Exit. (a) Subject to paragraph (b) below, upon the occurrence of (i) a Change of Control, or (ii) the sale of all or substantially all of the assets of the Restricted Group whether in a single transaction or a series of related transactions, the Facility will be cancelled and all outstanding Utilisations and Ancillary Outstandings, together with accrued interest, and all other amounts accrued under the Finance Documents, shall become immediately due and payable. (b) At any time following the occurrence of an Initial Public Offering (not resulting in a Change of Control), the Company must promptly notify the Agent if it becomes aware of (i) a Change of Control or (ii) the sale of all or substantially all of the assets of the Restricted Group whether in a single transaction or a series of related transactions (the “Change of Control Notice”). A Lender may, by notice to the Agent no later than 15 Business Days after the Change of Control notice, require that its Commitments be cancelled and the participation of the Lender in all outstanding Utilisations and Ancillary Outstandings (together with accrued interest, and all other outstanding amounts accrued to it under the Finance Documents) are repaid or prepaid on the date falling 20 Business Days after the Change of Control Notice.
Appears in 6 contracts
Samples: Amendment and Restatement Agreement (Nord Anglia Education, Inc.), Revolving Facility Agreement (Nord Anglia Education, Inc.), Senior Revolving Facility Agreement (Nord Anglia Education, Inc.)
