Common use of Effect of Fundamental Change Purchase Notice Clause in Contracts

Effect of Fundamental Change Purchase Notice. Upon receipt by any Paying Agent of the Fundamental Change Purchase Notice specified in Section 7.01(c), the Holder of the Debenture in respect of which such Fundamental Change Purchase Notice was given shall (unless such Fundamental Change Purchase Notice is withdrawn as specified below) thereafter be entitled to receive the Fundamental Change Purchase Price with respect to such Debenture. Such Fundamental Change Purchase Price shall be paid to such Holder promptly following the later of (a) the Fundamental Change Purchase Date with respect to such Debenture (provided the conditions in Section 7.01(c) have been satisfied) and (b) the time of delivery of such Debenture to a Paying Agent by the Holder thereof in the manner required by Section 7.01(c). Debentures in respect of which a Fundamental Change Purchase Notice has been given by the Holder thereof may not be converted into Common Stock on or after the date of the delivery of such Fundamental Change Purchase Notice unless such Fundamental Change Purchase Notice has first been validly withdrawn as specified in the following paragraph. A Fundamental Change Purchase Notice may be withdrawn by means of a written notice of withdrawal delivered to the office of the Paying Agent at any time prior to the close of business on the Business Day immediately preceding the applicable Fundamental Change Purchase Date specifying:

Appears in 1 contract

Samples: Fourth Supplemental Indenture (Wyeth)

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Effect of Fundamental Change Purchase Notice. Upon receipt by any the Paying Agent of the Fundamental Change Purchase Notice specified in Section 7.01(c3.05(d), the Holder of the Debenture Note in respect of which such Fundamental Change Purchase Notice was given shall (unless such Fundamental Change Purchase Notice is withdrawn as specified belowin the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Purchase Price with respect to such DebentureNote. Such Fundamental Change Purchase Price shall be paid to such Holder Holder, subject to receipt of consideration for the Notes by the Paying Agent, promptly following the later of (ax) the Fundamental Change Purchase Date with respect to such Debenture Note (provided the conditions in Section 7.01(c) 3.05(d), as the case may be, have been satisfied) and or (by) the time of delivery or book-entry transfer of such Debenture Note to a the Paying Agent by the Holder thereof in the manner required by Section 7.01(c3.05(d), as the case may be. Debentures Notes in respect of which a Fundamental Change Purchase Notice has been given by the Holder thereof may not be converted into Common Stock pursuant to Article 10 hereof on or after the date of the delivery of such Fundamental Change Purchase Notice unless such Fundamental Change Purchase Notice has first been validly withdrawn as specified in the following paragraphtwo paragraphs. A Fundamental Change Purchase Notice may be withdrawn by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the Fundamental Change Purchase Notice at any time prior to the close of business on the Business Day immediately preceding the applicable Fundamental Change Purchase Date specifying:

Appears in 1 contract

Samples: Indenture (Xoma LTD /De/)

Effect of Fundamental Change Purchase Notice. Upon receipt by any the Paying Agent of the Fundamental Change Purchase Notice specified in Section 7.01(c3.09(a)(iii), the Holder of the Debenture Security in respect of which such Fundamental Change Purchase Notice was given shall (unless such Fundamental Change Purchase Notice is withdrawn as specified belowin the following paragraph) thereafter be entitled to receive solely the Fundamental Change Purchase Price with respect to such DebentureSecurity. Such Fundamental Change Purchase Price shall be paid to such Holder promptly following Holder, subject to receipt of Cash by the Paying Agent from the Company, on the later of (a1) the Fundamental Change Purchase Date with respect to such Debenture Security (provided the conditions in Section 7.01(c3.09(a)(iii) have been satisfied) and (b2) the time of book-entry transfer or delivery of such Debenture Security to a the Paying Agent by the Holder thereof in the manner required by Section 7.01(c3.09(a)(iii). Debentures Securities in respect of which a Fundamental Change Purchase Notice has been given by the Holder thereof may not be converted into Common Stock pursuant to Article 4 on or after the date of the delivery of such Fundamental Change Purchase Notice unless such Fundamental Change Purchase Notice has first been validly withdrawn as specified in the following paragraph. A Fundamental Change Purchase Notice may be withdrawn by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the Fundamental Change Purchase Notice at any time prior to the close of business 5:00 p.m., New York City time, on the Business Day immediately preceding the applicable Fundamental Change Purchase Date Date, specifying:

Appears in 1 contract

Samples: Indenture (Meritor Inc)

Effect of Fundamental Change Purchase Notice. Upon receipt by any the Paying Agent of the Fundamental Change Purchase Notice specified in Section 7.01(c12.1(c), the Holder of the Debenture Security in respect of which such Fundamental Change Purchase Notice was given shall (unless such Fundamental Change Purchase Notice is withdrawn as specified belowin the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Purchase Price with respect to such DebentureSecurity. Such Fundamental Change Purchase Price purchase price shall be paid to such Holder Holder, subject to receipt of funds and/or securities by the Paying Agent, promptly following the later of (ax) the Fundamental Change Purchase Date with respect to such Debenture Security (provided the conditions in Section 7.01(c12.1(c) have been satisfied) and (by) the time of delivery of such Debenture Security to a the Paying Agent by the Holder thereof in the manner required by Section 7.01(c)12.1(c) . Debentures Securities in respect of which a Fundamental Change Purchase Notice has been given by the Holder thereof may not be converted into Common Stock pursuant to Article 13 hereof on or after the date of the delivery of such Fundamental Change Purchase Notice unless such Fundamental Change Purchase Notice has first been validly withdrawn as specified in the following paragraphtwo paragraphs. A Fundamental Change Purchase Notice may be withdrawn by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to the close of business on the Business Day immediately preceding the applicable Fundamental Change Purchase Date specifying:

Appears in 1 contract

Samples: Endeavour Silver Corp

Effect of Fundamental Change Purchase Notice. Upon receipt by any the Paying Agent of the Fundamental Change Purchase Notice specified in Section 7.01(c3.07(c), the Holder of the Debenture a 2007 Note in respect of which such Fundamental Change Purchase Notice was given shall (unless such Fundamental Change Purchase Notice is withdrawn as specified belowin the following paragraph) thereafter be entitled to receive solely the Fundamental Change Purchase Price with respect to such Debenture2007 Note. Such Fundamental Change Purchase Price shall be paid to such Holder Holder, subject to receipt of funds by the Paying Agent, promptly following the later of (ax) the Fundamental Change Purchase Date with respect to such Debenture 2007 Note (provided the conditions in Section 7.01(c3.07(c) have been satisfied) and (by) the time of delivery of such Debenture 2007 Note to a the Paying Agent by the Holder thereof in the manner required by Section 7.01(c3.07(c). Debentures 2007 Notes in respect of which a Fundamental Change Purchase Notice has been given by the Holder thereof may not be converted into Common Stock pursuant to Article IX hereof on or after the date of the delivery of such Fundamental Change Purchase Notice unless such Fundamental Change Purchase Notice has first been validly withdrawn as specified in the following paragraphtwo paragraphs. A Fundamental Change Purchase Notice may be withdrawn by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the Fundamental Change Purchase Notice at any time prior to the close of business on the last Business Day immediately preceding prior to the applicable Fundamental Change Purchase Date specifying:: 12

Appears in 1 contract

Samples: Supplemental Indenture (Mirant Corp)

Effect of Fundamental Change Purchase Notice. Upon receipt by any Paying Agent of the Fundamental Change Purchase Notice specified in Section 7.01(c701(c), the Holder of the Debenture Note in respect of which such Fundamental Change Purchase Notice was given shall (unless such Fundamental Change Purchase Notice is withdrawn as specified below) thereafter be entitled to receive on the Fundamental Change Purchase Date the Fundamental Change Purchase Price with respect to such DebentureNote together with interest accrued to such Fundamental Change Purchase Date. Such Fundamental Change Purchase Price shall be paid to such Holder promptly following the later of (a) the Fundamental Change Purchase Date with respect to such Debenture Note (provided the conditions in Section 7.01(c701(c) have been satisfied) and (b) the time of delivery of such Debenture Note to a Paying Agent by the Holder thereof in the manner required by Section 7.01(c701(c). Debentures Notes in respect of which a Fundamental Change Purchase Notice has been given by the Holder thereof may not be converted into Common Stock on or after the date of the delivery of such Fundamental Change Purchase Notice unless such Fundamental Change Purchase Notice has first been validly withdrawn as specified in the following paragraph. A Fundamental Change Purchase Notice may be withdrawn by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the Fundamental Change Purchase Notice at any time prior to the close of business on the Business Day immediately preceding the applicable Fundamental Change Purchase Date specifying:

Appears in 1 contract

Samples: Jabil Circuit Inc

Effect of Fundamental Change Purchase Notice. Upon receipt by any the Paying Agent of the Fundamental Change Purchase Notice specified in Section 7.01(c12.1(c), the Holder of the Debenture Security in respect of which such Fundamental Change Purchase Notice was given shall (unless such Fundamental Change Purchase Notice is withdrawn as specified belowin the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Purchase Price with respect to such DebentureSecurity. Such Fundamental Change Purchase Price purchase price shall be paid to such Holder Holder, subject to receipt of funds and/or securities by the Paying Agent, promptly following the later of (ax) the Fundamental Change Purchase Date with respect to such Debenture Security (provided the conditions in Section 7.01(c12.1(c) have been satisfied) and (by) the time of delivery of such Debenture Security to a the Paying Agent by the Holder thereof in the manner required by Section 7.01(c12.1(c). Debentures Securities in respect of which a Fundamental Change Purchase Notice has been given by the Holder thereof may not be converted into Common Stock pursuant to Article 13 hereof on or after the date of the delivery of such Fundamental Change Purchase Notice unless such Fundamental Change Purchase Notice has first been validly withdrawn as specified in the following paragraphtwo paragraphs. A Fundamental Change Purchase Notice may be withdrawn by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to the close of business on the Business Day immediately preceding the applicable Fundamental Change Purchase Date specifying:

Appears in 1 contract

Samples: Indenture (Minefinders Corp Ltd.)

Effect of Fundamental Change Purchase Notice. Upon receipt by any the Paying Agent of the Fundamental Change Purchase Notice specified in Section 7.01(c3.01(c), the Holder of the Debenture Note in respect of which such Fundamental Change Purchase Notice was given shall (unless such Fundamental Change Purchase Notice is withdrawn as specified belowin the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Purchase Price and any accrued and unpaid interest, with respect to such DebentureNote. Such Fundamental Change Purchase Price and interest shall be paid to such Holder promptly Holder, subject to receipt of funds by the Paying Agent, on or prior to the third Business Day following the later of (ax) the Fundamental Change Purchase Date Date, with respect to such Debenture Note (provided the conditions in Section 7.01(c3.01(c) have been satisfied) and (by) the time of delivery of such Debenture Note to a the Paying Agent by the Holder thereof in the manner required by Section 7.01(c3.01(c). Debentures Notes in respect of which a Fundamental Change Purchase Notice has been given by the Holder thereof may not be converted into Common Stock pursuant to Article 10 hereof on or after the date of the delivery of such Fundamental Change Purchase Notice unless such Fundamental Change Purchase Notice has first been validly withdrawn as specified in the following paragraphtwo paragraphs. A Fundamental Change Purchase Notice may be withdrawn by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the Fundamental Change Purchase Notice at any time prior to the close Close of business Business on the Business Day immediately preceding the applicable Fundamental Change Purchase Date specifying:: the certificate number of the Note which the Holder will deliver to be purchased, if Certificated Notes have been issued, or notice compliant with the relevant DTC procedures, if the Notes are not certificated, the principal amount of the Note with respect to which such notice of withdrawal is being submitted, and the principal amount, if any, of such Note which remains subject to the original Fundamental Change Purchase Notice and which has been or will be delivered for purchase by the Company. A written notice of withdrawal of a Fundamental Change Purchase Notice may be in the form set forth in the preceding paragraph.

Appears in 1 contract

Samples: Sun Microsystems, Inc.

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Effect of Fundamental Change Purchase Notice. Upon receipt by any Paying Agent of the Fundamental Change Purchase Notice specified in Section 7.01(c3.12(c), the Holder of the Debenture Note in respect of which such Fundamental Change Purchase Notice was given shall (unless such Fundamental Change Purchase Notice is withdrawn as specified below) thereafter be entitled to receive the Fundamental Change Purchase Price with respect to such DebentureNote. Such Fundamental Change Purchase Price shall be paid to such Holder promptly following the later of (a) the Fundamental Change Purchase Date with respect to such Debenture Note (provided the conditions in Section 7.01(c3.12(c) have been satisfied) and (b) the time of delivery of such Debenture Note to a Paying Agent by the Holder thereof in the manner required by Section 7.01(c3.12(c). Debentures Notes in respect of which a Fundamental Change Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Fundamental Change Purchase Notice unless such Fundamental Change Purchase Notice has first been validly withdrawn as specified in the following paragraphwithdrawn. A Fundamental Change Purchase Notice may be withdrawn by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary’s customary procedures) of withdrawal delivered by the Holder to the office of the a Paying Agent at any time prior to the close of business on the Business Day immediately preceding the applicable Fundamental Change Purchase Date specifying:Date, specifying the Principal Amount of the Security or portion thereof (which must be a Principal Amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Appears in 1 contract

Samples: First Supplemental Indenture (Carrizo Oil & Gas Inc)

Effect of Fundamental Change Purchase Notice. Upon receipt by any the Paying Agent of the Fundamental Change Purchase Notice specified in Section 7.01(c12.01(c), the Holder of the Debenture Security in respect of which such Fundamental Change Purchase Notice was given shall (unless such Fundamental Change Purchase Notice is withdrawn as specified belowin the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Purchase Price with respect to such DebentureSecurity. Such Fundamental Change Purchase Price shall be paid to such Holder Holder, subject to receipt of funds and/or Securities by the Paying Agent, promptly following the later of (a) the Fundamental Change Purchase Date with respect to such Debenture Security (provided provided, the conditions in Section 7.01(c12.01(c) have been satisfied) and (b) the time of book-entry transfer or delivery of such Debenture Security to a the Paying Agent by the Holder thereof in the manner required by Section 7.01(c12.01(c). Debentures Securities in respect of which a Fundamental Change Purchase Notice has been given by the Holder thereof may not be converted into Common Stock pursuant to Article XIII hereof on or after the date of the delivery of such Fundamental Change Purchase Notice unless such Fundamental Change Purchase Notice has first been validly withdrawn as specified in the following paragraphtwo paragraphs. A Fundamental Change Purchase Notice may be withdrawn by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to the close of business on the Business Day immediately preceding the applicable Fundamental Change Purchase Date specifying:

Appears in 1 contract

Samples: Indenture (Jaguar Mining Inc)

Effect of Fundamental Change Purchase Notice. Upon receipt by any Paying Agent of the Fundamental Change Purchase Notice specified in Section 7.01(c13.01(c), the Holder of the Debenture Security in respect of which such Fundamental Change Purchase Notice was given shall (unless such Fundamental Change Purchase Notice is withdrawn as specified below) thereafter be entitled to receive the Fundamental Change Purchase Price with respect to such DebentureSecurity. Such Fundamental Change Purchase Price shall be paid to such Holder promptly following the later of (a) the Fundamental Change Purchase Date with respect to such Debenture Security (provided the conditions in Section 7.01(c13.01(c) have been satisfied) and (b) the time of delivery of such Debenture Security to a Paying Agent by the Holder thereof in the manner required by Section 7.01(c13.01(c). Debentures Securities in respect of which a Fundamental Change Purchase Notice has been given by the Holder thereof may not be converted into Common Stock on or after the date of the delivery of such Fundamental Change Purchase Notice unless such Fundamental Change Purchase Notice has first been validly withdrawn as specified in the following paragraph. A Fundamental Change Purchase Notice may be withdrawn by means of a written notice of withdrawal delivered to the office of the Paying Agent at any time prior to the close of business on the Business Day immediately preceding the applicable Fundamental Change Purchase Date specifying:

Appears in 1 contract

Samples: Lockheed Martin Corp

Effect of Fundamental Change Purchase Notice. Upon receipt by any the Paying Agent of the Fundamental Change Purchase Notice specified in Section 7.01(c15.01(c), the Holder of the Debenture Security in respect of which such Fundamental Change Purchase Notice was given shall (unless such Fundamental Change Purchase Notice is withdrawn as specified belowin the following two paragraphs) thereafter be entitled to receive solely the Fundamental Change Purchase Price with respect to such DebentureSecurity. Such Fundamental Change Purchase Price purchase price shall be paid to such Holder Holder, subject to receipt of funds and/or securities by the Paying Agent, promptly following the later of (ax) the Fundamental Change Purchase Date with respect to such Debenture Security (provided the conditions in Section 7.01(c15.01(c) have been satisfied) and (by) the time of delivery of such Debenture Security to a the Paying Agent by the Holder thereof in the manner required by Section 7.01(c15.01(c). Debentures Securities in respect of which a Fundamental Change Purchase Notice has been given by the Holder thereof may not be converted into Common Stock pursuant to Article XVI hereof on or after the date of the delivery of such Fundamental Change Purchase Notice unless such Fundamental Change Purchase Notice has first been validly withdrawn as specified in the following paragraphtwo paragraphs. A Fundamental Change Purchase Notice may be withdrawn by means of a written notice of withdrawal delivered to the office of the Paying Agent in accordance with the procedures set forth in the Fundamental Change Company Notice at any time prior to the close of business on the Business Day immediately preceding prior to the applicable Fundamental Change Purchase Date specifying:

Appears in 1 contract

Samples: Indenture (Gold Reserve Inc)

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