Common use of Deposit of Fundamental Change Repurchase Price Clause in Contracts

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the Fundamental Change Expiration Time) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided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 13.01) 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 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of the corresponding Fundamental Change, then (i) such Notes will cease to be outstanding, (ii) 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. (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.01, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 (Liberty Media Corp)

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Deposit of Fundamental Change Repurchase Price. (a) The 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 4.04trust) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent paying agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided that the holder Holder has satisfied the conditions in Section 13.0110.01) 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 Holder thereof in the manner required by Section 13.01 10.01 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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 Agentpaying 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 and, if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, accrued and unpaid interest payable to the Holders as of such Regular Record Date). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0110.01, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: First Supplemental Indenture (Senseonics Holdings, Inc.)

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), 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 Expiration TimeRepurchase Date) 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 13.0115.02) 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 Holder thereof in the manner required by Section 13.01 15.02 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, there has been irrevocably deposited with the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to make payment on all pay the Fundamental Change Repurchase Price (and, to the extent not included in the Fundamental Change Repurchase Price, accrued and unpaid Special Interest, if applicable) of the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Special Interest, if anyand to the extent any Special Interest is accruing or payable on such date, will cease to accrue on such Notes, 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 Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price and, to the extent not included in the Fundamental Change Repurchase Price, accrued and previously accrued but unpaid interest, including Additional Special Interest, if any, upon delivery of the Notesapplicable), whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent. (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0115.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Fastly, Inc.)

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent or Tender Agent, as the case may be, appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.01) 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 Holder thereof in the manner required by Section 13.01 15.02 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 Paying Agent shall, promptly after such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Special Interest, if anyto the extent payable as of such date, will cease to accrue on such Notes, and Notes (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 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 and, if applicable, any accrued and unpaid Special Interest). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0115.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Sunrun Inc.)

Deposit of Fundamental Change Repurchase Price. (a) The Company will Partnership shall deposit with the Trustee (or other Paying Agent appointed by the CompanyPartnership, or if the Company Partnership 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the CompanyPartnership), 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 Expiration TimeRepurchase Date) 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 13.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the CompanyPartnership) by the holder Holder thereof in the manner required by Section 13.01 15.02, 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 such payment and upon written demand by the CompanyPartnership, return to the Company Partnership any funds in excess of the Fundamental Change Repurchase Price. (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 CompanyPartnership) holds money sufficient to make payment on all the Notes or portions thereof that are to be repurchased as a result of the corresponding on such Fundamental ChangeChange Repurchase Date or any applicable extension thereof, then then, with respect to Notes that have been properly surrendered for repurchase and not validly withdrawn: (i) such Notes will shall cease to be outstanding, (ii) interest, including Additional Interest, if any, will outstanding and interest shall 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 on the Fundamental Change Repurchase Price, and previously accrued but unpaid interest, including Additional Interest, if any, upon delivery of the Notes), 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 (ii) 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 and (y) if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the related Interest Payment Date, the right of the Holder 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 13.0115.02, the Company Partnership shall execute and the Trustee shall, upon receipt of a Company Order, shall authenticate and deliver to the holder Holder a new Note in an authorized denomination Authorized Denomination equal in principal amount to the unrepurchased portion of the Note surrenderedsurrendered that is not to be repurchased, without payment of any service charge.

Appears in 1 contract

Samples: Indenture (Galaxy Digital Inc.)

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the Fundamental Change Expiration Time) 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 13.01) 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 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of the corresponding Fundamental Change, then (i) such Notes will cease to be outstanding, (ii) 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. (c) . Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.01, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 (Sirius Xm Holdings Inc.)

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash money sufficient to repurchase all of the Notes to be repurchased 84 NY\7714988.8 at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.0115.02) 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 Holder thereof in the manner required by Section 13.01 15.02 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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 and, if applicable, accrued and unpaid interest). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0115.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (TUTOR PERINI Corp)

Deposit of Fundamental Change Repurchase Price. (a) The Company Issuers will deposit with the Trustee (or other Paying Agent appointed by the CompanyAgent, or if the Company is Issuers are acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.041003 of this Indenture) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company)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 Expiration TimeRepurchase Date) 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 13.011111) 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 CompanyIssuers) by the holder Holder thereof in the manner required by Section 13.01 1111 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 such payment and upon written demand by the CompanyIssuers, return to the Company Issuers any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of the corresponding on such Fundamental ChangeChange Repurchase Date, then (i) such Notes will cease to be outstandingOutstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.011111, the Company Issuers shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Clearwire Corp /DE)

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.0115.01) 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 Holder thereof in the manner required by Section 13.01 15.01 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 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0115.01, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Vishay Intertechnology Inc)

Deposit of Fundamental Change Repurchase Price. (a) The Company will deposit with the Trustee (On 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 cash sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the Fundamental Change Expiration Time) 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 13.01) 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 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (b) If by 11:00 a.m. New York City time, on Business Day following the Fundamental Change Repurchase Date, the Company shall deposit with the Trustee (or other with a Paying Agent appointed by (other than the Company or an Affiliate of the Company) holds an amount of money (in immediately available funds if deposited on such Business Day) sufficient to make payment on pay the aggregate Fundamental Change Repurchase Price of all the Notes Securities or portions thereof that are to be repurchased purchased as a result of such Fundamental Change Repurchase Date. The manner in which the deposit required by this Section 1403 is made by the Company shall be at the option of the corresponding Company, provided that such deposit shall be made in a manner such that the Trustee or a Paying Agent shall have immediately available funds on the Fundamental ChangeChange Repurchase Date. If a Paying Agent holds, then (i) in accordance with the terms hereof, money sufficient to pay the Fundamental Change Repurchase Price of any Security for which a Fundamental Change Repurchase Notice has been tendered and not withdrawn in accordance with this Indenture on the Business Day following the Fundamental Change Repurchase Date then, on the Xxxxxxxxxxx Xxxxxx Xxxxxxxxxx Date, such Notes Security will cease to be outstanding, (ii) outstanding and interest, including any Additional InterestInterest and Additional Amounts, if any, on the Securities will cease to accrue on such Notes, (whether or not book-entry transfer of the Securities is made or whether or not the Securities are delivered to the Paying Agent) and (iii) all other the rights of the holders of such Notes will Holder in respect thereof shall terminate (other than the right to receive the Fundamental Change Repurchase Price, Price and any previously accrued but and unpaid interest, including Additional Interest, if any, Interest and Additional Amounts 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. (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.01, the Securities)). The Company shall execute and publicly announce the Trustee shall, upon receipt of a Company Order, authenticate and deliver to the holder a new Note in an authorized denomination equal in principal amount to of Securities purchased as a result of such Fundamental Change on or as soon as practicable after the unrepurchased portion of the Note surrenderedFundamental Change Repurchase Date.

Appears in 1 contract

Samples: Indenture (New Century Financial Corp)

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent or Tender Agent, as the case may be, appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.0115.02) 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 Holder thereof in the manner required by Section 13.01 15.02 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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 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 and, if applicable, accrued and unpaid interest). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0115.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Integra Lifesciences Holdings Corp)

Deposit of Fundamental Change Repurchase Price. (a) The Company 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 4.044.02) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the CompanyIssuer), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.0110.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the CompanyIssuer) by the holder Holder thereof in the manner required by Section 13.01 10.02 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 such payment and upon written demand by the CompanyIssuer, return to the Company Issuer any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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 and, if applicable, accrued and unpaid interest). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0110.02, the Company Issuer shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: First Supplemental Indenture (Intrexon Corp)

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.0115.02(b)) 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 13.01 15.02(b) 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all pay the Fundamental Change Repurchase Price of the Notes or portions thereof that are to be repurchased as a result on the Fundamental Change Repurchase 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 the corresponding Fundamental Changethis Indenture, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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 (x) the Fundamental Change Repurchase Price and (y) to the extent not included in the Fundamental Change Repurchase Price as specified in the proviso to Section 15.02(a), accrued and unpaid interest, if applicable). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0115.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, shall authenticate and deliver to the holder Holder a new Note in an authorized denomination Authorized Denomination equal in principal amount to the unrepurchased portion of the Note surrendered.

Appears in 1 contract

Samples: Indenture (Liveperson Inc)

Deposit of Fundamental Change Repurchase Price. (ai) The Company Issuers will deposit with the Trustee (or other Paying Agent appointed by the CompanyAgent, or if the Company is Issuers are acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.0410.03 of this Indenture) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company)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 Expiration TimeRepurchase Date) 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 13.0111.02) 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 CompanyIssuers) by the holder Holder thereof in the manner required by Section 13.01 11.02 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 such payment and upon written demand by the CompanyIssuers, return to the Company Issuers any funds in excess of the Fundamental Change Repurchase Price. (bj) 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 make payment on all the Notes or portions thereof that are to be repurchased as a result of the corresponding on such Fundamental ChangeChange Repurchase Date, then (i) such Notes will cease to be outstandingOutstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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). (ck) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0111.02, the Company Issuers shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Clearwire Corp /DE)

Deposit of Fundamental Change Repurchase Price. (a) The 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 Prior to 11:00 a.m., a.m. (New York City time, on the Fundamental Change Repurchase Date an amount of cash sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the Fundamental Change Expiration Time) 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 13.01) 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 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, the Trustee (or other Company shall deposit 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) holds an amount of money (in immediately available funds if deposited on such Business Day) sufficient to make payment on pay the Fundamental Change Repurchase Price of all the Notes or portions thereof that are to be repurchased as a result of the corresponding Fundamental ChangeChange Repurchase Date. If the Paying Agent has paid or holds on the Business Day following the Fundamental Change Repurchase Date money or securities sufficient to pay the Fundamental Change Repurchase Price of the Notes for which a Fundamental Change Repurchase Notice has been tendered and not withdrawn in accordance with this Supplemental Indenture on the Fundamental Change Repurchase Date, then as of such Fundamental Change Repurchase Date, (ia) such Notes will shall cease to be outstandingoutstanding and, subject to the right of Holders as of the close of business on a Regular Record Date to receive the related interest payment, interest (ii) interest, including Additional Interest, if any, will ) shall cease to accrue on thereon (whether or not book-entry transfer of such Notes, Notes is made or such Notes have been delivered to the Paying Agent) and (iiib) all other rights of the holders of such Notes will Holders in respect thereof shall terminate (other than the right to receive the Fundamental Change Repurchase Price, Xxxxxxxxxxx Xxxxxx Xxxxxxxxxx Price and previously accrued but and unpaid interest, interest (including Additional Interest, if any, ) upon delivery of the Notes), whether or not book-entry transfer of such Notes or on the Notes has been made or the Notes have been delivered to the Trustee or Paying Agentapplicable Interest Payment Date, as applicable). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.01, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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: Supplemental Indenture (PDL Biopharma, Inc.)

Deposit of Fundamental Change Repurchase Price. (a) The Company 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject If any such designee does not deposit an amount of money sufficient to receipt repurchase all of funds and/or such Notes by the Trustee (or other Paying Agent appointed 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 Company)designee shall be treated for all purposes of this Indenture as failure by the Company to make such deposit. In addition, payment 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. Payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.0114.01) 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 13.01 14.01 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 such payment and upon written demand by the Companya Fundamental Change Repurchase Date, return to the Company any funds in excess of the Fundamental Change Repurchase PricePrice 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 make payment on pay the Fundamental Change Repurchase Price of all the Notes or portions thereof that are to be repurchased as a result of the corresponding for which Holders have surrendered and not withdrawn Fundamental ChangeChange Repurchase Notices on such Fundamental Change Repurchase Date, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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 13.0114.01, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Ares Commercial Real Estate Corp)

Deposit of Fundamental Change Repurchase Price. (a) The Company will deposit with the Trustee (On 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 Date, the Company shall deposit with the Trustee or with a Paying Agent (other than the Company or an Affiliate of the Company) an amount of cash sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee money (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the Fundamental Change Expiration Time) 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 13.01) 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 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 if deposited on such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on pay the aggregate Fundamental Change Repurchase Price of all the Notes or portions thereof that are to be repurchased purchased as a result of such Fundamental Change Repurchase Date. The manner in which the deposit required by this Section 1503 is made by the Company shall be at the option of the corresponding Company; provided that such deposit shall be made in a manner reasonably acceptable to the Trustee and the Paying Agent such that the Trustee or a Paying Agent shall have immediately available funds on the Fundamental ChangeChange Repurchase Date. If a Paying Agent holds, then (i) in accordance with the terms hereof, money sufficient to pay the Fundamental Change Repurchase Price of any Note for which the Option to Elect Repurchase Upon a Fundamental Change has been tendered and not withdrawn in accordance with this Indenture, then, on the Fundamental Change Repurchase Date, such Notes Note will cease to be outstanding, (ii) interest, including Additional Interest, if any, will cease to accrue on such Notes, outstanding and (iii) all other the rights of the holders of such Notes will Holder in respect thereof shall 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 Price as aforesaid). The Company shall publicly announce the principal amount of Notes purchased as a result of such Fundamental Change on or as soon as practicable after the Notes), whether or not book-entry transfer Fundamental Change Repurchase Date. To the extent that the aggregate amount of Cash deposited by the Company pursuant to this Section 1503 exceeds the aggregate Fundamental Change Repurchase Price of the Notes has been made or portions thereof that the Notes have been delivered Company is obligated to purchase, then promptly after the Fundamental Change Repurchase Date the Trustee or a Paying Agent. (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.01, as the Company case may be, shall execute and the Trustee shall, upon receipt of a Company Order, authenticate and deliver return any such excess Cash to the holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrenderedCompany.

Appears in 1 contract

Samples: First Supplemental Indenture (Sinclair Broadcast Group Inc)

Deposit of Fundamental Change Repurchase Price. (a) The Company will deposit with the Trustee (On 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 Date, the Company shall deposit with the Trustee or with a Paying Agent (other than the Company or an Affiliate of the Company) an amount of cash money (in immediately available funds if deposited on such Business Day) sufficient to repurchase all of pay the Notes to be repurchased at the appropriate aggregate Fundamental Change Repurchase PricePrice of all the Securities or portions thereof that are to be purchased as of such Fundamental Change Repurchase Date. Subject to receipt of funds and/or Notes The manner in which the deposit required by this Section 1403 is made by the Company shall be at the option of the Company, provided that such deposit shall be made in a manner such that the Trustee (or other a Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the Fundamental Change Expiration Time) will be made shall have immediately available funds on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided the holder has satisfied the conditions in Section 13.01) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Date. If a Paying Agent appointed by holds, in accordance with the Company) by the holder thereof in the manner required by Section 13.01 by mailing checks for the amount payable terms hereof, money sufficient 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 such payment and upon written demand by the Company, return to the Company any funds in excess of pay the Fundamental Change Repurchase Price. (b) If by 11:00 a.m. New York City timePrice of any Security for which a Fundamental Change Repurchase Notice has been tendered and not withdrawn in accordance with this Indenture then, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to make payment on all the Notes or portions thereof that are to be repurchased as a result of the corresponding Fundamental Change, then (i) such Notes Security will cease to be outstanding, (ii) outstanding and interest, including any Contingent Cash Interest and Additional Interest, if any, and Principal Accretion on the Securities will cease to accrue on such Notes, (whether or not book-entry transfer of the Securities is made or whether or not the Securities are delivered to the Paying Agent) and (iii) all other the rights of the holders of such Notes will Holder in respect thereof shall terminate (other than the right to receive the Fundamental Change Repurchase Price, Price and any previously accrued but and unpaid interest, interest (including any Contingent Cash Interest and 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. (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.01, the Securities). The Company shall execute and publicly announce the Trustee shall, upon receipt Principal Amount at Issuance of Securities purchased as a Company Order, authenticate and deliver to result of such Fundamental Change on or as soon as practicable after the holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrenderedFundamental Change Repurchase Date.

Appears in 1 contract

Samples: Indenture (WCHS Licensee LLC)

Deposit of Fundamental Change Repurchase Price. (a) The Company will 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the second Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Note (provided that the holder Holder has satisfied the conditions in Section 13.0115.02) 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 Holder thereof in the manner required by Section 13.01 15.02 by mailing checks for the amount payable to the holders 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will shall cease to be outstandingOutstanding, (ii) interest, including Additional Interest, if any, will interest shall cease to accrue on such Notes, and Notes (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 shall terminate (other than the right to receive the Fundamental Change Repurchase Price). (cb) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 13.0115.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: First Supplemental Indenture (Repligen Corp)

Deposit of Fundamental Change Repurchase Price. (a) The 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 4.044.03 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the second Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.0115.02) 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 Holder thereof in the manner required by Section 13.01 15.02 by mailing checks for the amount payable to the holders 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 if the Company is acting as its own Paying Agent, sets aside, segregates and holds in trust as provided in Section 4.03) holds money sufficient to make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstandingOutstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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 and, if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the related Interest Payment Date, the right of the Holder 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 13.0115.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: First Supplemental Indenture (Inotek Pharmaceuticals Corp)

Deposit of Fundamental Change Repurchase Price. (ax) The Company will 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.0115.02) 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 Holder thereof in the manner required by Section 13.01 15.02 by mailing checks for the amount payable to the holders 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will shall cease to be outstandingOutstanding, (ii) interest, including Additional Interest, if any, will interest shall cease to accrue on such Notes, and Notes (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 shall terminate (other than the right to receive the Fundamental Change Repurchase Price). (cb) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 13.0115.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: First Supplemental Indenture (Repligen Corp)

Deposit of Fundamental Change Repurchase Price. (a) The 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 4.043.06 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), 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 Expiration Time) 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 Holder has satisfied the conditions in Section 13.0110.01) 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 Holder thereof in the manner required by Section 13.01 10.01 by mailing checks for the amount payable to the holders Holders of such Notes entitled thereto as they shall appear in the Note Register, books of the Registrar; 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment pay the Fundamental Change Repurchase Price on all the Fundamental Change Repurchase Date, then, with respect to the Notes or portions thereof that are to be repurchased as a result have been properly surrendered for repurchase and have not been validly withdrawn in accordance with the provisions of the corresponding Fundamental ChangeIndenture, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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), in each case, subject to the right of any Holder as of the 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 13.0110.01, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: First Supplemental Indenture (Clovis Oncology, Inc.)

Deposit of Fundamental Change Repurchase Price. (a) The Company 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 ‎Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the CompanyIssuer), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the second Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.01‎Section 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 CompanyIssuer) by the holder Holder thereof in the manner required by Section 13.01 ‎Section 15.02 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 such payment and upon written demand by the CompanyIssuer, return to the Company Issuer any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and not validly withdrawn in accordance with ‎Section 15.03, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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 and, if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the related Interest Payment Date, the right of the Holder 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 13.01‎Section 15.02, the Company Issuer shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Pernix Therapeutics Holdings, Inc.)

Deposit of Fundamental Change Repurchase Price. 76 (a) The 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 [Provisions as to Paying Agent]) on or prior to 11:00 10:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.0115.02 [Repurchase at Option of Holders Upon a Fundamental Change]) 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 13.01 15.02 [Repurchase at Option of Holders Upon a Fundamental Change] 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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 and, if applicable, accrued and unpaid interest). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0115.02 [Repurchase at Option of Holders Upon a Fundamental Change], the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Evolent Health, Inc.)

Deposit of Fundamental Change Repurchase Price. (a) The 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 ‎Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent or Tender Agent, as the case may be, appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.01) ‎Section 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 Holder thereof in the manner required by Section 13.01 ‎Section 15.02 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 Paying Agent shall, promptly after such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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 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 and, if applicable, accrued and unpaid interest). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.01‎Section 15.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Granite Construction Inc)

Deposit of Fundamental Change Repurchase Price. (a) The 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 4.049.06 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.019.01) 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 13.01 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 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and not validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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, 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 such Notes). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.019.01, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: First Supplemental Indenture (New York Mortgage Trust Inc)

Deposit of Fundamental Change Repurchase Price. (a) The 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 timetime (or such later time to which the Trustee may agree), on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company)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 Expiration TimeRepurchase Date) 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 13.0115.01) 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 Holder thereof in the manner required by Section 13.01 15.01 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 Paying Agent shall, promptly after such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (ba) If by 11:00 a.m. New York City timetime (or such later time to which the Trustee may agree), on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, or, if extended in order to allow the corresponding Fundamental ChangeCompany to comply with applicable law, then (i) 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, including Additional Interest, if any, interest 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 on the Fundamental Change Repurchase Price, and previously accrued but unpaid interest, including Additional InterestDate or, if anyextended in order to allow the Company to comply with applicable law, upon delivery of the Notes), 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 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 and (y) if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the related Interest Payment Date, the right of the Holder 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 13.0115.01, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Cazoo Group LTD)

Deposit of Fundamental Change Repurchase Price. (a) The 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 4.044.03 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the second Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.0115.02) 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 Holder thereof in the manner required by Section 13.01 15.02 by mailing checks for the amount payable to the holders 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 if the Company is acting as its own Paying Agent, sets aside, segregates and holds in trust as provided in Section 4.03) holds money sufficient to make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstandingOutstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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 and, if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the related Interest Payment Date, the right of the Holder 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 13.0115.02, the Company shall execute and the Trustee shallshall authenticate, upon receipt of a Company Order, 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 1 contract

Samples: Second Supplemental Indenture (Rocket Pharmaceuticals, Inc.)

Deposit of Fundamental Change Repurchase Price. (ai) The 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 4.04906(b)) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the Close of Business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) will be made on the later of (ix) the Fundamental Change Repurchase Date with respect to such Note (provided the holder Holder has satisfied the conditions in Section 13.011101) 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 13.01 1101 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (bii) 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 make payment on all the Notes or portions thereof that are to be repurchased as a result on such Fundamental Change Repurchase Date, then, with respect to Notes that have been properly surrendered for repurchase and have not been validly withdrawn in accordance with the provisions of the corresponding Fundamental Changethis Indenture, then (ix) such Notes will cease to be outstanding, (iiy) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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. ), except as otherwise provided herein and (cz) Upon surrender all other rights of a Note that is the Holders of such Notes will terminate (other than the right to be repurchased in part pursuant to Section 13.01receive the Fundamental Change Repurchase Price or, the Company shall execute and the Trustee shall, upon receipt of a Company Order, authenticate and deliver to the holder a new extent provided herein, interest due on such Note in an authorized denomination equal in principal amount to on the unrepurchased portion of the Note surrenderednext Interest Payment Date).

Appears in 1 contract

Samples: Indenture (Renewable Energy Group, Inc.)

Deposit of Fundamental Change Repurchase Price. (a) The Company will Issuer shall deposit with the Trustee (or other Paying Agent appointed by the Company, (or if the Company Issuer is acting as its own Paying Agent, set aside, segregate and hold in trust as provided in Section 4.043.04 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company)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 Expiration TimeRepurchase Date) 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 13.01‎Section 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 CompanyIssuer) by the holder Holder thereof in the manner required by Section 13.01 ‎Section 15.02 by mailing checks for the amount payable to the holders 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 Paying Agent shall, promptly after such payment and upon written demand by the CompanyIssuer, return to the Company Issuer any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will shall cease to be outstandingOutstanding, (ii) interest, including Additional Interest, if any, will interest shall cease to accrue on such Notes, and Notes (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 shall terminate (other than the right to receive the Fundamental Change Repurchase Price). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.01‎Section 15.02, the Company Issuer shall execute and the Trustee shall, shall upon the receipt of a Company Orderan Officer’s Certificate, an Issuer Order and an Opinion of Counsel, 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 1 contract

Samples: First Supplemental Indenture (Intercept Pharmaceuticals Inc)

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price; 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 due date, such deposit will be deemed deposited on the next Business Day. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not validly withdrawn prior to the close of business on the second Business Day immediately preceding the Repurchase Date or prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.0115.02) 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 Holder thereof in the manner required by Section 13.01 15.02 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all pay the Fundamental Change Repurchase Price (and, to the extent not included in the Fundamental Change Repurchase Price, accrued and unpaid interest, if applicable) of the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, 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 Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price and, to the extent not included in the Fundamental Change Repurchase Price, accrued and previously accrued but unpaid interest, including Additional Interest, if any, upon delivery of the Notesapplicable), whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent. (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0115.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Terawulf Inc.)

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent or Tender Agent, as the case may be, appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.01) 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 Holder thereof in the manner required by Section 13.01 15.02 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 Paying Agent shall, promptly after such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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 Trustee, Paying Agent or Paying Tender Agent, as the case may be) and all other rights of the Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price and, if applicable, any accrued and unpaid interest). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0115.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Century Aluminum Co)

Deposit of Fundamental Change Repurchase Price. (a) The 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 ‎Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of cash money, in immediately available funds, sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.01‎Section 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 Holder thereof in the manner required by Section 13.01 ‎Section 15.02 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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 and, if applicable, accrued and unpaid interest). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.01‎Section 15.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Marcus Corp)

Deposit of Fundamental Change Repurchase Price. (a) The 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 ‎Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), 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 Expiration TimeRepurchase Date) 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 13.01‎Section 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 Holder thereof in the manner required by Section 13.01 ‎Section 15.02 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all pay the Fundamental Change Repurchase Price (and, to the extent not included in the Fundamental Change Repurchase Price, accrued and unpaid interest, if applicable) of the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, 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 Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price and, to the extent not included in the Fundamental Change Repurchase Price, accrued and previously accrued but unpaid interest, including Additional Interest, if any, upon delivery of the Notesapplicable), whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent. (c) . Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.01‎Section 15.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Exchange Agreement (Complete Solaria, Inc.)

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the Fundamental Change Expiration Time) 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 13.016.01) 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 13.01 6.01 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of the corresponding Fundamental Change, then (i) such Notes will cease to be outstandingOutstanding, (ii) 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. (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.016.01, the Company shall execute and the Trustee shall, 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 1 contract

Samples: First Supplemental Indenture (Us Airways Inc)

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Deposit of Fundamental Change Repurchase Price. (a) The 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 Prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of cash sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the Fundamental Change Expiration Time) 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 13.01) 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 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (b) If by 11:00 a.m. New York City time, ) on the Fundamental Change Repurchase Date, the Trustee (or other Company shall deposit 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) holds an amount of money (in immediately available funds if deposited on such Business Day) sufficient to make payment on pay the Fundamental Change Repurchase Price of all the Notes or portions thereof that are to be repurchased as a result of the corresponding Fundamental ChangeChange Repurchase Date. If the Paying Agent has paid or holds on the Business Day following the Fundamental Change Repurchase Date money or securities sufficient to pay the Fundamental Change Repurchase Price of the Notes for which a Fundamental Change Repurchase Notice has been tendered and not withdrawn in accordance with this Supplemental Indenture on the Fundamental Change Repurchase Date, then as of such Fundamental Change Repurchase Date, (ia) such Notes will shall cease to be outstandingoutstanding and, subject to the right of Holders as of the close of business on a Regular Record Date to receive the related interest payment, interest (ii) interest, including Additional Interest, if any, will ) shall cease to accrue on thereon (whether or not book-entry transfer of such Notes, Notes is made or such Notes have been delivered to the Paying Agent) and (iiib) all other rights of the holders of such Notes will Holders in respect thereof shall terminate (other than the right to receive the Fundamental Change Repurchase Price, Price and previously accrued but and unpaid interest, interest (including Additional Interest, if any, ) upon delivery of the Notes), whether or not book-entry transfer of such Notes or on the Notes has been made or the Notes have been delivered to the Trustee or Paying Agentapplicable Interest Payment Date, as applicable). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.01, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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: Supplemental Indenture (PDL Biopharma, Inc.)

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), 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 Expiration Time) 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 Holder has satisfied the conditions in Section 13.0115.01) 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 Holder thereof in the manner required by Section 13.01 15.01 by mailing sending 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment pay the Fundamental Change Repurchase Price on all the Fundamental Change Repurchase Date, then, with respect to the Notes or portions thereof that are to be repurchased as a result have been properly surrendered for repurchase and have not been validly withdrawn in accordance with the provisions of the corresponding Fundamental Changethis Indenture, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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), in each case, subject to the right of any Holder as of the 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 13.0115.01, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (CompoSecure, Inc.)

Deposit of Fundamental Change Repurchase Price. Prior to 10:00 a.m. (aNew York City time) The on the Business Day following the Fundamental Change Repurchase Date, the Company will shall deposit with the Trustee (or other with the Paying Agent appointed by the Company, (or if the Company or a 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 herein) an amount of cash (in Section 4.04immediately available funds if deposited on such Business Day) and/or Applicable Stock, if permitted hereunder, sufficient to pay the aggregate Fundamental Change Repurchase Price of all the Securities or portions thereof which are to be repurchased on or prior to 11:00 a.m.such Fundamental Change Repurchase Date. If the Paying Agent holds, in accordance with the terms hereof, at 10:00 a.m. (New York City time, ) on the Fundamental Change Repurchase Date an amount of cash sufficient to repurchase all of Business Day immediately following the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the Fundamental Change Expiration Time) 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 13.01) 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 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (b) If by 11:00 a.m. New York City time, on the applicable Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money cash and/or Applicable Stock, if permitted hereunder, sufficient to make payment on all pay the Notes or portions thereof that are Fundamental Change Repurchase Price of any Securities for which a Fundamental Change Repurchase Notice has been tendered and not withdrawn pursuant to be repurchased as a result of the corresponding Section 11.04, then, immediately after such Fundamental ChangeChange Repurchase Date, then (i) such Notes Securities will cease to be outstanding, (ii) interest, including Additional Interest, if any, will cease to accrue on such Notes, and (iii) all other the rights of the holders of such Notes will Holders in respect thereof shall terminate (other than the right to receive the Fundamental Change Repurchase Price, and previously accrued but unpaid interest, including Additional Interest, if any, Price upon delivery of such Securities). As soon as practicable on and after 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. (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.01Fundamental Change Repurchase Date, the Company shall execute and the Trustee shall, upon receipt of a Company Order, authenticate and deliver to each Holder entitled to receive shares of Applicable Stock through the Paying Agent, a certificate (other than in the case of Holders of Securities in book-entry form with the Depositary, which shares shall be delivered in accordance with the Depositary customary practices) for the number of full shares of Applicable Stock issuable in payment of the Fundamental Change Repurchase Price and cash in lieu of any fractional interests. The person in whose name the certificate for the shares of Applicable Stock is registered shall be treated as a holder a new Note in an authorized denomination equal in principal amount of record of Applicable Stock on the Fundamental Change Repurchase Date. No payment or adjustment will be made for dividends on the shares of Applicable Stock the record date for which occurred on or prior to the unrepurchased portion of the Note surrenderedFundamental Change Repurchase Date.

Appears in 1 contract

Samples: Indenture (Yahoo Inc)

Deposit of Fundamental Change Repurchase Price. (a) The 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., New York City time, on the Fundamental Change Repurchase Date an amount of cash money sufficient to repurchase on the Fundamental Change Repurchase Date all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the Fundamental Change Expiration Time) will be made on the later of of: (i) the Fundamental Change Repurchase Date with respect to such Note (provided the holder Noteholder has satisfied the conditions in Section 13.0119.02) and 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 Noteholder thereof in the manner required by Section 13.01 19.02 by mailing checks for the amount payable to the holders Noteholders 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on the Fundamental Change Repurchase Date on all the Notes or portions thereof that are to be repurchased as a result of the corresponding Fundamental Change, then then: (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, outstanding and interest will cease to accrue on such Notes, and ; and (iiiii) all other rights of the holders Noteholders 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, interest upon delivery of the Notes), in each case whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent. (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0116.02, the Company shall execute and the Trustee shall, 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 1 contract

Samples: Indenture (Alaska Communications Systems Group Inc)

Deposit of Fundamental Change Repurchase Price. (a) The 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 ‎Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent or Tender Agent, as the case may be, appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.01‎Section 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 Holder thereof in the manner required by Section 13.01 ‎Section 15.02 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 Paying Agent shall, promptly after such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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 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 and, if applicable, accrued and unpaid interest). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.01‎Section 15.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Granite Construction Inc)

Deposit of Fundamental Change Repurchase Price. (a) The Company will deposit with the Trustee (On 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 or the Business Day following the Fundamental Change Repurchase Date, the Company shall deposit with the Trustee or with a Paying Agent (other than the Company or an Affiliate of the Company) an amount of cash money (in immediately available funds if deposited on such Business Day) sufficient to repurchase all of pay the Notes to be repurchased at the appropriate aggregate Fundamental Change Repurchase PricePrice of all the Securities or portions thereof that are to be purchased as of such Fundamental Change Repurchase Date. Subject to receipt of funds and/or Notes The manner in which the deposit required by this Section 1403 is made by the Company shall be at the option of the Company, provided that such deposit shall be made in a manner such that the Trustee (or other a Paying Agent appointed by shall have immediately available funds on the Company)Fundamental Change Repurchase Date. If a Paying Agent holds, payment in accordance with the terms hereof, money sufficient to pay the Fundamental Change Repurchase Price of any Security for Notes surrendered for repurchase (which a Fundamental Change Repurchase Notice has been tendered and not withdrawn prior to the Fundamental Change Expiration Time) will be made in accordance with this Indenture on the later of (i) Business Day following the Fundamental Change Repurchase Date with respect to such Note (provided the holder has satisfied the conditions in Section 13.01) 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 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (b) If by 11:00 a.m. New York City timethen, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to make payment on all the Notes or portions thereof that are to be repurchased as a result of the corresponding Fundamental Change, then (i) such Notes Security will cease to be outstanding, (ii) outstanding and interest, including any Contingent Interest and Additional InterestAmounts, if any, and Principal Accretion on the Securities will cease to accrue on such Notes, (whether or not book-entry transfer of the Securities is made or whether or not the Securities are delivered to the Paying Agent) and (iii) all other the rights of the holders of such Notes will Holder in respect thereof shall terminate (other than the right to receive the Fundamental Change Repurchase Price, Price and any previously accrued but and unpaid interest, interest (including any Contingent Interest) and Additional Interest, if any, Amounts 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. (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.01, the Securities)). The Company shall execute and publicly announce the Trustee shall, upon receipt Principal Amount at Issuance of Securities purchased as a Company Order, authenticate and deliver to result of such Fundamental Change on or as soon as practicable after the holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion of the Note surrenderedFundamental Change Repurchase Date.

Appears in 1 contract

Samples: Indenture (Jakks Pacific Inc)

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), 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 Expiration TimeRepurchase Date) 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 13.0115.02) 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 Holder thereof in the manner required by Section 13.01 15.02 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, there has been irrevocably deposited with the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to make payment on all pay the Fundamental Change Repurchase Price (and, to the extent not included in the Fundamental Change Repurchase Price, accrued and unpaid Special Interest, if applicable) of the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, 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 Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase PricePrice and, if applicable, accrued 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. (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0115.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Fastly, Inc.)

Deposit of Fundamental Change Repurchase Price. (a) The 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 timetime (or such later time to which the Trustee may agree), on the Fundamental Change Repurchase Date (subject to extension in order to allow the Company to comply with applicable law) an amount of cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company)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 Expiration TimeRepurchase Date) 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 13.0115.02) 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 Holder thereof in the manner required by Section 13.01 15.02 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 Paying Agent shall, promptly after such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (ba) If by 11:00 a.m. New York City timetime (or such later time to which the Trustee may agree), on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, or, if extended in order to allow the corresponding Fundamental ChangeCompany to comply with applicable law, then (i) 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, including Additional Special Interest, if anyand to the extent that any such accrued and unpaid Special Interest exists as of such date, 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 on the Fundamental Change Repurchase Price, and previously accrued but unpaid interest, including Additional InterestDate or, if anyextended in order to allow the Company to comply with applicable law, upon delivery of the Notes), 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 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 and (y) if the Fundamental Change Repurchase Date falls after a Special Interest Record Date but on or prior to the related Special Interest Payment Date, the right of the Holder 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 13.0115.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (3d Systems Corp)

Deposit of Fundamental Change Repurchase Price. (a) The 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 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 an amount of cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the Fundamental Change Expiration Time) will be made on the later of (i) the Business Day following the Fundamental Change Repurchase Date with respect to such Note (provided the holder has satisfied the conditions in Section 13.01) 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 13.01 9.01, 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of the corresponding Fundamental Changerepurchased, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, outstanding and interest will cease to accrue on such Notes, and Notes (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 (ii) 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 13.019.01, the Company shall execute and the Trustee shall, 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 1 contract

Samples: Supplemental Indenture (Bristow Group Inc)

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash money, in immediately available funds, sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.0115.02) 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 Holder thereof in the manner required by Section 13.01 15.02 by mailing checks for wiring in immediately available funds to that Holder’s account within the amount payable United States of America if such Holder has provided the Company and the Trustee or the Paying Agent (if other than the Trustee) with the requisite information necessary (including, but not limited to, applicable tax forms) to the holders of make such Notes entitled thereto as they shall appear in the Note Register, wire transfer; 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if anyand to the extent any interest is accruing or payable on such date, will cease to accrue on such Notes, and Notes (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 and, if applicable, accrued and unpaid interest). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0115.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Gamida Cell Ltd.)

Deposit of Fundamental Change Repurchase Price. (a) The Company 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 4.044.01) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the CompanyIssuer), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.0115.02) and (ii) the time of book-entry transfer or the delivery of such Note to the Trustee (or other Paying Agent appointed by the CompanyIssuer) by the holder Holder thereof in the manner required by Section 13.01 15.02 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 such payment and upon written demand by the CompanyIssuer, return to the Company Issuer any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0115.02, the Company Issuer shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (RCS Capital Corp)

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes #98368004v14 surrendered for repurchase (and not validly withdrawn prior to the close of business on the second Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.0115.02) 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 Holder thereof in the manner required by Section 13.01 15.02 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all pay the Fundamental Change Repurchase Price (and, to the extent not included in the Fundamental Change Repurchase Price, accrued and unpaid interest, if applicable) of the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, 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 Holders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price and, to the extent not included in the Fundamental Change Repurchase Price, accrued and previously accrued but unpaid interest, including Additional Interest, if any, upon delivery of the Notesapplicable), whether or not book-entry transfer of the Notes has been made or the Notes have been delivered to the Trustee or Paying Agent. (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0115.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (PNM Resources Inc)

Deposit of Fundamental Change Repurchase Price. (a) The 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 4.04606 of the Base Indenture) on or prior to 11:00 a.m., New York City time, on the Business Day following the Fundamental Change Repurchase Date Date, an amount of cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the Fundamental Change Expiration Time) will be made on the later of (i) the Business Day following the Fundamental Change Repurchase Date with respect to such Note (provided the holder has satisfied the conditions in Section 13.018.01) 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 13.01 8.01, 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (b) If by 11:00 a.m. a.m., New York City time, on the Business Day following the Fundamental Change Repurchase Date, Date the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to make payment on all the Notes or portions thereof that are to be repurchased as a result of the corresponding Fundamental Changerepurchased, then (i) such Notes will cease to be outstanding, (ii) outstanding and interest, including Additional Interest, if any, will cease to accrue on such Notes, and Notes (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 (cii) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.01, the Company shall execute and the Trustee shall, upon receipt of a Company Order, authenticate and deliver to the holder a new Note in an authorized denomination equal in principal amount to the unrepurchased portion all other rights of the Note surrenderedholders of such Notes will terminate (other than the right to receive the Fundamental Change Repurchase Price upon delivery or transfer of the Notes).

Appears in 1 contract

Samples: Supplemental Indenture (Ferro Corp)

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.0115.02) 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 Holder thereof in the manner required by Section 13.01 15.02 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 (or other Paying Agent appointed by the Company) shall, promptly after such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result on such Fundamental Change Repurchase 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 the corresponding Fundamental Changethis Indenture, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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 will terminate (other than the right to receive the Fundamental Change Repurchase Price). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0115.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Palo Alto Networks Inc)

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.0110.01) 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 13.01 10.01 by mailing checks for the amount payable to the holders Holders of such Notes entitled thereto as they shall will appear in the Note Register, ; provided, however, that payments to the Depositary shall will be made by wire transfer of immediately available funds to the account of the Depositary or its nominee. The Trustee shallwill, promptly after such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. Nothing herein will 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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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), 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 and, if applicable, interest as provided in Section 10.01(a)). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0110.01, the Company shall will execute and the Trustee shall, upon receipt of a Company Order, will authenticate and deliver to the holder 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 1 contract

Samples: First Supplemental Indenture (Encore Capital Group Inc)

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.0115.02) 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 Holder thereof in the manner required by Section 13.01 15.02 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 (or other Paying Agent appointed by the Company) shall, promptly after such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result on such Fundamental Change Repurchase 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 the corresponding Fundamental Changethis Indenture, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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). For the avoidance of doubt, the Fundamental Change Repurchase Date shall be subject to extension in order to permit the Company to comply with applicable law pursuant to the last sentence of Section 15.05. (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0115.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Medallia, Inc.)

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent or Tender Agent, as the case may be, appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.0115.02) 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 Holder thereof in the manner required by Section 13.01 15.02 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 (or other Paying Agent or Tender Agent, as the case may be, appointed by the Company) shall, promptly after such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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 (or Tender Agent, as the case may be) appointed by the Company) 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, if applicable, accrued and unpaid interest). (c) Upon surrender of a Physical Note that is to be repurchased in part pursuant to Section 13.0115.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, shall authenticate and deliver to the holder 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 (Boingo Wireless Inc)

Deposit of Fundamental Change Repurchase Price. (a) The 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 ‎Section 4.04) on or prior to 11:00 a.m., New York City time, on the Fundamental Change Repurchase Date an amount of cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent or Tender Agent, as the case may be, appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.01‎Section 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 Holder thereof in the manner required by Section 13.01 ‎Section 15.02 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 Paying Agent shall, promptly after such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of the corresponding Fundamental Change, then (i) such Notes will cease to be outstanding, (ii) 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. (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.01, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 (Granite Construction Inc)

Deposit of Fundamental Change Repurchase Price. (a) The Company will Issuer shall deposit with the Trustee (or other Paying Agent paying agent appointed by the CompanyIssuer, or if the Company Issuer is acting as its own Paying Agentpaying agent, set aside, segregate and hold in trust as provided in Section 4.043.03 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 cash money sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent paying agent appointed by the CompanyIssuer), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.019.01) 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 CompanyIssuer) by the holder Holder thereof in the manner required by Section 13.01 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 such payment and upon written demand by the CompanyIssuer, return to the Company Issuer any funds in excess of the Fundamental Change Repurchase Price. (b) If by 11:00 a.m. New York City time, on the Fundamental Change Repurchase Date, Date the Trustee (or other Paying Agent paying agent appointed by the CompanyIssuer) holds money sufficient to make payment on all the Notes or portions thereof that are to be repurchased as a result of the corresponding on such Fundamental Change, then Change Repurchase Date then: (i) such Notes will shall cease to be outstanding, Outstanding, (ii) interest, including Additional Interest, if any, will interest shall cease to accrue on such Notes, and Notes (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 Agentpaying 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 and, if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the related Interest Payment Date, the right of the Holder 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 13.019.01, the Company Issuer shall execute and the Trustee shall, upon receipt of a Company Order, 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, without payment of any service charge.

Appears in 1 contract

Samples: First Supplemental Indenture (Affymetrix Inc)

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash money, in immediately available funds, sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.0115.02) 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 Holder thereof in the manner required by Section 13.01 15.02 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if any, interest will cease to accrue on such Notes, and Notes (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 and, if applicable, accrued and unpaid interest). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0115.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Allscripts Healthcare Solutions, Inc.)

Deposit of Fundamental Change Repurchase Price. (a) The Company will Issuer shall deposit with the Trustee (or other Paying Agent paying agent appointed by the CompanyIssuer, or if the Company Issuer is acting as its own Paying Agentpaying agent, set aside, segregate and hold in trust as provided in Section 4.043.5(b) of the Base Indenture) on or prior to 11:00 a.m.noon, New York City time, on the Fundamental Change Repurchase Date an amount of cash money sufficient to repurchase all of the Exchangeable Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Exchangeable Notes by the Trustee (or other Paying Agent paying agent appointed by the CompanyIssuer), payment for Exchangeable Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) will be made on the later of (i) the Fundamental Change Repurchase Date with respect to such Exchangeable Note (provided the holder Holder of the Exchangeable Notes has satisfied the conditions in Section 13.019.01) and (ii) the time of book-entry transfer or the delivery of such Exchangeable Note (or beneficial interest therein, if applicable) to the Trustee (or other Paying Agent paying agent appointed by the CompanyIssuer) by the holder Holder thereof in the manner required by Section 13.01 9.01 by mailing checks for the amount payable to the holders Holders of such Exchangeable Notes entitled thereto as they shall appear in the Note Register, Exchangeable Notes 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 such payment and upon written demand by the CompanyIssuer, return to the Company Issuer any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of the corresponding Fundamental Change, then (i) such Notes will cease to be outstanding, (ii) 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. (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.01, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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: Fourth Supplemental Indenture (Hovnanian Enterprises Inc)

Deposit of Fundamental Change Repurchase Price. (a) The 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 cash money, in immediately available funds, sufficient to repurchase all of the Notes to be repurchased at the appropriate Fundamental Change Repurchase Price. Subject to receipt of funds and/or Notes by the Trustee (or other Paying Agent appointed by the Company), payment for Notes surrendered for repurchase (and not withdrawn prior to the close of business on the Business Day immediately preceding the Fundamental Change Expiration TimeRepurchase Date) 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 13.0115.02) 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 Holder thereof in the manner required by Section 13.01 15.02 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (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 make payment on all the Notes or portions thereof that are to be repurchased as a result of on such Fundamental Change Repurchase Date, then, with respect to the corresponding Fundamental ChangeNotes that have been properly surrendered for repurchase and have not been validly withdrawn, then (i) such Notes will cease to be outstanding, (ii) interest, including Additional Interest, if anyand to the extent any interest is accruing or payable on such date, will cease to accrue on such Notes, and Notes (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 and, if applicable, accrued and unpaid interest). (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.0115.02, the Company shall execute and the Trustee shall, upon receipt of a Company Order, 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 1 contract

Samples: Indenture (Acorda Therapeutics Inc)

Deposit of Fundamental Change Repurchase Price. (a) The Company will deposit with the Trustee (On 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 or the Business Day following the Fundamental Change Repurchase Date, the Company shall deposit with the Trustee or with a Paying Agent (other than the Company or an Affiliate of the Company) an amount of cash money (in immediately available funds if deposited on such Business Day) sufficient to repurchase all of pay the Notes to be repurchased at the appropriate aggregate Fundamental Change Repurchase PricePrice of all the Securities or portions thereof that are to be purchased as of such Fundamental Change Repurchase Date. Subject to receipt of funds and/or Notes The manner in which the deposit required by this Section 1403 is made by the Company shall be at the option of the Company, provided that such deposit shall be made in a manner such that the Trustee (or other a Paying Agent appointed by shall have immediately available funds on the Company)Fundamental Change Repurchase Date. If a Paying Agent holds, payment in accordance with the terms hereof, money sufficient to pay the Fundamental Change Repurchase Price of any Security for Notes surrendered for repurchase (which a Fundamental Change Repurchase Notice has been tendered and not withdrawn prior to the Fundamental Change Expiration Time) will be made in accordance with this Indenture on the later of (i) Business Day following the Fundamental Change Repurchase Date with respect to such Note (provided the holder has satisfied the conditions in Section 13.01) 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 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 such payment and upon written demand by the Company, return to the Company any funds in excess of the Fundamental Change Repurchase Price. (b) If by 11:00 a.m. New York City timethen, on the Fundamental Change Repurchase Date, the Trustee (or other Paying Agent appointed by the Company) holds money sufficient to make payment on all the Notes or portions thereof that are to be repurchased as a result of the corresponding Fundamental Change, then (i) such Notes Security will cease to be outstanding, (ii) outstanding and interest, including any Additional InterestInterest and Additional Amounts, if any, on the Securities will cease to accrue on such Notes, (whether or not book-entry transfer of the Securities is made or whether or not the Securities are delivered to the Paying Agent) and (iii) all other the rights of the holders of such Notes will Holder in respect thereof shall terminate (other than the right to receive the Fundamental Change Repurchase Price, Price and any previously accrued but and unpaid interest, including Additional Interest, if any, Interest and Additional Amounts 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. (c) Upon surrender of a Note that is to be repurchased in part pursuant to Section 13.01, the Securities)). The Company shall execute and publicly announce the Trustee shall, upon receipt of a Company Order, authenticate and deliver to the holder a new Note in an authorized denomination equal in principal amount to of Securities purchased as a result of such Fundamental Change on or as soon as practicable after the unrepurchased portion of the Note surrenderedFundamental Change Repurchase Date.

Appears in 1 contract

Samples: Indenture (New Century Financial Corp)

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