Common use of Notice and Offer Clause in Contracts

Notice and Offer. In the event of a sale, lease or other disposition of a “substantial part” of the assets of the Company or any Restricted Subsidiary where the Company has elected to apply the net proceeds of such sale, lease or other disposition pursuant to Section 10.9(b), the Company shall, no later than the 305th day following the date of such sale, lease or other disposition, give written notice of such event (a “Sale of Assets Prepayment Event”) to each holder of Notes. Such notice shall contain, and shall constitute, an irrevocable offer to prepay a Ratable Portion of the Notes held by such holder on the date specified in such notice (the “Sale of Assets Prepayment Date”) which date shall be a Business Day not less than 20 days and not more than 60 days after such notice.

Appears in 2 contracts

Samples: Note Purchase Agreement (WABCO Holdings Inc.), Note Purchase Agreement (WABCO Holdings Inc.)

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Notice and Offer. In the event of a sale, lease or other disposition of a "substantial part" of the assets of the Company or any Restricted Subsidiary where the Company has elected to apply the net proceeds of such sale, lease or other disposition pursuant to Section 10.9(b10.5(b), the Company shall, no later than the 305th day following the date of such sale, lease or other disposition, give written notice of such event (a "Sale of Assets Prepayment Event") to each holder of Notes. Such notice shall contain, and shall constitute, an irrevocable offer to prepay a Ratable Portion of the Notes held by such holder on the date specified in such notice (the "Sale of Assets Prepayment Date") which date shall be a Business Day not less than 20 30 days and not more than 60 days after such notice.

Appears in 1 contract

Samples: Note Purchase Agreement (Amcol International Corp)

Notice and Offer. In the event of a sale, lease or other disposition of a “substantial part” of the assets of the Company or any Restricted Subsidiary where the Company has elected to apply the net proceeds of such sale, lease or other disposition pursuant to Section 10.9(b10.8(b), the Company shall, no later than the 305th 120th day following the date of such sale, lease or other disposition, give written notice of such event (a “Sale of Assets Prepayment Event”) to each holder of Notes. Such notice shall contain, and shall constitute, an irrevocable offer to prepay a Ratable Portion of the Notes held by such holder on the date specified in such notice (the “Sale of Assets Prepayment Date”) which date shall be a Business Day not less than 20 30 days and not more than 60 days after such notice.

Appears in 1 contract

Samples: Note Purchase Agreement (Resmed Inc)

Notice and Offer. In the event of a sale, lease or other disposition of a "substantial part" of the assets of the Company or any Restricted Subsidiary where the Company has elected to apply the net proceeds of such sale, lease or other disposition pursuant to Section 10.9(b10.5(b), the Company shall, no later than the 305th day following the date of such sale, lease or other disposition, give written notice of such event (a "Sale of Assets Prepayment Event") to each holder of Notes. Such notice shall contain, and shall constitute, an irrevocable offer to prepay a Ratable Portion of the Notes held by such holder on the date specified in such notice (the "Sale of Assets Prepayment Date") which date shall be a Business Day not less than 20 30 days and not more than 60 days after such notice.

Appears in 1 contract

Samples: Minerals Technologies Inc

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Notice and Offer. In the event of a sale, lease or other disposition of a “substantial part” of the assets of the Company or any Restricted Subsidiary and its Subsidiaries where the Company has elected to apply the net proceeds of such sale, lease or other disposition pursuant to Section 10.9(b10.5(b), the Company shall, no later than the 305th day following the date of such sale, lease or other disposition, give written notice of such event (a “Sale of Assets Prepayment Event”) to each holder of Notes. Such notice shall contain, and shall constitute, an irrevocable offer to prepay a Ratable Portion of the Notes held by such holder on the date specified in such notice (the “Sale of Assets Prepayment Date”) which date shall be a Business Day not less than 20 30 days and not more than 60 days after such notice.

Appears in 1 contract

Samples: Subsidiary Guaranty Agreement (Otter Tail Corp)

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