Common use of REPURCHASE OF SECURITIES AT OPTION OF THE HOLDER UPON CHANGE IN CONTROL Clause in Contracts

REPURCHASE OF SECURITIES AT OPTION OF THE HOLDER UPON CHANGE IN CONTROL. (a) If at any time the Securities remain outstanding there shall have occurred a Change in Control, all or any portion of the Securities of any Holder equal to $1,000 or a whole multiple of $1,000, shall be repurchased by the Company, at the option of such Holder, at a repurchase price equal to 100% of the principal amount of the Securities to be repurchased, together with interest accrued and unpaid to, but excluding, the repurchase date (the "Change in Control Repurchase Price"), on the date (the "Change in Control Repurchase Date") that is 45 days after the date of the Change in Control Repurchase Notice; provided, however, if the Change in Control Repurchase Date falls after a Regular Record Date and on or before an Interest Payment Date, then interest on the Securities shall be payable to the Holders in whose name the Securities are registered at the close of business on such Regular Record Date. Whenever in this Indenture (including Sections 2.1, 8.1 and 8.7 hereof) or in the form of Securities there is a reference, in any context, to the principal of any Securities as of any time, such reference shall be deemed to include reference to the Change in Control Repurchase Price payable in respect to such Securities to the extent that such Change in Control Repurchase Price is, was or would be so payable at such time, and express mention of the Change in Control Repurchase Price in any provision of this Indenture shall not be construed as excluding the Change in Control Repurchase Price in those provisions of this Indenture when such express mention is not made.

REPURCHASE OF SECURITIES AT OPTION OF THE HOLDER UPON CHANGE IN CONTROL. (a) If at any time the that Securities remain outstanding there shall have occurred a Change in ControlControl (as hereinafter defined), all or any portion of the Securities of any Holder equal to $1,000 or a whole multiple of $1,000, shall be repurchased by the Company, Company at the option of such Holderthe Holder thereof, at a repurchase purchase price (the "Repurchase Price") equal to 100% of the principal amount of thereof plus accrued interest up to and including the Securities to be repurchased, together with interest accrued and unpaid to, but excluding, the repurchase date Repurchase Date (the "Change in Control Repurchase Price"as hereinafter defined), on the date (the "Change in Control Repurchase Date") fixed by the Company that is not less than 45 days nor more than 60 days after the date of the Change Company Notice (as hereinafter defined), subject to satisfaction by or on behalf of the Holder of the requirements set forth in Control Section 3.12(b). At the option of the Company, the Repurchase Notice; providedPrice may be paid in cash or, however, if the Change in Control Repurchase Date falls after a Regular Record Date and on or before an Interest Payment Date, then interest on the Securities shall be payable subject to the Holders fulfillment by the Company of the conditions set forth in whose name the Securities are registered at the close Section 3.11, by delivery of business on such Regular Record Dateshares of Common Stock in accordance with Section 3.11. Whenever in this Indenture (including Sections 2.1, 8.1 and 8.7 hereof) or in the form of Securities there is a reference, in any context, reference to the principal of any Securities Security as of any time, such reference shall be deemed to include reference to the Change in Control Repurchase Price payable in respect to of such Securities Security to the extent that such Change in Control Repurchase Price is, was or would be so payable at such time, and express mention of the Change in Control Repurchase Price in any provision of this Indenture shall not be construed as excluding the Change in Control Repurchase Price in those provisions of this Indenture when such express mention is not made.. Any rights of Holders, contractual or otherwise, arising under or pursuant to any offer to repurchase Securities made by the Company under this Section 3.10 shall be subordinated in right of payment to all Senior Indebtedness to the same extent as the Securities are subordinated to Senior Indebtedness under the provisions of Article 5 and such offer to repurchase shall provide that, if at the time the Securities are required to be repurchased pursuant to such offer, payment of the Securities is not permitted pursuant to the provisions of Article 5, the Company shall use its best efforts to obtain all necessary waivers from, or to repay in full, the holders of

REPURCHASE OF SECURITIES AT OPTION OF THE HOLDER UPON CHANGE IN CONTROL. (a) If at any time the that Securities remain outstanding there shall have occurred a Change in ControlControl (as hereinafter defined), all or any portion of the Securities of any Holder equal to $1,000 or a whole multiple of $1,000, shall be repurchased by the Company, Company at the option of such Holderthe Holder thereof, at a repurchase purchase price (the "Repurchase Price") equal to 100% of the principal amount of thereof plus accrued interest up to and including the Securities to be repurchased, together with interest accrued and unpaid to, but excluding, the repurchase date Repurchase Date (the "Change in Control Repurchase Price"as hereinafter defined), on the date (the "Change in Control Repurchase Date") fixed by the Company that is not less than 45 days nor more than 60 days after the date of the Change Company Notice (as hereinafter defined), subject to satisfaction by or on behalf of the Holder of the requirements set forth in Control Repurchase Notice; provided, however, if the Change in Control Repurchase Date falls after a Regular Record Date and on or before an Interest Payment Date, then interest on the Securities shall be payable to the Holders in whose name the Securities are registered at the close of business on such Regular Record DateSection 3.11(b). Whenever in this Indenture (including Sections 2.1, 8.1 and 8.7 hereof) or in the form of Securities there is a reference, in any context, reference to the principal of any Securities Security as of any time, such reference shall be deemed to include reference to the Change in Control Repurchase Price payable in respect to of such Securities Security to the extent that such Change in Control Repurchase Price is, was or would be so payable at such time, and express mention of the Change in Control Repurchase Price in any provision of this Indenture shall not be construed as excluding the Change in Control Repurchase Price in those provisions of this Indenture when such express mention is not made. Any rights of Holders, contractual or otherwise, arising under or pursuant to any offer to repurchase Securities made by the Company under this Section 3.10 shall be subordinated in right of payment to all Senior Indebtedness to the same extent as the Securities are subordinated to Senior Indebtedness under the provisions of Article 5 and such offer to repurchase shall provide that, if at the time the Securities are required to be repurchased pursuant to such offer, payment of the Securities is not permitted pursuant to the provisions of Article 5, the Company shall use its best efforts to obtain all necessary waivers from, or to repay in full, the holders of Senior Indebtedness in order to permit such repurchase. Notwithstanding the foregoing, any failure by the Company to comply with this Section 3.10 to offer to repurchase, or to repurchase, the Securities shall be a default in the performance by the Company hereunder.

REPURCHASE OF SECURITIES AT OPTION OF THE HOLDER UPON CHANGE IN CONTROL. (a) If at any time the that Securities remain outstanding there shall have occurred a Change in ControlControl (as hereinafter defined), all or any portion of the Securities of any Holder equal to $1,000 or a whole multiple of $1,000, shall be repurchased by the Company, Company at the option of such Holderthe Holder thereof, at a repurchase purchase price (the "Repurchase Price") equal to 100% of the principal amount of thereof plus accrued interest up to and including the Securities to be repurchased, together with interest accrued and unpaid to, but excluding, the repurchase date Repurchase Date (the "Change in Control Repurchase Price"as hereinafter defined), on the date (the "Change in Control Repurchase Date") fixed by the Company that is not less than 45 days nor more than 60 days after the date of the Change Company Notice (as hereinafter defined), subject to satisfaction by or on behalf of the Holder of the requirements set forth in Control Repurchase Notice; provided, however, if the Change in Control Repurchase Date falls after a Regular Record Date and on or before an Interest Payment Date, then interest on the Securities shall be payable to the Holders in whose name the Securities are registered at the close of business on such Regular Record DateSection 3.10(b). Whenever in this Indenture (including Sections 2.1, 8.1 and 8.7 hereof) or in the form of Securities there is a reference, in any context, reference to the principal of any Securities Security as of any time, such reference shall be deemed to include reference to the Change in Control Repurchase Price payable in respect to of such Securities Security to the extent that such Change in Control Repurchase Price is, was or would be so payable at such time, and express mention of the Change in Control Repurchase Price in any provision of this Indenture shall not be construed as excluding the Change in Control Repurchase Price in those provisions of this Indenture when such express mention is not made.. Any rights of Holders, contractual or otherwise, arising under or pursuant to any offer to repurchase Securities made by the Company under this Section 3.9 shall be subordinated in right of payment to all Senior Indebtedness to the same extent as the Securities are subordinated to Senior Indebtedness under the provisions of Article 5 and such offer to repurchase shall provide that, if at the time the Securities are required to be repurchased pursuant to such offer, payment of the Securities is not permitted pursuant to the provisions of Article 5, the Company shall use its best efforts to obtain all necessary waivers from, or to repay in full, the holders of Senior Indebtedness in order to permit such repurchase. Notwithstanding the foregoing, any failure by the Company to comply with this Section 3.9 to offer to repurchase, or to repurchase, the Securities shall be a default in the performance by the Company hereunder. A "Change in Control" shall be deemed to have occurred at such time after the original issuance of the Securities as any of the following occur:

REPURCHASE OF SECURITIES AT OPTION OF THE HOLDER UPON CHANGE IN CONTROL. (a) If at any time the that Securities remain outstanding there shall have occurred a Change in ControlControl (as hereinafter defined), all or any portion of the Securities of any Holder equal to $1,000 or a whole multiple of $1,000, shall be repurchased by the Company, Company at the option of such Holderthe Holder thereof, at a repurchase purchase price (the "Repurchase Price") equal to 100% of the principal amount of thereof plus accrued interest up to and including the Securities to be repurchased, together with interest accrued and unpaid to, but excluding, the repurchase date Repurchase Date (the "Change in Control Repurchase Price"as hereinafter defined), on the date (the "Change in Control Repurchase Date") fixed by the Company that is not less than 45 days nor more than 60 days after the date of the Change Company Notice (as hereinafter defined), subject to satisfaction by or on behalf of the Holder of the requirements set forth in Control Repurchase Notice; provided, however, if the Change in Control Repurchase Date falls after a Regular Record Date and on or before an Interest Payment Date, then interest on the Securities shall be payable to the Holders in whose name the Securities are registered at the close of business on such Regular Record DateSection 3.11(b). Whenever in this Indenture (including Sections 2.1, 8.1 and 8.7 hereof) or in the form of Securities there is a reference, in any context, reference to the principal of any Securities Security as of any time, such reference shall be deemed to include reference to the Change in Control Repurchase Price payable in respect to of such Securities Security to the extent that such Change in Control Repurchase Price is, was or would be so payable at such time, and express mention of the Change in Control Repurchase Price in any provision of this Indenture shall not be construed as excluding the Change in Control Repurchase Price in those provisions of this Indenture when such express mention is not made.. Any rights of Holders, contractual or otherwise, arising under or pursuant to any offer to repurchase Securities made by the Company under this Section 3.10 shall be subordinated in right of payment to all Senior Indebtedness to the same extent as the Securities are subordinated to Senior Indebtedness under the provisions of Article 5 and such offer to repurchase shall provide that, if at the time the Securities are required to be repurchased pursuant to such offer, payment of the Securities is not permitted pursuant to the provisions of Article 5, the Company shall use its best efforts to obtain all necessary waivers from, or to repay in full, the holders of Senior Indebtedness in order to permit such repurchase. Notwithstanding the foregoing, any failure by the Company to comply with this Section 3.10 to offer to repurchase, or to repurchase, the Securities shall be a default in the performance by the Company hereunder. A "Change in Control" shall be deemed to have occurred at such time after the original issuance of the Securities as any of the following occur: