamental Change Repurchase Price of make payment on all the Notes or portions thereof for which Holders have surrendered and not withdrawn Fundamental Change Repurchase Notices that are to be repurchased on such Fundamental Change Repurchase Date or Specified Repurchase Date, then as applicable, then, with respect to the Notes that have been properly surrendered for repurchase to the Paying Agent and not validly withdrawn, (i) such Notes will cease to be outstanding, (ii) interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) Trustee), and (iii) all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer the Specified Repurchase Date Repurchase Price, as applicable, and, if the Fundamental Change Repurchase Date or the Specified Repurchase Date, as applicable, falls after a Regular Record Date but on or prior to the Business Day immediately following the corresponding Interest Payment Date to which such Regular Record Date relates, accrued and unpaid interest payable to the Holders as of the Notessuch Regular Record Date).
(cb) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.0115.01 or Section 15.02, as applicable, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Deposit of Fundamental Change Repurchase Price. (a) The Company, or its designee, will deposit with the Trustee (or other Paying Agent appointed by the Company, or if the Company is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.04) on or prior Prior to 11:00 a.m., a.m. (local time in The City of New York City time, on the Fundamental Change Repurchase Date an amount of money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. If any such designee does not deposit an amount of money sufficient to repurchase all of such Notes by the deadline set forth in the immediately preceding sentence and the Company does not otherwise deposit such an amount by such deadline, such failure by the designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, failure by the Company to designate a designee to make the deposit required by the second immediately preceding sentence shall not relieve the Company of its obligation to so deposit such an amount of money. Subject to extension if necessary to comply with the provisions of the Investment Company Act, payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase DateYork) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the Holder has satisfied the conditions in Section 14.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the Company) by the Holder thereof in the manner required by Section 14.01 by mailing checks for the amount payable to the Holders of such Notes entitled thereto as they shall appear in the Note Register; provided, however, that payments to the Depositary shall be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shall, promptly after a Fundamental Change Repurchase Date, return to the Company any funds in excess of the Fundamental Change Repurchase Price of the Notes, or portions thereof, that the Company is obligated to purchase on the applicable Fundamental Change Repurchase Date.
(b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Company shall deposit with the Trustee (or other with the Paying Agent appointed by (or, if the CompanyCompany or a Subsidiary or an Affiliate of either of them is acting as the Paying Agent, shall segregate and hold in trust as provided herein) an amount of money (in immediately available funds if deposited on such Business Day) or Common Stock or Acquiror Securities, if permitted hereunder, sufficient to pay the Fundamental Change Repurchase Price, of all the Securities or portions thereof that are to be repurchased as of the Fundamental Change Repurchase Date. The Company shall promptly notify the Trustee in writing of the amount of any deposits of cash, Common Stock or Acquiror Securities made pursuant to this Section 8.04. If the Paying Agent holds money cash, Common Stock or Acquiror Securities sufficient to pay the Fundamental Change Repurchase Price of all the Notes or portions thereof any Security for which Holders have surrendered a Fundamental Change Repurchase Notice has been tendered and not withdrawn Fundamental Change Repurchase Notices in accordance with this Indenture as of 11:00 a.m. (local time in The City of New York) on such the Fundamental Change Repurchase Date, then immediately following the Fundamental Change Repurchase Date, (ia) such Notes Security will cease to be outstanding, (ii) interest outstanding and Interest will cease to accrue on such Notes (whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent) thereon and (iiib) all other rights of the Holders of such Notes Holder in respect thereof will terminate (other than the right to receive the Fundamental Change Repurchase Price and previously accrued and unpaid Interest upon delivery or transfer of the Notessuch Security).
(c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 14.01, the Company shall execute and the Trustee shall authenticate and deliver to the Holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrendered.
Appears in 1 contract
Samples: Indenture (Wellpoint, Inc)