Common use of Offer to Repurchase Upon a Fundamental Change Clause in Contracts

Offer to Repurchase Upon a Fundamental Change. (a) Subject to Section 3.7(d) hereof, upon the occurrence of a Fundamental Change at any time prior to Stated Maturity, each Holder may require the Company to repurchase the Notes on a date chosen by the Company in its sole discretion that is no less than 20 Business Days and no more than 35 Business Days (subject to extension to comply with applicable law) after the Company sends the Fundamental Change Repurchase Right Notice (the “Fundamental Change Repurchase Date”), and the Company shall repurchase on the Fundamental Change Repurchase Date, any or all Notes submitted for repurchase for cash, or any portion of the initial principal amount thereof that is equal to $2,000 or an integral multiple of $1,000, provided that the principal amount of such security to remain outstanding is equal to $2,000 or an integral multiple of $1,000, at a price equal to 100% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to but not including the Fundamental Change Repurchase Date, unless such Fundamental Change Repurchase Date falls after a Regular Record Date and on or prior to the corresponding Interest Payment Date, in which case the Company shall pay the full amount of accrued and unpaid interest payable on such Interest Payment Date to the Holder of record at the close of business on the corresponding Regular Record Date. At least 20 Business Days prior to the anticipated Effective Date of the Fundamental Change (or if the Company does not have actual notice of a Fundamental Change 20 Business Days prior to the Effective Date, as soon as the Company has actual notice of such Fundamental Change), the Company will provide to all Holders of the Notes, the Trustee, the Paying Agent, the Registrar and the Conversion Agent a notice (the “Fundamental Change Notice”) stating:

Offer to Repurchase Upon a Fundamental Change. (a) Subject to Section 3.7(d) hereof, upon the occurrence of If a Fundamental Change occurs at any time prior to Stated Maturitytime, each Holder may require the Company will be required to offer (“Fundamental Change Offer”) to repurchase the Notes on a date chosen by the Company in its sole discretion for cash all of such Holder’s Notes, or any portion thereof that is no less than 20 Business Days and no more than 35 Business Days (subject equal to extension to comply with applicable law) after $1,000 Original Principal Amount or an integral multiple of $1,000 Original Principal Amount, on the Company sends the Fundamental Change Repurchase Right Notice date (the “Fundamental Change Repurchase Date”), and ) specified by the Company shall repurchase that is not less than 20 calendar days or more than 35 calendar days following the date on which of the notice Fundamental Change Repurchase Date, any or all Notes submitted for repurchase for cash, or any portion Offer is provided in accordance with the provisions of the initial principal amount thereof that is equal to $2,000 or an integral multiple of $1,000, provided that the principal amount of such security to remain outstanding is equal to $2,000 or an integral multiple of $1,000, Section 15.05(a) at a repurchase price equal to 100% of the aggregate principal amount thereof Then Current Principal Amount thereof, plus any accrued and unpaid interestinterest thereon to, if anybut excluding, to but not including the Fundamental Change Repurchase DateDate plus the Redemption Premium (determined as if the Springing Repurchase Date were a Redemption Date pursuant to a Make-Whole Redemption of the Notes under Section 16.01(c)) (the “Fundamental Change Repurchase Price”), unless such the Fundamental Change Repurchase Date falls after a Regular an Interest Record Date and but on or prior to the corresponding Interest Payment DateDate to which such Interest Record Date relates, in which case the Company shall instead pay the full amount of any accrued and unpaid interest payable on to Holders of record as of such Interest Payment Date to the Holder of record at the close of business on the corresponding Regular Record Date. At least 20 Business Days prior to the anticipated Effective Date of , and the Fundamental Change (or if the Company does not have actual notice of a Fundamental Change 20 Business Days prior Repurchase Price shall be equal to the Effective Date, as soon as the Company has actual notice of such Fundamental Change), the Company will provide to all Holders 100% of the Notes, the Trustee, the Paying Agent, the Registrar and the Conversion Agent a notice (the “Fundamental Change Notice”) stating:Then Current Principal Amount of Notes to be repurchased pursuant to this Section 15.05.

Offer to Repurchase Upon a Fundamental Change. (a) Subject to Section 3.7(d) hereof, upon the occurrence of a Fundamental Change at any time prior to Stated Maturity, each Holder may require the Company to repurchase the Notes on a date chosen by the Company in its sole discretion that is no less than 20 Business Days and no more than 35 Business Days (subject to extension to comply with applicable law) after the Company sends the Fundamental Change Repurchase Right Notice (the “Fundamental Change Repurchase Date”), and the Company shall repurchase on the Fundamental Change Repurchase Date, any or all Notes submitted for repurchase for cash, or any portion of the initial principal amount thereof that is equal to $2,000 1,000 or an integral multiple of $1,000, provided that the principal amount of such security to remain outstanding is equal to $2,000 1,000 or an integral multiple of $1,000, at a price equal to 100% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to but not including the Fundamental Change Repurchase Date, unless such Fundamental Change Repurchase Date falls after a Regular Record Date and on or prior to the corresponding Interest Payment Date, in which case the Company shall pay the full amount of accrued and unpaid interest payable on such Interest Payment Date to the Holder of record at the close of business on the corresponding Regular Record Date. At least 20 Business Days prior to the anticipated Effective Date of the Fundamental Change (or if the Company does not have actual notice of a Fundamental Change 20 Business Days prior to the Effective Date, as soon as the Company has actual notice of such Fundamental Change), the Company will provide to all Holders of the Notes, the Trustee, the Paying Agent, the Registrar Agent and the Conversion Agent a notice (the “Fundamental Change Notice”) stating:

Offer to Repurchase Upon a Fundamental Change. (a) Subject to Section 3.7(d3.10(d) hereof, upon the occurrence of a Fundamental Change at any time prior to Stated Maturity, each Holder may require the Company to repurchase the Notes on a date chosen by the Company in its sole discretion that is no less than 20 Business Days and no more than 35 Business Days (subject to extension to comply with applicable law) after the Company sends the Fundamental Change Repurchase Right Notice (the “"Fundamental Change Repurchase Date”"), and the Company shall repurchase on the Fundamental Change Repurchase Date, any or all Notes submitted for repurchase for cash, or any portion of the initial principal amount thereof that is equal to $2,000 1,000 or an integral multiple of $1,000, provided that the principal amount of such security to remain outstanding is equal to $2,000 or an integral multiple of $1,000, 1,000 at a price equal to 100% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to but not including the Fundamental Change Repurchase Date, unless such Fundamental Change Repurchase Date falls after a Regular Record Date and on or prior to the corresponding Interest Payment Date, in which case the Company shall pay the full amount of accrued and unpaid interest payable on such Interest Payment Date to the Holder of record at the close of business on the corresponding Regular Record Date. At least 20 Business Days prior to the anticipated Effective Date of the Fundamental Change (or if the Company does not have actual notice of a Fundamental Change 20 Business Days prior to the Effective Date, as soon as the Company has actual notice of such Fundamental Change), the Company will provide to all Holders of the Notes, the Trustee, the Paying Agent, the Registrar Agent and the Conversion Agent a notice (the “"Fundamental Change Notice”") stating:

Offer to Repurchase Upon a Fundamental Change. (a) Subject to Section 3.7(d) hereof, upon the occurrence of If a Fundamental Change occurs at any time prior to Stated Maturitythe Maturity Date, each Holder may require the Company shall be required to make an offer to repurchase for cash all of the Notes on outstanding Notes, or any portion of the principal amount thereof that a date chosen by Holder determines to sell to the Company in its sole discretion that is no less than 20 Business Days and no more than 35 Business Days (subject equal to extension to comply with applicable law) after $1,000 or an integral multiple of $1,000, on the Company sends the Fundamental Change Repurchase Right Notice date (the “Fundamental Change Repurchase Date”), and ) specified by the Company shall repurchase on that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Repurchase Date, any or all Notes submitted for repurchase for cash, or any portion of the initial principal amount thereof that is equal to $2,000 or an integral multiple of $1,000, provided that the principal amount of such security to remain outstanding is equal to $2,000 or an integral multiple of $1,000, Company Notice at a repurchase price equal to 100% of the aggregate principal amount thereof thereof, plus accrued and unpaid interest, interest thereon (if any) up to, to but not including excluding, the Fundamental Change Repurchase DateDate (the “Fundamental Change Repurchase Price”), unless such the Fundamental Change Repurchase Date falls after a Regular Record Date and but on or prior to the corresponding Interest Payment DateDate to which such Regular Record Date relates, in which case the Company shall instead pay the full amount of accrued and unpaid interest payable on such Interest Payment Date to the Holder Holders of record at as of the close of business on the corresponding such Regular Record Date. At least 20 Business Days prior to the anticipated Effective Date of , and the Fundamental Change (or if the Company does not have actual notice of a Fundamental Change 20 Business Days prior Repurchase Price shall be equal to the Effective Date, as soon as the Company has actual notice of such Fundamental Change), the Company will provide to all Holders 100% of the Notes, the Trustee, the Paying Agent, the Registrar and the Conversion Agent a notice (the “Fundamental Change Notice”) stating:aggregate principal amount of Notes to be repurchased pursuant to this ‎Article 15.

Offer to Repurchase Upon a Fundamental Change. (a) Subject to Section 3.7(d) hereof, upon the occurrence of If a Fundamental Change occurs at any time prior to Stated Maturitytime, each Holder may require the Company will be required to offer (“Fundamental Change Offer”) to repurchase for cash all of such Holder’s Notes, or any portion thereof, on the Notes on a date chosen by the Company in its sole discretion that is no less than 20 Business Days and no more than 35 Business Days (subject to extension to comply with applicable law) after the Company sends the Fundamental Change Repurchase Right Notice (the “Fundamental Change Repurchase Date”), and ) specified by the Company shall repurchase that is not less than 20 calendar days or more than 35 calendar days following the date on which of the notice Fundamental Change Repurchase Date, any or all Notes submitted for repurchase for cash, or any portion Offer is provided in accordance with the provisions of the initial principal amount thereof that is equal to $2,000 or an integral multiple of $1,000, provided that the principal amount of such security to remain outstanding is equal to $2,000 or an integral multiple of $1,000, Section 15.05(a) at a repurchase price equal to 100% of the aggregate principal amount thereof Then Current Principal Amount thereof, plus any accrued and unpaid interestinterest thereon to, if anybut excluding, to but not including the Fundamental Change Repurchase DateDate plus the Redemption Premium (determined as if the Springing Repurchase Date were a Redemption Date pursuant to a Make-Whole Redemption of the Notes under Section 16.01(c)) (the “Fundamental Change Repurchase Price”), unless such the Fundamental Change Repurchase Date falls after a Regular an Interest Record Date and but on or prior to the corresponding Interest Payment DateDate to which such Interest Record Date relates, in which case the Company shall instead pay the full amount of any accrued and unpaid interest payable on to Holders of record as of such Interest Payment Date to the Holder of record at the close of business on the corresponding Regular Record Date. At least 20 Business Days prior to the anticipated Effective Date of , and the Fundamental Change (or if the Company does not have actual notice of a Fundamental Change 20 Business Days prior Repurchase Price shall be equal to the Effective Date, as soon as the Company has actual notice of such Fundamental Change), the Company will provide to all Holders 100% of the Notes, the Trustee, the Paying Agent, the Registrar and the Conversion Agent a notice (the “Fundamental Change Notice”) stating:Then Current Principal Amount of Notes to be repurchased pursuant to this Section 15.05.