Common use of Offer to Purchase by Application of Net Proceeds Clause in Contracts

Offer to Purchase by Application of Net Proceeds. In the event that, pursuant to Section 4.07 hereof, the Issuers shall be required to commence a pro rata offer (an “Asset Sale Offer”) to all Holders and all holders of other Indebtedness that is pari passu with the Notes containing provisions similar to those set forth in this Indenture with respect to offers to purchase or redeem with the Net Proceeds of sales of assets to purchase Notes and such other pair passu Indebtedness, it shall follow the procedures specified below. The Asset Sale Offer shall remain open for a period of at least 30 days following its commencement but no longer than 60 days, except to the extent that a longer period is required by applicable law (the “Offer Period”). Promptly after the termination of the Offer Period (the “Purchase Date”), the Issuers shall purchase the principal amount of Notes required to be purchased pursuant to Section 4.07 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered and not withdrawn in response to the Asset Sale Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. Upon the commencement of an Asset Sale Offer, the Issuers shall send, by first class mail, a notice to the Trustee and each of the Holders. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Asset Sale Offer. The Asset Sale Offer shall be made to all Holders. The notice, which shall govern the terms of the Asset Sale Offer, shall state:

Offer to Purchase by Application of Net Proceeds. In the event that, pursuant to Section 4.07 5.07 hereof, the Issuers Partnership shall be required to commence a pro rata offer (an “Asset Sale Offer”) to all Holders and all holders of other Indebtedness that is pari passu with the Notes containing provisions similar to those set forth in this the Indenture with respect to offers to purchase or redeem with the Net Proceeds of sales of assets to purchase Notes and such other pair passu Indebtedness, it shall follow the procedures specified below. The Asset Sale Offer shall remain open for a period of at least 30 days following its commencement but no longer than 60 days, except to the extent that a longer period is required by applicable law (the “Offer Period”). Promptly after the termination of the Offer Period (the “Purchase Date”), the Issuers Partnership shall purchase the principal amount of Notes required to be purchased pursuant to Section 4.07 5.07 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered and not withdrawn in response to the Asset Sale Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. Upon the commencement of an Asset Sale Offer, the Issuers Partnership shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Asset Sale Offer. The Asset Sale Offer shall be made to all Holders. The notice, which shall govern the terms of the Asset Sale Offer, shall state:

Offer to Purchase by Application of Net Proceeds. In the event that, pursuant to Section 4.07 hereof, the Issuers shall be required to commence a pro rata offer (an “"Asset Sale Offer”") to all Holders and all holders of other Indebtedness that is pari passu with the Notes containing provisions similar to those set forth in this Indenture with respect to offers to purchase or redeem with the Net Proceeds of sales of assets to purchase Notes and such other pair passu Indebtedness, it shall follow the procedures specified below. The Asset Sale Offer shall remain open for a period of at least 30 days following its commencement but no longer than 60 days, except to the extent that a longer period is required by applicable law (the “"Offer Period”"). Promptly after the termination of the Offer Period (the “"Purchase Date”"), the Issuers shall purchase the principal amount of Notes required to be purchased pursuant to Section 4.07 hereof (the “"Offer Amount”") or, if less than the Offer Amount has been tendered, all Notes tendered and not withdrawn in response to the Asset Sale Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related Interest Payment Date, accrued and unpaid interest, if any, and Liquidated Damages (to the extent involving interest that is due and payable on such Interest Payment Date), if any, shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest (or Liquidated Damages, if any) shall be payable to Holders who validly tender Notes pursuant to the Asset Sale Offer. Upon the commencement of an Asset Sale Offer, the Issuers shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Asset Sale Offer. The Asset Sale Offer shall be made to all Holders. The notice, which shall govern the terms of the Asset Sale Offer, shall state:

Offer to Purchase by Application of Net Proceeds. In the event that, pursuant to Section 4.07 hereof, the Issuers Company shall be required to commence a pro rata offer (an “Asset Sale OfferOffer to Purchase”) to all Holders and all holders of other Indebtedness that is pari passu with the Notes Pari Passu Secured Debt containing provisions similar to those set forth in this Indenture Section 3.09 and Section 4.07 hereof with respect to offers to purchase or redeem with the Net Cash Proceeds of sales of assets to purchase Notes and such other pair passu IndebtednessPari Passu Secured Debt, it shall follow the procedures specified below. The Asset Sale Offer to Purchase shall remain open for a period of at least 30 days following its commencement but no longer than 60 days, except to the extent that a longer period is required by applicable law (the “Offer Period”). Promptly after the termination of the Offer Period (the “Purchase Date”), the Issuers Company shall purchase the principal amount of Notes required to be purchased pursuant to Section 4.07 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered and not withdrawn in response to the Asset Sale OfferOffer to Purchase. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. Upon the commencement of an Asset Sale OfferOffer to Purchase, the Issuers Company shall send, by first class mailmail (or in the case of Global Notes, in accordance with procedures of the Depositary), a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Asset Sale OfferOffer to Purchase. The Asset Sale Offer to Purchase shall be made to all Holders. The notice, which shall govern the terms of the Asset Sale OfferOffer to Purchase, shall state:

Offer to Purchase by Application of Net Proceeds. In the event that, pursuant to Section 4.07 or 4.19 hereof, the Issuers Company shall be required to commence a pro rata an offer to all Holders to purchase Notes (an “Asset Sale Offer”) to all Holders and all holders of other Indebtedness that is pari passu with the Notes containing provisions similar to those set forth in this Indenture with respect to offers to purchase or redeem with the Net Proceeds of sales of assets to purchase Notes and such other pair passu Indebtedness), it shall follow the procedures specified below. The Asset Sale Offer shall remain open for a period of at least 30 days 20 Business Days following its commencement but and no longer than 60 dayslonger, except to the extent that a longer period is required by applicable law (the “Offer Period”). Promptly after the termination of the Offer Period (the “Purchase Date”), the Issuers Company shall purchase the principal amount of Notes and Permitted Additional Pari Passu Obligations required to be purchased pursuant to Section 4.07 or 4.19, as the case may be, hereof (the “Offer Amount”) or, if less than the Offer Amount has of Notes and Permitted Additional Pari Passu Obligations have been tendered, all Notes tendered and not withdrawn in response to the Asset Sale Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Offer. Upon the commencement of an Asset Sale Offer, the Issuers Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Asset Sale Offer. The Asset Sale Offer shall be made to all Holders. The notice, which shall govern the terms of the Asset Sale Offer, shall state:

Offer to Purchase by Application of Net Proceeds. In the event that, pursuant to Section 4.07 hereof, the Issuers Company shall be required to commence a pro rata an offer to all Holders to purchase Notes (an “Asset Sale Offer”) to all Holders and all holders of other Indebtedness that is pari passu with the Notes containing provisions similar to those set forth in this Indenture with respect to offers to purchase or redeem with the Net Proceeds of sales of assets to purchase Notes and such other pair passu Indebtedness), it shall follow the procedures specified below. The Asset Sale Offer shall remain open for a period of at least 30 days 20 Business Days following its commencement but and no longer than 60 dayslonger, except to the extent that a longer period is required by applicable law (the “Offer Period”). Promptly after the termination of the Offer Period (the “Purchase Date”), the Issuers Company shall purchase the principal amount of Notes required to be purchased pursuant to Section 4.07 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered and not withdrawn in response to the Asset Sale Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Offer. Upon the commencement of an Asset Sale Offer, the Issuers Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Asset Sale Offer. The Asset Sale Offer shall be made to all Holders. The notice, which shall govern the terms of the Asset Sale Offer, shall state:

Offer to Purchase by Application of Net Proceeds. In the event that, pursuant to Section 4.07 hereof, the Issuers shall be required to commence a pro rata offer (an “"Asset Sale Offer”") to all Holders and all holders of other Indebtedness that is pari passu with the Notes containing provisions similar to those set forth in this Indenture with respect to offers to purchase or redeem with the Net Proceeds of sales of assets to purchase Notes and such other pair passu Indebtedness, it shall follow the procedures specified below. The Asset Sale Offer shall remain open for a period of at least 30 days following its commencement but no longer than 60 days, except to the extent that a longer period is required by applicable law (the “"Offer Period”"). Promptly after the termination of the Offer Period (the “"Purchase Date”"), the Issuers shall purchase the principal amount of Notes required to be purchased pursuant to Section 4.07 hereof (the “"Offer 44 51 Amount”") or, if less than the Offer Amount has been tendered, all Notes tendered and not withdrawn in response to the Asset Sale Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related Interest Payment Date, accrued and unpaid interest, if any, and Liquidated Damages (to the extent involving interest that is due and payable on such Interest Payment Date), if any, shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest (or Liquidated Damages, if any) shall be payable to Holders who validly tender Notes pursuant to the Asset Sale Offer. Upon the commencement of an Asset Sale Offer, the Issuers shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Asset Sale Offer. The Asset Sale Offer shall be made to all Holders. The notice, which shall govern the terms of the Asset Sale Offer, shall state:

Offer to Purchase by Application of Net Proceeds. In the event that, pursuant to Section 4.07 hereof, the Issuers shall be required to commence a pro rata offer (an “Asset Sale Offer”) to all Holders and all holders of other Indebtedness that is pari passu with the Notes containing provisions similar to those set forth in this Indenture with respect to offers to purchase or redeem with the Net Proceeds of sales of assets to purchase Notes and such other pair passu Indebtedness, it shall follow the procedures specified below. The Asset Sale Offer shall remain open for a period of at least 30 days following its commencement but no longer than 60 days, except to the extent that a longer period is required by applicable law (the “Offer Period”). Promptly after the termination of the Offer Period (the “Purchase Date”), the Issuers shall purchase the principal amount of Notes required to be purchased pursuant to Section 4.07 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered and not withdrawn in response to the Asset Sale Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. Upon the commencement of an Asset Sale Offer, the Issuers shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Asset Sale Offer. The Asset Sale Offer shall be made to all Holders. The notice, which shall govern the terms of the Asset Sale Offer, shall state:

Offer to Purchase by Application of Net Proceeds. In the event that, pursuant to Section 4.07 hereof, the Issuers Company shall be required to commence a pro rata offer (an “Asset Sale Offer”) Offer to all Holders and all holders of other Indebtedness Senior Debt of the Company that is pari passu with the Notes containing provisions similar to those set forth in this Indenture with respect to offers to purchase or redeem with the Net Proceeds of sales of assets to purchase the maximum principal amount of Notes and such other pair passu IndebtednessSenior Debt and that may be purchased out of Excess Proceeds, it shall follow the procedures specified below. The Asset Sale Offer shall remain open for a period of at least 30 days following its commencement but no longer than 60 days, except to the extent that a longer period is required by applicable law (the “"Offer Period”"). Promptly after the termination of the Offer Period (the “"Purchase Date”"), the Issuers Company shall purchase the principal amount of Notes required to be purchased pursuant to Section 4.07 hereof (the “"Offer Amount”") or, if less than the Offer Amount has been tendered, all Notes tendered and not withdrawn in response to the Asset Sale Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related Interest Payment Date, accrued and unpaid interest, if any, and Liquidated Damages (to the extent involving interest that is due and payable on such Interest Payment Date), if any, shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest (or Liquidated Damages, if any) shall be payable to Holders who validly tender Notes pursuant to the Asset Sale Offer. Upon the commencement of an Asset Sale Offer, the Issuers Company shall sendgive, by first class mailin accordance with Section 12.02 hereof, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Asset Sale Offer. The Asset Sale Offer shall be made to all Holders. The notice, which shall govern the terms of the Asset Sale Offer, shall state:

Offer to Purchase by Application of Net Proceeds. In the event that, pursuant to Section 4.07 4.10 hereof, the Issuers shall be Company is required to commence a pro rata an offer to all Holders to purchase Notes (an “"Asset Sale Offer”) "), it will follow the procedures specified below. The Asset Sale Offer shall be made to all Holders and all holders of other Indebtedness that is pari passu with the Notes Parity Lien Obligations containing provisions similar to those set forth in this Indenture with respect to offers to purchase purchase, repay or redeem with the Net Proceeds proceeds of sales of assets to purchase Notes and such other pair passu Indebtedness, it shall follow the procedures specified belowassets. The Asset Sale Offer shall will remain open for a period of at least 30 days 20 Business Days following its commencement but no longer and not more than 60 days30 Business Days, except to the extent that a longer period is required by applicable law (the “"Offer Period”"). Promptly No later than three Business Days after the termination of the Offer Period (the “"Purchase Date”"), the Issuers shall Company will apply all Net Proceeds (the "Offer Amount") to the purchase the principal amount of Notes required to be purchased pursuant to Section 4.07 hereof and such other Parity Lien Obligations (the “Offer Amount”on a pro rata basis, if applicable) or, if less than the Offer Amount has been tendered, all Notes and other Parity Lien Obligations tendered and not withdrawn in response to the Asset Sale Offer. Payment for any Notes so purchased shall will be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest will be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest will be payable to Holders who tender Notes pursuant to the Asset Sale Offer. Upon the commencement of an Asset Sale Offer, the Issuers shall Company will send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall will contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Asset Sale Offer. The Asset Sale Offer shall be made to all Holders. The notice, which shall will govern the terms of the Asset Sale Offer, shall will state:

Offer to Purchase by Application of Net Proceeds. In the event that, pursuant to Section 4.07 hereof, the Issuers Company shall be required to commence a pro rata offer (an “Asset Sale OfferOffer to Purchase”) to all Holders and all holders of other Indebtedness that is pari passu with the Notes Pari Passu Secured Debt containing provisions similar to those set forth in this Indenture Section 3.09 and Section 4.07 hereof with respect to offers to purchase or redeem with the Net Cash Proceeds of sales of assets to purchase Notes and such other pair passu IndebtednessPair Passu Secured Debt, it shall follow the procedures specified below. The Asset Sale Offer to Purchase shall remain open for a period of at least 30 days following its commencement but no longer than 60 days, except to the extent that a longer period is required by applicable law (the “Offer Period”). Promptly after the termination of the Offer Period (the “Purchase Date”), the Issuers Company shall purchase the principal amount of Notes required to be purchased pursuant to Section 4.07 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered and not withdrawn in response to the Asset Sale OfferOffer to Purchase. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. Upon the commencement of an Asset Sale OfferOffer to Purchase, the Issuers Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Asset Sale OfferOffer to Purchase. The Asset Sale Offer to Purchase shall be made to all Holders. The notice, which shall govern the terms of the Asset Sale OfferOffer to Purchase, shall state:

Offer to Purchase by Application of Net Proceeds. In the event that, pursuant to Section 4.07 hereof, the Issuers shall be required to commence a pro rata offer (an “"Asset Sale Offer”") to all Holders and all holders of other Indebtedness that is pari passu with the Notes containing provisions similar to those set forth in this Indenture with respect to offers to purchase or redeem with the Net Proceeds of sales of assets to purchase Notes and such other pair passu Indebtedness, it shall follow the procedures specified below. The Asset Sale Offer shall remain open for a period of at least 30 days following its commencement but no longer than 60 days, except to the extent that a longer period is required by applicable law (the “"Offer Period”"). Promptly after the termination of the Offer Period (the “"Purchase Date”"), the Issuers shall purchase the principal amount of Notes required to be purchased pursuant to Section 4.07 hereof (the “"Offer Amount”") or, if less than the Offer Amount has been tendered, all Notes tendered and not withdrawn in response to the Asset Sale Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related Interest Payment Date, accrued and unpaid interest, if any, and Additional Interest (to the extent involving interest that is due and payable on such Interest Payment Date), if any, shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest (or Additional Interest, if any) shall be payable to Holders who validly tender Notes pursuant to the Asset Sale Offer. Upon the commencement of an Asset Sale Offer, the Issuers shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Asset Sale Offer. The Asset Sale Offer shall be made to all Holders. The notice, which shall govern the terms of the Asset Sale Offer, shall state:

Offer to Purchase by Application of Net Proceeds. In the event that, pursuant to Section 4.07 5.07 hereof, the Issuers Company shall be required to commence a pro rata offer (an “Asset Sale OfferOffer to Purchase”) to all Holders and all holders of other Indebtedness Debt that is pari passu with the Notes containing provisions similar to those set forth in this Indenture Section 4.09 and Section 5.07 hereof with respect to offers to purchase or redeem with the Net Proceeds of sales of assets to purchase Notes and such other pair passu IndebtednessDebt, it shall follow the procedures specified below. The Asset Sale Offer to Purchase shall remain open for a period of at least 30 days following its commencement but no longer than 60 days, except to the extent that a longer period is required by applicable law (the “Offer Period”). Promptly after the termination of the Offer Period (the “Purchase Date”), the Issuers Company shall purchase the principal amount of Notes required to be purchased pursuant to Section 4.07 5.07 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered and not withdrawn in response to the Asset Sale OfferOffer to Purchase. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. Upon the commencement of an Asset Sale OfferOffer to Purchase, the Issuers Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Asset Sale OfferOffer to Purchase. The Asset Sale Offer to Purchase shall be made to all Holders. The notice, which shall govern the terms of the Asset Sale OfferOffer to Purchase, shall state:

Offer to Purchase by Application of Net Proceeds. In the event that, pursuant to Section 4.07 hereof, the Issuers shall be required to commence a pro rata offer (an “Asset Sale Offer”) to all Holders and all holders of other Indebtedness that is pari passu with the Notes containing provisions similar to those set forth in this the Indenture with respect to offers to purchase or redeem with the Net Proceeds of sales of assets to purchase Notes and such other pair pari passu Indebtedness, it shall follow the procedures specified below. The Asset Sale Offer shall remain open for a period of at least 30 days following its commencement but no longer than 60 days, except to the extent that a longer period is required by applicable law (the “Offer Period”). Promptly after the termination of the Offer Period (the “Purchase Date”), the Issuers shall purchase the principal amount of Notes required to be purchased pursuant to Section 4.07 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered and not withdrawn in response to the Asset Sale Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. Upon the commencement of an Asset Sale Offer, the Issuers shall send, by first class mail, a notice to the Trustee and each of the Holders. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Asset Sale Offer. The Asset Sale Offer shall be made to all Holders. The notice, which shall govern the terms of the Asset Sale Offer, shall state:

Offer to Purchase by Application of Net Proceeds. In the event that, pursuant to Section 4.07 hereof, that the Issuers Company shall be required to commence a pro rata an offer (an “Asset Sale Offer”) to all Holders and all holders of other Indebtedness that is pari passu with the Notes containing provisions similar to those set forth in this Indenture with respect to offers to purchase or redeem with the Net Proceeds of sales of assets to purchase Notes and such other pair passu Indebtednesspursuant to Section 4.11 (a “Net Proceeds Offer”), it shall follow the procedures specified below. The Asset Sale Net Proceeds Offer shall remain open for a period of at least 30 days 20 Business Days following its commencement but and no longer than 60 dayslonger, except to the extent that a longer period is required by applicable law (the “Offer Period”). Promptly No later than five Business Days after the termination of the Offer Period (any such date of purchase, the “Purchase Date”) (which shall not be less than 30 nor more than 45 days following the applicable Net Proceeds Offer Trigger Date), the Issuers Company shall purchase the principal amount of Notes required to be purchased pursuant to Section 4.07 hereof 4.11 (the “Net Proceeds Offer Amount”) or, if less than the Net Proceeds Offer Amount has been tendered, all Notes tendered and not withdrawn in response to the Asset Sale Net Proceeds Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. Upon Unless the commencement Company defaults in making such payment, any Note accepted for payment pursuant to the Net Proceeds Offer shall cease to accrue interest after the Purchase Date. If any Net Cash Proceeds remain after the consummation of an Asset Sale any Net Proceeds Offer, the Issuers Company may use those Net Cash Proceeds for any purpose not otherwise prohibited by this Indenture. Upon completion of each Net Proceeds Offer, the amount of Net Cash Proceeds will be reset at zero. The Company shall comply with the requirements of Rule 14e-1 under the Exchange Act (or any successor rules) and any other securities laws and regulations thereunder to the extent such laws and regulations are applicable in connection with the repurchase of the Notes pursuant to a Net Proceeds Offer. To the extent that the provisions of any securities laws or regulations conflict with the provisions of this Section 3.09, the Company shall comply with such laws and regulations shall not be deemed to have breached its obligations under this Section 3.09. Notwithstanding anything to the contrary in this Indenture, if the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered on the Purchase Date. Within 25 days following the Net Proceeds Offer Trigger Date, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Asset Sale Net Proceeds Offer. The Asset Sale Net Proceeds Offer shall be made to all Holders. The notice, which shall govern the terms of the Asset Sale Net Proceeds Offer, shall state:

Offer to Purchase by Application of Net Proceeds. In the event that, pursuant to Section 4.07 or 4.19 hereof, the Issuers Company shall be required to commence a pro rata an offer to all Holders to purchase Notes (an “Asset Sale Offer”) to all Holders and all holders of other Indebtedness that is pari passu with the Notes containing provisions similar to those set forth in this Indenture with respect to offers to purchase or redeem with the Net Proceeds of sales of assets to purchase Notes and such other pair passu Indebtedness), it shall follow the procedures specified below. The Asset Sale Offer shall remain open for a period of at least 30 days 20 Business Days following its commencement but and no longer than 60 dayslonger, except to the extent that a longer period is required by applicable law (the “Offer Period”). Promptly after the termination of the Offer Period (the “Purchase Date”), the Issuers Company shall purchase the principal amount of Notes required to be purchased pursuant to Section 4.07 or 4.19, as the case may be, hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered and not withdrawn in response to the Asset Sale Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Offer. Upon the commencement of an Asset Sale Offer, the Issuers Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall BACK contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Asset Sale Offer. The Asset Sale Offer shall be made to all Holders. The notice, which shall govern the terms of the Asset Sale Offer, shall state:

Offer to Purchase by Application of Net Proceeds. In the event that, pursuant to Section 4.07 hereof, the Issuers Company shall be required to commence a pro rata an offer to all Holders to purchase Notes (an “Asset Sale Offer”) to all Holders and all holders of other Indebtedness that is pari passu with the Notes containing provisions similar to those set forth in this Indenture with respect to offers to purchase or redeem with the Net Proceeds of sales of assets to purchase Notes and such other pair passu Indebtedness), it shall follow the procedures specified below. The Asset Sale Offer shall remain open for a period of at least 30 days 20 Business Days following its commencement but and no longer than 60 dayslonger, except to the extent that a longer period is required by applicable law (the “Offer Period”). Promptly after the termination of the Offer Period (the “Purchase Date”), the Issuers Company shall purchase the principal amount of Notes and Pari Passu Indebtedness required to be purchased pursuant to Section 4.07 hereof (the “Offer Amount”) or, if less than the Offer Amount has of Notes and Pari Passu Indebtedness have been tendered, all Notes tendered and not withdrawn in response to the Asset Sale Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Offer. Upon the commencement of an Asset Sale Offer, the Issuers Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Asset Sale Offer. The Asset Sale Offer shall be made to all Holders. The notice, which shall govern the terms of the Asset Sale Offer, shall state:

Offer to Purchase by Application of Net Proceeds. In the event that, pursuant to Section 4.07 hereof, the Issuers Company shall be required to commence a pro rata an offer to all Holders to purchase Notes (an “"Asset Sale Offer”) to all Holders and all holders of other Indebtedness that is pari passu with the Notes containing provisions similar to those set forth in this Indenture with respect to offers to purchase or redeem with the Net Proceeds of sales of assets to purchase Notes and such other pair passu Indebtedness"), it shall follow the procedures specified below. The Asset Sale Offer shall remain open for a period of at least 30 days 20 Business Days following its commencement but and no longer than 60 dayslonger, except to the extent that a longer period is required by applicable law (the “"Offer Period”"). Promptly after the termination of the Offer Period (the “"Purchase Date”"), the Issuers Company shall purchase the principal amount of Notes required to be purchased pursuant to Section 4.07 hereof (the “"Offer Amount”") or, if less than the Offer Amount has been tendered, all Notes tendered and not withdrawn in response to the Asset Sale Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Asset Sale Offer. Upon the commencement of an Asset Sale Offer, the Issuers Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Asset Sale Offer. The Asset Sale Offer shall be made to all Holders. The notice, which shall govern the terms of the Asset Sale Offer, shall state: