REPURCHASE OF NOTES AT THE OPTION. Of The Holder upon a Change of Control In the event that a Change of Control has occurred, each Holder of Notes shall have the right, at such Holder's option, pursuant to an offer (subject only to conditions required by applicable law, if any) by the Company (the "Change of Control Offer"), to require the Company to repurchase all or any part of such Holder's Notes (provided, that the principal amount of such Notes must be $1,000 or an integral multiple thereof) on a date (the "Change of Control Purchase Date") that is no later than 45 Business Days after the occurrence of such Change of Control, at a cash price equal to 101% of the principal amount thereof (the "Change of Control Purchase Price"), together with accrued and unpaid interest (and Liquidated Damages, if any), to the Change of Control Purchase Date. The Change of Control Offer shall be made within 20 Business Days following a Change of Control and shall remain open for 20 Business Days following its commencement or such other period as may be required by applicable law (the "Change of Control Offer Period"). Upon expiration of the Change of Control Offer Period, the Company shall promptly purchase all Notes properly tendered in response to the Change of Control Offer. Notwithstanding the foregoing, the Company shall not be required to make a Change of Control Offer upon a Change of Control if a third party makes the Change of Control Offer in the manner, at the times and otherwise in compliance with the requirements set forth in this Indenture applicable to a Change of Control Offer made by the Company, including any requirements to repay in full all Indebtedness under the Credit Agreement, any Senior Debt or Senior Debt of any Guarantor or obtains the consents of such lenders to such Change of Control Offer as set forth in the following paragraph of this Section 4.14, and purchases all Notes validly tendered and not withdrawn under such Change of Control Offer. Prior to the commencement of a Change of Control Offer, but in any event within 30 days following any Change of Control, the Company shall:
(a) repay in full in cash and terminate all commitments under Indebtedness under the Credit Agreement and all other Senior Debt the terms of which require repayment upon a Change of Control or (b) offer to repay in full and terminate all commitments under all Indebtedness under the Credit Agreement and all such other Senior Debt and repay the Indebtedness owed to each lender which has accepted such...
REPURCHASE OF NOTES AT THE OPTION. OF THE HOLDER UPON A CHANGE OF CONTROL................................................ 61 SECTION 4.17
REPURCHASE OF NOTES AT THE OPTION. OF THE HOLDER UPON A CHANGE OF CONTROL. Intentionally deleted by amendment.”
(k) Section 4.14 of the Original Indenture is hereby amended and restated in its entirety to read as follows:
REPURCHASE OF NOTES AT THE OPTION. OF THE HOLDER UPON A CHANGE OF CONTROL
REPURCHASE OF NOTES AT THE OPTION. OF THE HOLDER UPON A FUNDAMENTAL CHANGE
REPURCHASE OF NOTES AT THE OPTION. OF THE HOLDERS UPON A CHANGE OF CONTROL Pursuant to Section 2.2(8) of the Indenture, so long as any of the Notes are outstanding, the following provisions shall be applicable to the Notes:
REPURCHASE OF NOTES AT THE OPTION. OF THE HOLDER 8 Section 9.01 Offer to Repurchase 8 Section 9.02 Early Mandatory Settlement Notice 8 Section 9.03 Procedures for Exercise 8 Section 9.04 Withdrawal of Repurchase Notice 9 Section 9.05 Effect of Repurchase 9 ARTICLE 10 TAX TREATMENT 10 Section 10.01 Tax Treatment 10
REPURCHASE OF NOTES AT THE OPTION. OF THE HOLDER IF THE ABR MERGER HAS NOT BEEN CONSUMMATED. . . . . . . 45 SECTION 4.9
REPURCHASE OF NOTES AT THE OPTION. OF THE HOLDER UPON A RISK EVENT
REPURCHASE OF NOTES AT THE OPTION. OF THE HOLDER UPON THE FAILURE OF THE COMPANY TO REDEEM THE SELMER NOTES 60 SECTION 4.16 SUBSIDIARY GUARANTORS 61 SECTION 4.17 LIMITATION ON STATUS AS INVESTMENT COMPANY 61 SECTION 4.18 MAINTENANCE OF PROPERTIES AND INSURANCE 62 SECTION 4.19 CORPORATE EXISTENCE 62 ARTICLE V: SUCCESSORS 63 SECTION 5.1 MERGER, CONSOLIDATION OR SALE OF ASSETS 63 SECTION 5.2 SUCCESSOR CORPORATION SUBSTITUTED 63 ii ARTICLE VI: DEFAULTS AND REMEDIES 63 SECTION 6.1 EVENTS OF DEFAULT 64 SECTION 6.2 ACCELERATION 65 SECTION 6.3 OTHER REMEDIES 66 SECTION 6.4 WAIVER OF PAST DEFAULTS 67 SECTION 6.5 CONTROL BY MAJORITY 67 SECTION 6.6 LIMITATION ON SUITS 68 SECTION 6.7 RIGHTS OF HOLDERS OF NOTES TO RECEIVE PAYMENT 68 SECTION 6.8 COLLECTION SUIT BY TRUSTEE 68 SECTION 6.9 TRUSTEE MAY FILE PROOFS OF CLAIM 69 SECTION 6.10 PRIORITIES 69 SECTION 6.11 UNDERTAKING FOR COSTS 70 ARTICLE VII: TRUSTEE 70 SECTION 7.1 DUTIES OF TRUSTEE 70 SECTION 7.2 RIGHTS OF TRUSTEE 71 SECTION 7.3 INDIVIDUAL RIGHTS OF TRUSTEE 72 SECTION 7.4 TRUSTEE'S DISCLAIMER 72 SECTION 7.5 NOTICE OF DEFAULTS 73 SECTION 7.6 REPORTS BY TRUSTEE TO HOLDERS OF THE NOTES 73 SECTION 7.7 COMPENSATION AND INDEMNITY 73 SECTION 7.8 REPLACEMENT OF TRUSTEE 74 SECTION 7.9 SUCCESSOR TRUSTEE BY MERGER, ETC. 75 SECTION 7.10 ELIGIBILITY; DISQUALIFICATION 75 SECTION 7.11 PREFERENTIAL COLLECTION OF CLAIMS AGAINST COMPANY 76 iii ARTICLE VIII: LEGAL DEFEASANCE AND COVENANT DEFEASANCE 76 SECTION 8.1 OPTION TO EFFECT LEGAL DEFEASANCE OR COVENANT DEFEASANCE 76 SECTION 8.2 LEGAL DEFEASANCE AND DISCHARGE 76 SECTION 8.3 COVENANT DEFEASANCE 77 SECTION 8.4 CONDITIONS TO LEGAL OR COVENANT DEFEASANCE 77 SECTION 8.5 DEPOSITED MONEY AND GOVERNMENT SECURITIES TO BE HELD IN TRUST; OTHER MISCELLANEOUS PROVISIONS 79 SECTION 8.6 REPAYMENT TO COMPANY 79 SECTION 8.7 REINSTATEMENT 80 ARTICLE IX: AMENDMENT, SUPPLEMENT AND WAIVER 80 SECTION 9.1 WITHOUT CONSENT OF HOLDERS OF NOTES 80 SECTION 9.2 WITH CONSENT OF HOLDERS OF NOTES 81 SECTION 9.3 COMPLIANCE WITH TRUST INDENTURE ACT 83 SECTION 9.4 REVOCATION AND EFFECT OF CONSENTS 83 SECTION 9.5 NOTATION ON OR EXCHANGE OF NOTES 84 SECTION 9.6 TRUSTEE TO SIGN AMENDMENTS, ETC. 84 ARTICLE X: GUARANTEES 84 SECTION 10.1 GUARANTEES 84 SECTION 10.2 EXECUTION AND DELIVERY OF GUARANTEES 86 SECTION 10.3 GUARANTORS MAY CONSOLIDATE, ETC., ON CERTAIN TERMS 86 SECTION 10.4 RELEASE OF GUARANTORS 88 SECTION 10.5 LIMITATION OF GUARANTOR'S LIABILITY; CERTAIN BANKRUPTCY EVENTS 88 SECTION 10.6 APPLICATION OF CERTAIN TERMS AND PROVISIONS TO THE GUAR...
