Common use of Offer to Repurchase Upon a Change of Control Triggering Event Clause in Contracts

Offer to Repurchase Upon a Change of Control Triggering Event. If a Change of Control Triggering Event occurs, unless the Company has exercised its option to redeem the Notes pursuant to Sections 6.1 or 6.2 below, the Company will be required to make an offer (the “Change of Control Offer”) to each Holder of the Notes to repurchase all or any part (equal to $100,000 or an integral multiple of $1,000 in excess thereof) of that Holder’s Notes on the terms set forth in the Notes. In the Change of Control Offer, the Company will be required to offer payment in cash equal to 101% of the aggregate principal amount of Notes repurchased, plus accrued and unpaid interest, if any, on the Notes repurchased to the date of repurchase (the “Change of Control Payment”). Within 30 days following any Change of Control Triggering Event or, at the option of the Company, prior to any Change of Control, but after public announcement of the transaction that constitutes or may constitute the Change of Control, the Company will give written notice to the Trustee, in accordance with the procedures set forth in Section 12.2, describing the transaction which constitutes or may constitute the Change of Control Triggering Event and offering to repurchase the Notes on the date specified in such notice, which date will be a date no earlier than 30 days and no later than 60 days from the date such notice is given (the “Change of Control Payment Date”). The notice will, if given prior to the date of consummation of the Change of Control, state that the offer to purchase is conditioned on the Change of Control Triggering Event occurring on or prior to the Change of Control Payment Date. On the Change of Control Payment Date, the Company will, to the extent lawful:

Offer to Repurchase Upon a Change of Control Triggering Event. If a Change of Control Triggering Event occurs, unless the Company has exercised its option to redeem the Notes pursuant to Sections 6.1 or 6.2 below, the Company will be required to make an offer (the “Change of Control Offer”) to each Holder of the Notes to repurchase all or any part (equal to $100,000 200,000 or an integral multiple of $1,000 in excess thereof) of that Holder’s Notes on the terms set forth in the Notes. In the Change of Control Offer, the Company will be required to offer payment in cash equal to 101% of the aggregate principal amount of Notes repurchased, plus accrued and unpaid interest, if any, on the Notes repurchased to the date of repurchase (the “Change of Control Payment”). Within 30 days following any Change of Control Triggering Event or, at the option of the Company, prior to any Change of Control, but after public announcement of the transaction that constitutes or may constitute the Change of Control, the Company will give written notice to the Trustee, in accordance with the procedures set forth in Section 12.2, describing the transaction which constitutes or may constitute the Change of Control Triggering Event and offering to repurchase the Notes on the date specified in such notice, which date will be a date no earlier than 30 days and no later than 60 days from the date such notice is given (the “Change of Control Payment Date”). The notice will, if given prior to the date of consummation of the Change of Control, state that the offer to purchase is conditioned on the Change of Control Triggering Event occurring on or prior to the Change of Control Payment Date. On the Change of Control Payment Date, the Company will, to the extent lawful:

Offer to Repurchase Upon a Change of Control Triggering Event. (a) If a Change of Control Triggering Event occurs, unless the Company has Issuers have previously or concurrently exercised its option their right to redeem all of the Notes pursuant to Sections 6.1 or 6.2 belowSection 3.07, the Company will be required to make an offer (the “Change of Control Offer”) to each Holder of Notes will have the Notes right to require the Company to repurchase all or any part (equal to $100,000 2,000 or an integral multiple of $1,000 in excess thereofof $2,000) of that Holder’s Notes pursuant to an offer (a “Change of Control Offer”) on the terms set forth in the Notesthis Indenture. In the Change of Control Offer, the Company will be required to offer a cash payment in cash (a “Change of Control Payment”) equal to 101% (or, at the Company’s election, a higher percentage) of the aggregate principal amount of Notes repurchased, repurchased plus accrued and unpaid interest, if any, on the Notes repurchased to repurchased, to, but not including, the date of repurchase settlement (the “Change of Control PaymentSettlement Date”), subject to the right of Holders of record on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the Change of Control Settlement Date. Within 30 days following any Change of Control Triggering Event orEvent, at unless the option Issuers have previously or concurrently exercised their right to redeem all of the Company, prior Notes pursuant to any Change of Control, but after public announcement of the transaction that constitutes or may constitute the Change of ControlSection 3.07, the Company will give written mail a notice to each Holder and the Trustee, in accordance with the procedures set forth in Section 12.2, Trustee describing the transaction which constitutes or may transactions and identification of the ratings decline that together constitute the Change of Control Triggering Event and offering to repurchase Notes as of the Notes on the date Change of Control Settlement Date specified in such the notice, which date will be a date no earlier than 30 days and no later than 60 days from the date such notice is given mailed (the “Change of Control Payment Purchase Date”). The ; provided that such notice will, if given prior to the date of consummation of the Change of Control, state that the offer to purchase is conditioned on the Change of Control Triggering Event occurring on or prior to the Change of Control Payment Date. On the Change of Control Payment Date, the Company will, to the extent lawfulshall also state:

Offer to Repurchase Upon a Change of Control Triggering Event. If a Change of Control Triggering Event occurs, ; unless the Company has exercised its option to redeem the Notes pursuant to Sections 6.1 or 6.2 below, the Company will be required to make an offer (the “Change of Control Offer”) to each Holder of the Notes to repurchase all or any part (equal to $100,000 200,000 or an integral multiple of $1,000 in excess thereof) of that Holder’s Notes on the terms set forth in the Notes. In the Change of Control Offer, the Company will be required to offer payment in cash equal to 101% of the aggregate principal amount of Notes repurchased, plus accrued and unpaid interest, if any, on the Notes repurchased to the date of repurchase (the “Change of Control Payment”). Within 30 days following any Change of Control Triggering Event or, at the option of the Company, prior to any Change of Control, but after public announcement of the transaction that constitutes or may constitute the Change of Control, the Company will give written notice to the Trustee, in accordance with the procedures set forth in Section 12.2, describing the transaction which constitutes or may constitute the Change of Control Triggering Event and offering to repurchase the Notes on the date specified in such notice, which date will be a date no earlier than 30 days and no later than 60 days from the date such notice is given (the “Change of Control Payment Date”). The notice will, if given prior to the date of consummation of the Change of Control, state that the offer to purchase is conditioned on the Change of Control Triggering Event occurring on or prior to the Change of Control Payment Date. On the Change of Control Payment Date, the Company will, to the extent lawful:

Offer to Repurchase Upon a Change of Control Triggering Event. (a) If a Change of Control Triggering Event occurs, unless the Company has exercised its option to redeem the Notes pursuant to Sections 6.1 or 6.2 below, the Company will be required to make an offer (the “Change of Control Offer”) to each Holder of Notes shall have the Notes right to require the Company to repurchase all or any part (equal to $100,000 2,000 or an integral multiple of $1,000 in excess thereofof $2,000) of that Holder’s 's Notes on pursuant to an offer by the terms set forth in the Notes. In the Company (a “Change of Control Offer, the Company will be required to ”) at an offer payment price (a “Change of Control Payment”) in cash equal to not less than 101% of the aggregate principal amount of the Notes repurchased, repurchased plus accrued and unpaid interestinterest and Additional Interest, if any, on the Notes repurchased thereon, to the date of repurchase (the “Change of Control PaymentPayment Date”). Within 30 days following any Change of Control Triggering Event or, at (unless the option of Company has exercised its right to redeem the Company, prior Notes pursuant to any Change of Control, but after public announcement of the transaction that constitutes or may constitute the Change of ControlSection 3.07 hereof), the Company will give written shall mail a notice to the Trustee, in accordance with the procedures set forth in Section 12.2, each Holder describing the transaction which constitutes or may transactions that constitute the Change of Control Triggering Event and offering to repurchase the Notes on the date Change of Control Payment Date specified in such notice, which date will shall be a date no earlier than 30 days and no later than 60 days from the date such notice is given mailed, pursuant to the procedures described in Section 3.08 (including the “notice required thereby). The Company shall comply with the requirements of Rule 14e-1 under the Exchange Act 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 as a result of a Change of Control Payment Date”)Triggering Event. The notice will, if given prior to To the date of consummation of the Change of Control, state extent that the offer to purchase is conditioned on provisions of any securities laws or regulations conflict with the Change of Control Triggering Event occurring on or prior provisions of this Indenture, the Company shall comply with the applicable securities laws and regulations and shall not be deemed to have breached their obligations under the Change of Control Payment Date. On the Change Triggering Event provisions of Control Payment Date, the Company will, to the extent lawful:this Indenture by virtue of such compliance.