Common use of Notice and Offer Clause in Contracts

Notice and Offer. In the event any Debt Prepayment Application is to be used to make an offer (a “Prepayment Offer”) to prepay Notes pursuant to Section 10.6(d) of this Agreement (a “Prepayment Transfer”), the Company will give written notice of such Prepayment Transfer to each holder of Notes within ten (10) Business Days after such Disposition. Such written notice shall contain, and such written notice shall constitute, an irrevocable offer to prepay, at the election of each holder, a portion of the Notes held by such holder equal to such holder’s Ratable Portion and such holder’s Second Round Ratable Portion, in each case, of the net proceeds in respect of such Prepayment Transfer on a date specified in such notice (the “Prepayment Date”) that is twenty (20) Business Days after the date of such notice, together with unpaid interest on the amount to be so prepaid accrued to the Prepayment Date.

Notice and Offer. In the event any Debt Prepayment Application is to be used to make an offer (a “Prepayment Offer”) to prepay Notes pursuant to Section 10.6(d5.13(b)(iv) of this Agreement (a “Prepayment Transfer”), the Company Issuer will give written notice of such Prepayment Transfer to each holder Holder of Notes within ten (10) Business Days after such Disposition. Such written notice shall contain, and such written notice shall constitute, an irrevocable offer to prepay, at the election of each holderHolder, a portion of the Notes held by such holder Holder equal to such holderHolder’s Ratable Portion and such holderHolder’s Second Round Ratable Portion, in each case, of the net proceeds in respect of such Prepayment Transfer on a date specified in such notice (the “Prepayment Date”) that is twenty (20) Business Days after the date of such notice, together with unpaid interest on the amount to be so prepaid accrued to the Prepayment Date.