Common use of Exchange in Lieu of Repurchase Clause in Contracts

Exchange in Lieu of Repurchase. The Company shall have the option, exercisable at any time or from time to time, by an instrument in writing signed by the Company and provided to the Paying Agent, to designate a, or change the existing designation of the, financial institution (a “Purchase Party”) to which Notes surrendered by a Holder for repurchase in accordance with this Article VIII will be initially offered by the Paying Agent on behalf of a Holder for exchange in lieu of repurchase. In order to accept any Notes surrendered for repurchase, the Purchase Party must agree to deliver, in exchange for such Notes, the Designated Event Purchase Price for such Notes in the amount that would be payable if the Notes were repurchased by the Company in accordance with this Article VIII. If the Purchase Party accepts any Notes for repurchase, it will deliver to the Paying Agent, and the Paying Agent will deliver to Holders that surrendered such Notes for repurchase, the Designated Event Purchase Price payable with respect to such Notes. In the event that the Purchase Party agrees to accept any Notes for repurchase but fails to deliver the Designated Event Purchase Price to the Paying Agent by the Designated Event Purchase Date, the Notes will be repurchased by the Company in accordance with this Article VIII, and the Company will, as promptly as practical thereafter, but not later than one Business Day following the Designated Event Purchase Date, cause the Designated Event Purchase Price for the Notes to be paid (provided, however, that interest shall continue to accrue on the Notes to be repurchased until the Designated Event Purchase Price has been paid). Any Notes purchased by the Purchase Party shall remain outstanding. The designation by the Company of a Purchase Party does not require such Purchase Party to accept any Notes. If the Purchase Party declines to accept any Notes surrendered for repurchase, the Company will repurchase the Notes on the terms provided in this Indenture. The Company will not pay any consideration to, or otherwise enter into any arrangement with, the Purchase Party for or with respect to such designation.

Exchange in Lieu of Repurchase. The Company shall have the option, exercisable at any time or from time to time, by an instrument in writing signed by the Company and provided to the Paying Agent, to designate a, or change the existing designation of the, financial institution (a “Purchase Party”) to which Notes surrendered by a Holder for repurchase in accordance with this Article VIII VI or Article VII, as applicable will be initially offered by the Paying Agent on behalf of a Holder for exchange in lieu of repurchase. In order to accept any Notes surrendered for repurchase, the Purchase Party must agree to deliver, in exchange for such Notes, the Purchase Price or the Designated Event Purchase Price Price, as the case may be, for such Notes in the amount that would be payable if the Notes were repurchased by the Company in accordance with this Article VIIIVI or Article VII, as applicable. If the Purchase Party accepts any Notes for repurchase, it will deliver to the Paying Agent, and the Paying Agent will deliver to Holders that surrendered such Notes for repurchase, the Purchase Price or the Designated Event Purchase Price Price, as applicable, payable with respect to such Notes. In the event that the Purchase Party agrees to accept any Notes for repurchase but fails to deliver the Purchase Price or the Designated Event Purchase Price to the Paying Agent by the Designated Event Purchase Repurchase Date, the Notes will be repurchased by the Company in accordance with this Article VIIIVI or Article VII, as applicable, and the Company will, as promptly as practical thereafter, but not later than one Business Day following the Repurchase Date or the Designated Event Purchase Date, as the case may be, cause the Purchase Price or the Designated Event Purchase Price Price, as the case may be, for the Notes to be paid (provided, however, that interest shall continue to accrue on the Notes to be repurchased until the Purchase Price or the Designated Event Purchase Price Price, as the case may be, has been paid). Any Notes purchased by the Purchase Party shall remain outstanding. The designation by the Company of a Purchase Party does not require such Purchase Party to accept any Notes. If the Purchase Party declines to accept any Notes surrendered for repurchase, the Company will repurchase the Notes on the terms provided in this Indenture. The Company will not pay any consideration to, or otherwise enter into any arrangement with, the Purchase Party for or with respect to such designation.

Exchange in Lieu of Repurchase. The Company shall have the option, exercisable at any time or from time to time, by an instrument in writing signed by the Company and provided to the Paying Agent, to designate a, or change the existing designation of the, financial institution (a “Purchase Party”) to which Notes surrendered by a Holder for repurchase in accordance with this Article VIII VI will be initially offered by the Paying Agent on behalf of a Holder for exchange in lieu of repurchase. In order to accept any Notes surrendered for repurchase, the Purchase Party must agree to deliver, in exchange for such Notes, the Designated Event Purchase Price Price, for such Notes in the amount that would be payable if the Notes were repurchased by the Company in accordance with this Article VIIIVI. If the Purchase Party accepts any Notes for repurchase, it will deliver to the Paying Agent, and the Paying Agent will deliver to Holders that surrendered such Notes for repurchase, the Designated Event Purchase Price Price, payable with respect to such Notes. In the event that the Purchase Party agrees to accept any Notes for repurchase but fails to deliver the Designated Event Purchase Price to the Paying Agent by the Designated Event Purchase Datedate of repurchase, the Notes will be repurchased by the Company in accordance with this Article VIII, VI and the Company will, as promptly as practical thereafter, but not later than one Business Day following the Designated Event Purchase Date, Date cause the Designated Event Purchase Price Price, for the Notes to be paid (provided, however, that interest shall continue to accrue on the Notes to be repurchased until the Designated Event Purchase Price has been paid). Any Notes purchased by the Purchase Party shall remain outstanding. The designation by the Company of a Purchase Party does not require such Purchase Party to accept any Notes. If the Purchase Party declines to accept any Notes surrendered for repurchase, the Company will repurchase the Notes on the terms provided in this Indenture. The Company will not pay any consideration to, or otherwise enter into any arrangement with, the Purchase Party for or with respect to such designation.

Exchange in Lieu of Repurchase. The Company shall have the option, exercisable at any time or from time to time, by an instrument in writing signed by the Company and provided to the Paying Agent, to designate a, or change the existing designation of the, financial institution (a “Purchase Repurchase Party”) to which Notes surrendered by a Holder for repurchase in accordance with this Article VIII VI or Article VII, as applicable, will be initially offered by the Paying Agent on behalf of a Holder for exchange in lieu of repurchase. In order to accept any Notes surrendered for repurchase, the Purchase Repurchase Party must agree to deliver, in exchange for such Notes, the Designated Event Purchase Repurchase Price or the Fundamental Change Repurchase Price, as the case may be, for such Notes in the amount that would be payable if the Notes were repurchased by the Company in accordance with this Article VIIIVI or Article VII, as applicable. If the Purchase Repurchase Party accepts any Notes for repurchase, it will deliver to the Paying Agent, and the Paying Agent will deliver to Holders that surrendered such Notes for repurchase, the Designated Event Purchase Repurchase Price or the Fundamental Change Repurchase Price, as applicable, payable with respect to such Notes. In the event that the Purchase Repurchase Party agrees to accept any Notes for repurchase but fails to deliver the Designated Event Purchase Repurchase Price or the Fundamental Change Repurchase Price to the Paying Agent by the Designated Event Purchase Repurchase Date, the Notes will be repurchased by the Company in accordance with this Article VIIIVI or Article VII, as applicable, and the Company will, as promptly as practical thereafter, but not later than one Business Day following the Designated Event Purchase Repurchase Date or the Fundamental Change Repurchase Date, as the case may be, cause the Designated Event Purchase Repurchase Price or the Fundamental Change Repurchase Price, as the case may be, for the Notes to be paid (provided, however, that interest interest, Contingent Interest and Liquidated Damages, if any, shall continue to accrue on the Notes to be repurchased until the Designated Event Purchase Repurchase Price or the Fundamental Change Repurchase Price, as the case may be, has been paid). Any Notes purchased by the Purchase Repurchase Party shall remain outstanding. The designation by the Company of a Purchase Repurchase Party does not require such Purchase Repurchase Party to accept any Notes. If the Purchase Repurchase Party declines to accept any Notes surrendered for repurchase, the Company will repurchase the Notes on the terms provided in this Indenture. The Company will not pay any consideration to, or otherwise enter into any arrangement with, the Purchase Repurchase Party for or with respect to such designation.

Exchange in Lieu of Repurchase. The Company shall have the option, exercisable at any time or from time to time, by an instrument in writing signed by the Company and provided to the Paying Agent, to designate a, or change the existing designation of the, financial institution (a “"Purchase Party”") to which Notes surrendered by a Holder for repurchase in accordance with this Article VIII VI or Article VII, as applicable will be initially offered by the Paying Agent on behalf of a Holder for exchange in lieu of repurchase. In order to accept any Notes surrendered for repurchase, the Purchase Party must agree to deliver, in exchange for such Notes, the Designated Event Purchase Price or the Change in Control Purchase Price, as the case may be, for such Notes in the amount that would be payable if the Notes were repurchased by the Company in accordance with this Article VIIIVI or Article VII, as applicable. If the Purchase Party accepts any Notes for repurchase, it will deliver to the Paying Agent, and the Paying Agent will deliver to Holders that surrendered such Notes for repurchase, the Designated Event Purchase Price or the Change in Control Purchase Price, as applicable, payable with respect to such Notes. In the event that the Purchase Party agrees to accept any Notes for repurchase but fails to deliver the Designated Event Purchase Price or the Change in Control Purchase Price to the Paying Agent by the Designated Event Purchase Repurchase Date, the Notes will be repurchased by the Company in accordance with this Article VIIIVI or Article VII, as applicable, and the Company will, as promptly as practical thereafter, but not later than one Business Day following the Designated Event Repurchase Date or the Change in Control Purchase Date, as the case may be, cause the Designated Event Purchase Price or the Change in Control Purchase Price, as the case may be, for the Notes to be paid (provided, however, that interest shall continue to accrue on the Notes to be repurchased until the Designated Event Purchase Price or the Change in Control Purchase Price, as the case may be, has been paid). Any Notes purchased by the Purchase Party shall remain outstanding. The designation by the Company of a Purchase Party does not require such Purchase Party to accept any Notes. If the Purchase Party declines to accept any Notes surrendered for repurchase, the Company will repurchase the Notes on the terms provided in this Indenture. The Company will not pay any consideration to, or otherwise enter into any arrangement with, the Purchase Party for or with respect to such designation.