Common use of Purchase of Notes Upon a Change of Control Repurchase Event Clause in Contracts

Purchase of Notes Upon a Change of Control Repurchase Event. If a Change of Control Repurchase Event occurs, each Holder of Notes will have the right to require that the Company repurchase all or any part (in denominations of €100,000 and integral multiples of €1,000 in excess thereof) of such Holder’s Notes pursuant to a Change of Control Offer on the terms set forth in the Indenture, except that the Company shall not be obligated to repurchase the Notes pursuant to Section 4.11 of the Indenture in the event that the Company has exercised the right to redeem all of the Notes as described in Section 3.7 of the Indenture. In the Change of Control Offer, the Company will offer to purchase all of the Notes at a purchase price in cash in an amount equal to 101% of the principal amount of the Notes, plus accrued and unpaid interest, if any, to, but excluding, the date of repurchase (subject to the rights of Holders of record on the relevant record date to receive interest due on the relevant Interest Payment Date).