Common use of Repurchase at Option of Holders Upon a Fundamental Change Clause in Contracts

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer shall instead pay the full amount of accrued and unpaid interest to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act.

Appears in 2 contracts

Samples: Exchange Agreement (Intercept Pharmaceuticals, Inc.), Exchange Agreement (Intercept Pharmaceuticals, Inc.)

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Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement in order to allow the extent required by Company to comply with applicable tender offer rules under law as a result of changes to such applicable law occurring after the Exchange Actdate of this Indenture.

Appears in 2 contracts

Samples: Indenture (INVACARE HOLDINGS Corp), Indenture (INVACARE HOLDINGS Corp)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder of the Notes shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion of the principal amount thereof that is equal to $1,000 principal amount or an integral multiple of $1,000 in excess thereofprincipal amount, on the date specified by the Company (the “Fundamental Change Repurchase Date”) specified by the Issuer that is not less than 20 calendar days or nor more than 35 calendar days Business Days following the date of the Fundamental Change Issuer Company Notice (or, if the Company fails to specify a Fundamental Change Repurchase Date, the 35th Business Day following the date of the Fundamental Change Company Notice, without prejudice to any rights or remedies Holders may have on account of such failure) at a repurchase price equal to 100% of the principal amount thereofof the Notes to be repurchased, plus accrued and unpaid interest thereon to, but excludingnot including, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless ; provided that if the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case then the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders the Holder of record as of on such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act10.

Appears in 1 contract

Samples: Second Supplemental Indenture (INSMED Inc)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any timetime prior to the Maturity Date, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date 14. (b) Repurchases of Notes under this Section 14.02 shall be subject to postponement to made, at the extent required by applicable tender offer rules under option of the Exchange Act.Holder thereof, upon:

Appears in 1 contract

Samples: Investment Agreement (Twitter, Inc.)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days Business Days or more than 35 calendar days Business Days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus any accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular an Interest Record Date but on or prior to the Interest Payment Date to which such Regular Interest Record Date relates, in which case the Issuer Company shall instead pay the full amount of any accrued and unpaid interest to Holders of record as of such Regular Interest Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act.

Appears in 1 contract

Samples: Indenture (Gamida Cell Ltd.)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any timetime prior to the Maturity Date, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion of the principal amount thereof properly surrendered and not validly withdrawn pursuant to Section 15.03 that is equal to $1,000 or an integral a multiple of $1,000 in excess thereof, on the 1,000. The date of such repurchase (the “Fundamental Change Repurchase Date”) shall be specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days Business Days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest (to, but not including Interest Payment Date) to Holders the Holder of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article ‎Article 15. Any Notes so repurchased by the Company shall be paid for in cash. The Fundamental Change Repurchase Date shall be subject to postponement in order to allow the extent required by Company to comply with applicable tender offer rules under law as a result of changes to such applicable law occurring after the Exchange Actdate of this Indenture.

Appears in 1 contract

Samples: Indenture (Plug Power Inc)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any timetime prior to the Maturity Date, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion of the principal amount thereof properly surrendered and not validly withdrawn pursuant to Section 15.03 that is equal to $1,000 or an integral a multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days Business Days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders the Holder of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. Any Notes so repurchased by the Company shall be paid for in cash. The Fundamental Change Repurchase Date shall be subject to postponement in order to allow the extent required by Company to comply with applicable tender offer rules under law as a result of changes to such applicable law occurring after the Exchange Actdate of this Indenture.

Appears in 1 contract

Samples: Indenture (Middleby Corp)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not no less than 20 Business Days and no more than 40 calendar days or more than 35 calendar days following after the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus any accrued and unpaid interest thereon to, but excludingnot including, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls occurs after a Regular Record Date but and on or prior to the corresponding Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of such accrued and unpaid interest on such Interest Payment Date to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement in order to allow the extent required by Company to comply with any change in applicable tender offer rules under law after the Exchange Actdate of this Indenture.

Appears in 1 contract

Samples: Indenture (Live Nation Entertainment, Inc.)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any timetime prior to the Maturity Date, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral a multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article ‎Article 15. The Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act.

Appears in 1 contract

Samples: Indenture (CSG Systems International Inc)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any timetime prior to the Maturity Date, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral a multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 45 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act.

Appears in 1 contract

Samples: Indenture (CorEnergy Infrastructure Trust, Inc.)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any timetime prior to the Maturity Date, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof properly surrendered and not validly withdrawn pursuant to Section 15.03 that is equal to $1,000 or an integral a multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest interest, if any, thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of the close of business on such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article ‎Article 15. The Fundamental Change Repurchase Date shall be subject to postponement in order to allow the extent required by Company to comply with applicable tender offer rules under law as a result of any changes to such applicable law occurring after the Exchange Actdate of this Indenture.

Appears in 1 contract

Samples: Indenture (Insight Enterprises Inc)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion of the principal amount thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of the close of business on such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the aggregate principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement postponement, without penalty to the extent required by Company, in order to allow the Company to comply with applicable tender offer rules under law as a result of changes to such applicable law occurring after the Exchange Actdate of this Indenture.

Appears in 1 contract

Samples: Indenture (Veeco Instruments Inc)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article ‎‎Article 15. The Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act.

Appears in 1 contract

Samples: Indenture (Assertio Holdings, Inc.)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion of the principal amount thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of the close of business of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the aggregate principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement postponement, without penalty to the extent required by Company, in order to allow the Company to comply with applicable tender offer rules under law as a result of changes to such applicable law occurring after the Exchange Actdate of this Indenture.

Appears in 1 contract

Samples: Indenture (Veeco Instruments Inc)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any timetime prior to the Maturity Date, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion of the principal amount thereof properly surrendered and not validly withdrawn pursuant to Section 15.03 that is equal to $1,000 or an integral a multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days Business Days following the date of the Fundamental Change Issuer Company Notice (provided that the Fundamental Change Repurchase Date shall be subject to postponement in order to allow the Company to comply with applicable law as a result of changes to such applicable law occurring after the date hereof) at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders the Holder of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article ‎Article 15. The Fundamental Change Repurchase Date Any Notes so repurchased by the Company shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Actpaid for in cash.

Appears in 1 contract

Samples: Indenture (Natera, Inc.)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any timetime prior to the Maturity Date, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion of the principal amount thereof properly surrendered and not validly withdrawn pursuant to ‎Section 15.03 that is equal to $1,000 or an integral a multiple of $1,000 in excess thereof, on the 1,000. The date of such repurchase (the “Fundamental Change Repurchase Date”) shall be specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days Business Days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest (to, but not including Interest Payment Date) to Holders the Holder of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article ‎Article 15. Any Notes so repurchased by the Company shall be paid for in cash. The Fundamental Change Repurchase Date shall be subject to postponement in order to allow the extent required by Company to comply with applicable tender offer rules under law as a result of changes to such applicable law occurring after the Exchange Actdate of this Indenture.

Appears in 1 contract

Samples: Indenture (Esperion Therapeutics, Inc.)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion of the principal thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders the Holder of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change 15 [Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Actof Notes at Option of Holders].

Appears in 1 contract

Samples: Indenture (Evolent Health, Inc.)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any timetime prior to the Maturity Date, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act‎Article 14.

Appears in 1 contract

Samples: Investment Agreement (Splunk Inc)

Repurchase at Option of Holders Upon a Fundamental Change. (a) Article 29 If a Fundamental Change occurs at any timetime prior to the Maturity Date, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion of the principal thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus any accrued and unpaid interest Special Interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Special Interest Record Date but on or prior to the Special Interest Payment Date to which such Regular Special Interest Record Date relates, in which case the Issuer Company shall instead pay the full amount of any accrued and unpaid interest Special Interest to Holders of record as of such Regular Special Interest Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act.

Appears in 1 contract

Samples: Indenture (Camtek LTD)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any timetime prior to the Maturity Date, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof properly surrendered and not validly withdrawn pursuant to Section 15.03 that is equal to $1,000 or an integral a multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest interest, if any, thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of the close of business on such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article ‎Article 15. The Fundamental Change Repurchase Date shall be subject to postponement postponement, without penalty to the extent required by Company, in order to allow the Company to comply with applicable tender offer rules under law as a result of any changes to such applicable law occurring after the Exchange Actdate of this Indenture.

Appears in 1 contract

Samples: Indenture (Five9, Inc.)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion of the principal amount thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days Business Days or more than 35 calendar days Business Days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest (to, but excluding, such Interest Payment Date) to Holders of record as of the close of business on such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement in order to allow the extent required by Company to comply with applicable tender offer rules under the Exchange Actlaw.

Appears in 1 contract

Samples: Indenture (Cazoo Group LTD)

Repurchase at Option of Holders Upon a Fundamental Change. (ai) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article ‎Article 15. The Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act.

Appears in 1 contract

Samples: Indenture (Realpage Inc)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $US$1,000 or an integral multiple of $1,000 in excess thereofUS$1,000, on the date Business Day (the “Fundamental Change Repurchase Date”) specified notified in writing by the Issuer Company as set forth in Section 15.02(c) that is not less than 20 calendar days Business Days or more than 35 calendar days Business Days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest interest, if any, thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay on the Interest Payment Date the full amount of accrued and unpaid interest interest, if any, to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Trustee and the Conversion Agent, Paying Agent or any other agent appointed for such purpose shall have no responsibility to determine the Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act.Price. ​

Appears in 1 contract

Samples: Indenture (ZTO Express (Cayman) Inc.)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act.

Appears in 1 contract

Samples: Indenture (GNC Holdings, Inc.)

Repurchase at Option of Holders Upon a Fundamental Change. 77 (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not no less than 20 Business Days and no more than 40 calendar days or more than 35 calendar days following after the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus any accrued and unpaid interest thereon to, but excludingnot including, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the immediately succeeding Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay pay, on or, at the Company’s election, before such Interest Payment Date, the full amount of such accrued and unpaid interest due on such Interest Payment Date to Holders of record as of the close of business on such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 1514. The Fundamental Change Repurchase Date shall be subject to postponement in order to allow the extent required by Company to comply with any change in applicable tender offer rules under law after the Exchange Actdate of this Indenture.

Appears in 1 contract

Samples: Indenture (Live Nation Entertainment, Inc.)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement in order to allow the extent required by Company to comply with applicable tender offer rules under law as a result of changes to such applicable law occurring after the Exchange Actdate of this Indenture.

Appears in 1 contract

Samples: Indenture (Invacare Corp)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any timetime prior to the Maturity Date, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral a multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act12.

Appears in 1 contract

Samples: Third Supplemental Indenture (Assertio Therapeutics, Inc)

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Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest (to, but not including, such Interest Payment Date) to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article ‎Article 15. The Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act.

Appears in 1 contract

Samples: Indenture (Maxwell Technologies Inc)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any timetime prior to the Maturity Date, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days Business Days or more than 35 calendar days Business Days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest (to, but not including, such Interest Payment Date) to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act12.

Appears in 1 contract

Samples: Indenture (Senseonics Holdings, Inc.)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the relevant Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of such Regular Record Date on such Interest Payment Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act.

Appears in 1 contract

Samples: Indenture (RumbleON, Inc.)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not no less than 20 calendar days or Business Days and no more than 35 calendar days following 40 Business Days after the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus any accrued and unpaid interest thereon to, but excludingnot including, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless . If the Fundamental Change Repurchase Date falls occurs after a Regular Record Date but and on or prior to the corresponding Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of such accrued and unpaid interest no later than the relevant Interest Payment Date to Holders of record as of on such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement in order to allow the extent required by Company to comply with any change in applicable tender offer rules under law or exchange requirements after the Exchange Actdate of this Indenture. The Trustee, the Conversion Agent, Paying Agent or any other agent appointed for such purposes shall have no responsibility to determine the Fundamental Change Repurchase Price.

Appears in 1 contract

Samples: Indenture (Xerox Corp)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article ‎Article 15. The Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act.

Appears in 1 contract

Samples: Indenture (Indie Semiconductor, Inc.)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any timetime prior to the Maturity Date, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days Business Days or more than 35 calendar days Business Days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest (to, but not including, such interest payment date) to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act10.

Appears in 1 contract

Samples: First Supplemental Indenture (Senseonics Holdings, Inc.)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice (with such Fundamental Change Repurchase Date being subject to postponement by a number of days by which the Company’s Fundamental Change Repurchase Notice is delivered to Holders beyond the deadline set forth in Section 14.01(c)), at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date 14 but shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Actnot include any accrued and unpaid interest.

Appears in 1 contract

Samples: Indenture (TCP Capital Corp.)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act‎Article 13.

Appears in 1 contract

Samples: First Supplemental Indenture (Ani Pharmaceuticals Inc)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article ‎Article 15. The Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act.

Appears in 1 contract

Samples: Indenture (Porch Group, Inc.)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days Business Days or more than 35 calendar days Business Days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay pay, on or before such Interest Payment Date, the full amount of accrued and unpaid interest to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this this‎ Article 15. The Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act3.

Appears in 1 contract

Samples: Indenture (Protalix BioTherapeutics, Inc.)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any timetime prior to the Maturity Date, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days Business Days or more than 35 calendar days Business Days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest interest, if any, thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Special Interest Record Date but on or prior to the Special Interest Payment Date to which such Regular Special Interest Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of such Regular Special Interest Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement To the extent that the provisions of any securities laws or regulations conflict with the provisions of the Notes and this Indenture relating to the extent required by Company’s obligation to purchase Notes upon a Fundamental Change, the Company shall comply with the applicable tender offer rules securities laws and regulations and shall not be deemed to have breached its obligation under the Exchange Actprovisions of this Indenture by virtue of such conflict.

Appears in 1 contract

Samples: Indenture (MARA Holdings, Inc.)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion of the principal amount thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement in order to allow the extent required by Company to comply with applicable tender offer rules under law as a result of changes to such applicable law occurring after the Exchange Actdate of this Indenture.

Appears in 1 contract

Samples: Indenture (Patrick Industries Inc)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not no less than 20 calendar days or Business Days and no more than 35 calendar days following 40 Business Days after the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus any accrued and unpaid interest thereon to, but excludingnot including, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless . If the Fundamental Change Repurchase Date falls occurs after a Regular Record Date but and on or prior to the corresponding Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of such accrued and unpaid interest no later than the relevant Interest Payment Date to Holders of record as of on such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 1514. The Fundamental Change Repurchase Date shall be subject to postponement in order to allow the extent required by Company to comply with any change in applicable tender offer rules under law or exchange requirements after the Exchange Actdate of this Indenture.

Appears in 1 contract

Samples: Indenture (Burlington Stores, Inc.)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change (other than an Exempted Fundamental Change) occurs at any time, each Holder shall have the rightright (the “Fundamental Change Repurchase Right”), at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion of the principal amount thereof properly surrendered and not validly withdrawn pursuant to Section 15.03 that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement in order to allow the extent required by Company to comply with applicable tender offer rules under law as a result of changes to such applicable law occurring after the Exchange Actdate of this Indenture.

Appears in 1 contract

Samples: Indenture (Repay Holdings Corp)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If In the event a Fundamental Change occurs shall occur at any timetime when any Notes remain Outstanding, each Holder Noteholder shall have the right, at such Holderholder’s option, to require the Issuer Company to repurchase for cash purchase all of such Holder’s Notes, holders’ Notes or any portion of the principal amount thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof, thereof on a date specified by the date Company (the “Fundamental Change Repurchase Date”) specified by the Issuer that is not less than 20 calendar days or nor more than 35 calendar days following (or any longer period required by law) after the date of the Effective Date for such Fundamental Change Issuer Notice Change, at a repurchase purchase price in cash equal to 100% of the principal amount thereof, plus together with accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the . If such Fundamental Change Repurchase Date falls after a Regular Interest Record Date but and on or prior to the corresponding Interest Payment Date to which such Regular Record Date relatesDate, in which case the Issuer Company shall instead pay the principal amount to the Noteholders surrendering the Notes for repurchase pursuant to this Section 9.02, and pay the full amount of accrued and unpaid interest payable on such Interest Payment Date to Holders the holder of record as on the close of such Regular business on the corresponding Interest Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount . Repurchases of Notes to be repurchased pursuant to this Article 15. The Fundamental Change Repurchase Date shall be subject to postponement to the extent required by applicable tender offer rules under the Exchange Act.this

Appears in 1 contract

Samples: Supplemental Indenture (Pioneer Natural Resources Co)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not less than 20 calendar days or more than 35 calendar days following the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay the full amount of accrued and unpaid interest to Holders of record as of such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article ‎Article 15. The Fundamental Change Repurchase Date shall be subject to postponement in order to allow the extent required by Company to comply with applicable tender offer rules under law as a result of changes to such applicable law occurring after the Exchange Actdate of this Indenture.

Appears in 1 contract

Samples: Indenture (Invacare Corp)

Repurchase at Option of Holders Upon a Fundamental Change. (a) If a Fundamental Change occurs at any time, each Holder shall have the right, at such Holder’s option, to require the Issuer Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000 in excess thereof1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Issuer Company that is not no less than 20 Business Days and no more than 40 calendar days or more than 35 calendar days following after the date of the Fundamental Change Issuer Company Notice at a repurchase price equal to 100% of the principal amount thereof, plus any accrued and unpaid interest thereon to, but excludingnot including, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the immediately succeeding Interest Payment Date to which such Regular Record Date relates, in which case the Issuer Company shall instead pay pay, on or, at the Company’s election, before such Interest Payment Date, the full amount of such accrued and unpaid interest due on such Interest Payment Date to Holders of record as of the close of business on such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 1514. The Fundamental Change Repurchase Date shall be subject to postponement in order to allow the extent required by Company to comply with any change in applicable tender offer rules under law after the Exchange Actdate of this Indenture.

Appears in 1 contract

Samples: Indenture (Live Nation Entertainment, Inc.)

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