Common use of Effect of Purchase Notice or Change of Control Purchase Notice Clause in Contracts

Effect of Purchase Notice or Change of Control Purchase Notice. Upon receipt by the Paying Agent of the Purchase Notice or Change of Control Purchase Notice specified in Section 4.01(a) or Section 4.02(c), as applicable, the Holder of the Security in respect of which such Purchase Notice or Change of Control Purchase Notice, as the case may be, was given shall (unless, in the case of a Purchase Notice, such Purchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Purchase Price or Change of Control Purchase Price, as the case may be, with respect to such Security. Such Purchase Price or Change of Control Purchase Price shall be paid to such Holder, subject to receipts of funds and/or securities by the Paying Agent, (i) in the case of such Purchase Price, promptly following the later of (x) the Purchase Date with respect to such Security (provided that the conditions in Section 4.01(a) have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by Section 4.01(a) and (ii) in the case of such Change of Control Purchase Price, promptly following the Change of Control Purchase Date with respect to such Security (provided that the conditions in Section 4.02(c) have been satisfied). Securities in respect of which a Purchase Notice or Change of Control Purchase Notice has been given by the Holder thereof may not be converted pursuant to Article 11 hereof on or after the date of the delivery of such Purchase Notice or Change of Control Purchase Notice unless, in the case of a Purchase Notice, such Purchase Notice has first been validly withdrawn as specified in the following two paragraphs.

Effect of Purchase Notice or Change of Control Purchase Notice. Upon receipt by the Paying Agent of the Purchase Notice or Change of Control Purchase Notice specified in Section 4.01(a3.7(a) or Section 4.02(c3.8(c), as applicable, the Holder of the Security in respect of which such Purchase Notice or Change of Control Purchase Notice, as the case may be, was given shall (unless, in the case of a Purchase Notice, such Purchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Purchase Price or Change of Control Purchase Price, as the case may be, with respect to such Security. Such Purchase Price or Change of Control Purchase Price shall be paid to such Holder, subject to receipts of funds and/or securities by the Paying Agent, (i) in the case of such Purchase Price, promptly following the later of (x) the Purchase Date with respect to such Security (provided that the conditions in Section 4.01(a3.7(a) have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by Section 4.01(a3.7(a) and (ii) in the case of such Change of Control Purchase Price, promptly following the Change of Control Purchase Date with respect to such Security (provided that the conditions in Section 4.02(c3.7(c) have been satisfied). Securities in respect of which a Purchase Notice or Change of Control Purchase Notice has been given by the Holder thereof may not be converted pursuant to Article 11 hereof X on or after the date of the delivery of such Purchase Notice or Change of Control Purchase Notice unless, in the case of a Purchase Notice, such Purchase Notice has first been validly withdrawn as specified in the following two paragraphs. A 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 Purchase Notice at any time prior to the close of business on the second Business Day prior to the Purchase Date specifying: (1) the certificate number of the Security which the Holder will deliver to be purchased or the appropriate Depositary procedures if Certificated Securities have not been issued, (2) the principal amount at maturity of the Security with respect to which such notice of withdrawal is being submitted, and (3) the principal amount at maturity, if any, of such Security which remains subject to the original Purchase Notice and which has been or will be delivered for purchase by the Company. A written notice of withdrawal of a Purchase Notice may be in the form set forth in the preceding paragraph or may be in the form of (i) a conditional withdrawal contained in a Purchase Notice pursuant to the terms of Section 3.7(a)(1)(D) or (ii) a conditional withdrawal containing the information set forth in Section 3.7(a)(1)(D) and the preceding paragraph and contained in a written notice of withdrawal delivered to the Paying Agent as set forth in the preceding paragraph. There shall be no purchase of any Securities pursuant to Section 3.7 or 3.8 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Purchase Notice or Change of Control Purchase Notice, as the case may be) and is continuing an Event of Default. The Paying Agent shall promptly return to the respective Holders thereof any Securities (x) with respect to which a Purchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default in which case, upon such return, the Purchase Notice or Change of Control Purchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Purchase Notice or Change of Control Purchase Notice. Upon receipt by the Paying Agent of the Purchase Notice or Change of Control Purchase Notice specified in Section 4.01(a3.08(a) or Section 4.02(c3.09(c), as applicable, the Holder of the Security in respect of which such Purchase Notice or Change of Control Purchase Notice, as the case may be, was given shall (unless, in the case unless such Purchase Notice or Change of a Purchase Notice, such Control Purchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Purchase Price or Change of Control Purchase Price, as the case may be, and any accrued and unpaid cash interest, with respect to such Security. Such Purchase Price or Change of Control Purchase Price and any accrued and unpaid cash interest, if any, shall be paid to such Holder, subject to receipts receipt of funds and/or securities by the Paying Agent or Exchange Agent, (i) in the case of such Purchase Price, promptly following the later of (x) the Purchase Date or the Change of Control Purchase Date, as the case may be, with respect to such Security (provided that the conditions in Section 4.01(a3.08(a) or Section 3.09(c), as applicable, have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by Section 4.01(a3.08(a) and (ii) in the case of such Change of Control Purchase Priceor Section 3.09(c), promptly following the Change of Control Purchase Date with respect to such Security (provided that the conditions in Section 4.02(c) have been satisfied)as applicable. Securities in respect of which a Purchase Notice or Change of Control Purchase Notice Notice, as the case may be, has been given by the Holder thereof may not be converted exchanged pursuant to Article 11 hereof or the Exchange Agreement on or after the date of the delivery of such Purchase Notice or Change of Control Purchase Notice unlessNotice, in as the case may be, unless such Purchase Notice or Change of a Control Purchase Notice, such Purchase Notice as the case may be, has first been validly withdrawn as specified in the following two paragraphs.

Effect of Purchase Notice or Change of Control Purchase Notice. Upon receipt by the Paying Agent of the Purchase Notice or Change of Control Purchase Notice specified in Section 4.01(a3.7(a) or Section 4.02(c3.8(c), as applicable, the Holder of the Security in respect of which such Purchase Notice or Change of Control Purchase Notice, as the case may be, was given shall (unless, in the case of a Purchase Notice, such Purchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Purchase Price or Change of Control Purchase Price, as the case may be, with respect to such Security. Such Purchase Price or Change of Control Purchase Price shall be paid to such Holder, subject to receipts of funds and/or securities by the Paying Agent, (i) in the case of such Purchase Price, promptly following the later of (x) the Purchase Date with respect to such Security (provided that the conditions in Section 4.01(a3.7(a) have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by Section 4.01(a3.7(a) and (ii) in the case of such Change of Control Purchase Price, promptly following the Change of Control Purchase Date with respect to such Security (provided that the conditions in Section 4.02(c3.7(c) have been satisfied). Securities in respect of which a Purchase Notice or Change of Control Purchase Notice has been given by the Holder thereof may not be converted pursuant to Article 11 hereof X on or after the date of the delivery of such Purchase Notice or Change of Control Purchase Notice unless, in the case of a Purchase Notice, such Purchase Notice has first been validly withdrawn as specified in the following two paragraphs.

Effect of Purchase Notice or Change of Control Purchase Notice. Upon receipt by the Paying Agent of the Purchase Notice or Change of Control Purchase Notice specified in Section 4.01(a3.7(a) or Section 4.02(c3.8(c), as applicable, the Holder of the Security in respect of which such Purchase Notice or Change of Control Purchase Notice, as the case may be, was given shall (unless, in the case unless such Purchase Notice or Change of a Control Purchase Notice, such Purchase Notice as the case may be, is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Purchase Price or Change of Control Purchase Price, as the case may be, with respect to such Security. Such Purchase Price or Change of Control Purchase Price shall be paid to such Holder, subject to receipts of funds and/or securities by the Paying Agent, (i) in the case of such Purchase Price, promptly following the later of (x) the Purchase Date or the Change of Control Purchase Date, as the case may be, with respect to such Security (provided that the conditions in Section 4.01(a3.7(a) or Section 3.8(c), as applicable, have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by Section 4.01(a3.7(a) and (ii) in the case of such Change of Control Purchase Priceor Section 3.8(c), promptly following the Change of Control Purchase Date with respect to such Security (provided that the conditions in Section 4.02(c) have been satisfied)as applicable. Securities in respect of which a Purchase Notice or Change of Control Purchase Notice has been given by the Holder thereof may not be converted pursuant to Article 11 10 hereof on or after the date of the delivery of such Purchase Notice or Change of Control Purchase Notice unless, in the case unless such Purchase Notice or Change of a Purchase Notice, such Control Purchase Notice has first been validly withdrawn as specified in the following two paragraphs.

Effect of Purchase Notice or Change of Control Purchase Notice. Upon receipt by the Paying Agent of the Purchase Notice or Change of Control Purchase Notice specified in Section 4.01(a) 3.08 or Section 4.02(c3.09(d), as applicable, the Holder of the Security Note in respect of which such Purchase Notice or Change of Control Purchase Notice, as the case may be, was given shall (unless, in the case unless such Purchase Notice or Change of a Purchase Notice, such Control Purchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Purchase Price or Change of Control Purchase Price, together with accrued but unpaid interest (including Contingent Interest and Additional Amounts, if any), thereon, to but not including the Purchase Date or Change of Control Purchase Date, as the case may be, with respect to such SecurityNote. Such Purchase Price or Change of Control Purchase Price Price, together with accrued but unpaid interest (including Contingent Interest and Additional Amounts, if any), thereon, to but not including the Purchase Date or Change of Control Purchase Date, as the case may be, shall be paid to such Holder, subject to receipts receipt of funds and/or securities by the Paying Agent, (i) in the case of such Purchase Price, promptly following the later of (x) the Purchase Date or the Change of Control Purchase Date, as the case may be, with respect to such Security Note (provided that the conditions in Section 4.01(a) 3.08 or Section 3.09, as applicable, have been satisfied) and (y) the time of delivery or book-entry transfer of such Security Note to the Paying Agent by the Holder thereof in the manner required by Section 4.01(a3.08 (a)(ii) and (ii) in the case of such Change of Control Purchase Priceor Section 3.09(d), promptly following the Change of Control Purchase Date with respect to such Security (provided that the conditions in Section 4.02(c) have been satisfied)as applicable. Securities Notes in respect of which a Purchase Notice or Change of Control Purchase Notice Notice, as the case may be, has been given by the Holder thereof may not be converted pursuant to Article 11 12 hereof on or after the date of the delivery of such Purchase Notice or Change of Control Purchase Notice unlessNotice, in as the case may be, unless such Purchase Notice or Change of a Control Purchase Notice, such Purchase Notice as the case may be, has first been validly withdrawn as specified in the following two paragraphs.

Effect of Purchase Notice or Change of Control Purchase Notice. (a) Upon receipt by the Paying Agent of the Purchase Notice or Change of Control Purchase Notice specified in Section 4.01(a3.07(1) or Section 4.02(c3.08(c), as applicable, the Holder of the Security in respect of which such Purchase Notice or Change of Control Purchase Notice, as the case may be, was given shall (unless, in the case unless such Purchase Notice or Change of a Control Purchase Notice, such Purchase Notice as the case may be, is withdrawn as specified in the following two paragraphs) thereafter be entitled solely to receive solely the Purchase Price or Change of Control Purchase Price, as the case may be, with respect to such Security. Such Purchase Price or Change of Control Purchase Price shall be paid to such Holder, subject to receipts of funds and/or securities by the Paying Agent, (i) in the case of such Purchase Price, promptly following the later of (x) the Purchase Date or the Change of Control Purchase Date, as the case may be, with respect to such Security (provided that the conditions in Section 4.01(a3.07(1) or Section 3.08(c), as applicable, have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by Section 4.01(a) and (ii) in the case of such Change of Control Purchase Price3.07 or Section 3.08(c), promptly following the Change of Control Purchase Date with respect to such Security (provided that the conditions in Section 4.02(c) have been satisfied)as applicable. Securities in respect of which a Purchase Notice or Change of Control Purchase Notice has been given by the Holder thereof may not be converted pursuant to Article 11 10 hereof on or after the date of the delivery of such Purchase Notice or Change of Control Purchase Notice unless, in the case unless such Purchase Notice or Change of a Purchase Notice, such Control Purchase Notice has first been validly withdrawn as specified in the following two paragraphs. (b) A Purchase Notice or Change of Control 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 Purchase Notice or Change of Control Purchase Notice, as the case may be, at any time prior to the close of business on the Business Day immediately preceding the Purchase Date or Change of Control Purchase Date, as the case may be, specifying: (1) the certificate number, if any, of the Security in respect of which such notice of withdrawal is being submitted, (2) the principal amount of the Security with respect to which such notice of withdrawal is being submitted, and (3) the principal amount, if any, of such Security which remains subject to the original Purchase Notice or Change of Control Purchase Notice, as the case may be, and which has been or will be delivered for purchase by the Company. (c) A written notice of withdrawal of a Purchase Notice may be in the form set forth in Section 3.12(b) or may be in the form of (i) a conditional withdrawal contained in a Purchase Notice pursuant to the terms of Section 3.07(1)(D) or (ii) a conditional withdrawal containing the information set forth in Section 3.07(1)(D) and Section 3.12(b) and contained in a written notice of withdrawal delivered to the Paying Agent as set forth in Section 3.12(b). (d) A written notice of withdrawal of a Change of Control Purchase Notice may be in the form set forth in Section 3.12(b) or may be in the form of (i) a conditional withdrawal contained in a Purchase Notice pursuant to the terms of Section 3.08(c)(iv) or (ii) a conditional withdrawal containing the information set forth in Section 3.08(c)(iv) and Section 3.12(b) and contained in a written notice of withdrawal delivered to the Paying Agent as set forth in Section 3.12(b). (e) There shall be no purchase of any Securities pursuant to Section 3.07 or 3.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Purchase Notice or Change of Control Purchase Notice, as the case may be) and is continuing an Event of Default (other than a default in the payment of the Purchase Price or Change of Control Purchase Price, as the case may be, with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Purchase Notice or Change of Control Purchase Notice, as the case may be, has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Purchase Price or Change of Control Purchase Price, as the case may be, with respect to such Securities) in which case, upon such return, the Purchase Notice or Change of Control Purchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Purchase Notice or Change of Control Purchase Notice. Upon receipt by the Paying Agent of the Purchase Notice or Change of Control Purchase Notice specified in Section 4.01(a3.08(a) or Section 4.02(c3.09(c), as applicable, the Holder of the Security in respect of which such Purchase Notice or Change of Control Purchase Notice, as the case may be, was given shall (unless, in the case unless such Purchase Notice or Change of a Purchase Notice, such Control Purchase Notice is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Purchase Price or Change of Control Purchase Price, as the case may be, with respect to such Security. Such Purchase Price or Change of Control Purchase Price shall be paid to such Holder, subject to receipts of funds and/or securities by the Paying Agent, (i) in the case of such Purchase Price, Holder promptly following the later of (x) the Business Day following the Purchase Date or the Change of Control Purchase Date, as the case may be, with respect to such Security (provided that the conditions in Section 4.01(a3.08(a) or Section 3.09(c), as applicable, have been satisfied) and (y) the time of delivery of such Security to the Paying Agent or to the office or agency referred to in Section 4.05 by the Holder thereof in the manner required by Section 4.01(a3.08(a) and (iig) in the case of such Change of Control Purchase Priceor Section 3.09(c), promptly following the Change of Control Purchase Date with respect to such Security (provided that the conditions in Section 4.02(c) have been satisfied)as applicable. Securities in respect of which a Purchase Notice or Change of Control Purchase Notice Notice, as the case may be, has been given by the Holder thereof may not be converted pursuant to Article 11 hereof into shares of Common Stock on or after the date of the delivery of such Purchase Notice or Change of Control Purchase Notice unlessNotice, in as the case may be, unless such Purchase Notice or Change of a Control Purchase Notice, such Purchase Notice as the case may be, has first been validly withdrawn as specified in the following two paragraphs.

Effect of Purchase Notice or Change of Control Purchase Notice. (a) Upon receipt by the Paying Agent of the Purchase Notice or Change of Control Purchase Notice specified in Section 4.01(a3.07(1) or Section 4.02(c3.08(c), as applicable, the Holder of the Security in respect of which such Purchase Notice or Change of Control Purchase Notice, as the case may be, was given shall (unless, in the case unless such Purchase Notice or Change of a Control Purchase Notice, such Purchase Notice as the case may be, is withdrawn as specified in the following two paragraphs) thereafter be entitled to receive solely the Purchase Price or Change of Control Purchase Price, as the case may be, with respect to such Security. Such Purchase Price or Change of Control Purchase Price shall be paid to such Holder, subject to receipts of funds and/or securities by the Paying Agent, (i) in the case of such Purchase Price, promptly following the later of (x) the Purchase Date or the Change of Control Purchase Date, as the case may be, with respect to such Security (provided that the conditions in Section 4.01(a3.07(1) or Section 3.08(c), as applicable, have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by Section 4.01(a) and (ii) in the case of such Change of Control Purchase Price3.07 or Section 3.08(c), promptly following the Change of Control Purchase Date with respect to such Security (provided that the conditions in Section 4.02(c) have been satisfied)as applicable. Securities in respect of which a Purchase Notice or Change of Control Purchase Notice has been given by the Holder thereof may not be converted pursuant to Article 11 10 hereof on or after the date of the delivery of such Purchase Notice or Change of Control Purchase Notice unless, in the case unless such Purchase Notice or Change of a Purchase Notice, such Control Purchase Notice has first been validly withdrawn as specified in the following two paragraphs. (b) A Purchase Notice or Change of Control 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 Purchase Notice or Change of Control Purchase Notice, as the case may be, at any time prior to the close of business on the third Business Day prior to the Purchase Date or the close of business on the Business Day immediately preceding the Change of Control Purchase Date, as the case may be, specifying: (1) the certificate number, if any, of the Security in respect of which such notice of withdrawal is being submitted, (2) the principal amount at maturity of the Security with respect to which such notice of withdrawal is being submitted, and (3) the principal amount at maturity, if any, of such Security which remains subject to the original Purchase Notice or Change of Control Purchase Notice, as the case may be, and which has been or will be delivered for purchase by the Company. (c) A written notice of withdrawal of a Purchase Notice may be in the form set forth in Section 3.10(b) or may be in the form of (i) a conditional withdrawal contained in a Purchase Notice pursuant to the terms of Section 3.07(1)(D) or (ii) a conditional withdrawal containing the information set forth in Section 3.07(1)(D) and Section 3.10(b) and contained in a written notice of withdrawal delivered to the Paying Agent as set forth in the preceding paragraph. (d) A written notice of withdrawal of a Change of Control Purchase Notice may be in the form set forth in Section 3.10(b) or may be in the form of (i) a conditional withdrawal contained in a Purchase Notice pursuant to the terms of Section 3.08(c)(4) or (ii) a conditional withdrawal containing the information set forth in Section 3.08(c)(4) and Section 3.10(b) and contained in a written notice of withdrawal delivered to the Paying Agent as set forth in the preceding paragraph. (e) There shall be no purchase of any Securities pursuant to Section 3.07 or 3.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Purchase Notice or Change of Control Purchase Notice, as the case may be) and is continuing an Event of Default (other than a default in the payment of the Purchase Price or Change of Control Purchase Price, as the case may be, with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Purchase Notice or Change of Control Purchase Notice, as the case may be, has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Purchase Price or Change of Control Purchase Price, as the case may be, with respect to such Securities) in which case, upon such return, the Purchase Notice or Change of Control Purchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Purchase Notice or Change of Control Purchase Notice. (a) Upon receipt by the Paying Agent of the Purchase Notice or Change of Control Purchase Notice specified in Section 4.01(a3.07(1) or Section 4.02(c3.08(c), as applicable, the Holder of the Security in respect of which such Purchase Notice or Change of Control Purchase Notice, as the case may be, was given shall (unless, in the case unless such Purchase Notice or Change of a Control Purchase Notice, such Purchase Notice as the case may be, is withdrawn as specified in the following two paragraphs) thereafter be entitled solely to receive solely the Purchase Price or Change of Control Purchase Price, as the case may be, with respect to such Security. Such Purchase Price or Change of Control Purchase Price shall be paid to such Holder, subject to receipts of funds and/or securities by the Paying Agent, (i) in the case of such Purchase Price, promptly following the later of (x) the Purchase Date or the Change of Control Purchase Date, as the case may be, with respect to such Security (provided that the conditions in Section 4.01(a3.07(1) or Section 3.08(c), as applicable, have been satisfied) and (y) the time of delivery of such Security to the Paying Agent by the Holder thereof in the manner required by Section 4.01(a) and (ii) in the case of such Change of Control Purchase Price3.07 or Section 3.08(c), promptly following the Change of Control Purchase Date with respect to such Security (provided that the conditions in Section 4.02(c) have been satisfied)as applicable. Securities in respect of which a Purchase Notice or Change of Control Purchase Notice has been given by the Holder thereof may not be converted pursuant to Article 11 10 hereof on or after the date of the delivery of such Purchase Notice or Change of Control Purchase Notice unless, in the case unless such Purchase Notice or Change of a Purchase Notice, such Control Purchase Notice has first been validly withdrawn as specified in the following two paragraphs. (b) A Purchase Notice or Change of Control 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 Purchase Notice or Change of Control Purchase Notice, as the case may be, at any time prior to the close of business on the Business Day immediately preceding the Purchase Date or Change of Control Purchase Date, as the case may be, specifying: (1) the certificate number, if any, of the Security in respect of which such notice of withdrawal is being submitted, (2) the principal amount of the Security with respect to which such notice of withdrawal is being submitted, and (3) the principal amount, if any, of such Security which remains subject to the original Purchase Notice or Change of Control Purchase Notice, as the case may be, and which has been or will be delivered for purchase by the Company. (c) A written notice of withdrawal of a Change of Control Purchase Notice may be in the form set forth in Section 3.12(b) or may be in the form of a conditional withdrawal contained in a Change of Control Purchase Notice pursuant to the terms of Section 3.08(c)(iv). (d) There shall be no purchase of any Securities pursuant to Section 3.07 or 3.08 if there has occurred (prior to, on or after, as the case may be, the giving, by the Holders of such Securities, of the required Purchase Notice or Change of Control Purchase Notice, as the case may be) and is continuing an Event of Default (other than a default in the payment of the Purchase Price or Change of Control Purchase Price, as the case may be, with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Purchase Notice or Change of Control Purchase Notice, as the case may be, has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Purchase Price or Change of Control Purchase Price, as the case may be, with respect to such Securities) in which case, upon such return, the Purchase Notice or Change of Control Purchase Notice with respect thereto shall be deemed to have been withdrawn.