Common use of Repurchase Offers Clause in Contracts

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 hereof, the Company shall be required to commence an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”), it shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five Business Days after the termination of the Offer Period (the “Purchase Date”), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and 4.14 or 4.15 hereof, the Company Issuers shall be required to commence an offer to all the Holders to purchase all or a portion of their respective Notes (a “Repurchase Offer”), it they shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five (5) Business Days after the termination of the Offer Period (the “Purchase Date”), the Company Issuers shall purchase at the purchase price (as determined in accordance with Section 4.10 or Section 4.15, as the case may be) the maximum principal amount of Notes that are required to be purchased pursuant to Sections Section 4.10 and 4.14 hereof or 4.15 hereof, as the case may be, (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. The offer price in any Repurchase Offer will be equal to 100% of the principal amount plus accrued and unpaid interest, if any, to the date of purchase, and will be payable in cash. Payment for any Notes so purchased shall be made in cash and in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company Issuers shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 hereof, that the Company shall be required to commence an offer to all Holders to purchase their respective repurchase Notes (a “Repurchase Offer”)"REPURCHASE OFFER") pursuant to Section 4.10 hereof, it an "ASSET SALE OFFER," or pursuant to Section 4.14 hereof, a "CHANGE OF CONTROL OFFER," the Company shall follow the procedures specified below. The Within 30 days following any Change of Control or the date on which the aggregate amount of Excess Proceeds exceeds $5 million pursuant to Section 4.10 hereof, the Company will mail a notice to each Holder describing the transaction or transactions that constitute the Change of Control or give rise to the Asset Sale Offer and offering to repurchase Notes as required by Section 4.10 hereof, in the case of an Asset Sale Offer, or by Section 4.14 hereof, in the case of a Change of Control Offer, on the date specified in such notice, which date shall be no earlier than 30 days and no later than 60 days from the date such notice is mailed (the "PURCHASE DATE"). A Repurchase Offer shall remain open for a period of 20 twenty (20) Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “Offer Period”"OFFER PERIOD"). No later than five Business Days after On the termination of the Offer Period (the “Purchase Date”), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections Section 4.10 and hereof, in the case of an Asset Sale Offer, or 4.14 hereof hereof, in the case of a Change of Control Offer (the “Offer Amount”"OFFER AMOUNT") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest and Liquidated Damages, if any, shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest or Liquidated Damages, if any, shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the such Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall describe the transaction or transactions that constitute the Change of Control or gave rise to the Asset Sale Offer, as the case may be and shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and 4.14 hereofor Section 4.14, the Company shall be required to commence an offer to all Holders to purchase all or a portion of their respective Notes (a “Repurchase Offer”"REPURCHASE OFFER"), it shall follow the procedures specified in such Sections and, to the extent not inconsistent therewith, the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days no less than 30 days and no more than 60 days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “Offer Period”"OFFER PERIOD"). No later than five three Business Days after the termination of the Offer Period (the “Purchase Date”"PURCHASE DATE"), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections Section 4.10 and or 4.14 hereof (the “Offer Amount”"OFFER AMOUNT") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are madeaccordance with Section 2.03. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest and any Liquidated Damages shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 hereof4.14, the Company shall be required to commence an offer to all Holders to purchase all or a portion of their respective Notes (a “Repurchase Offer”), it shall follow the procedures specified in such Sections and, to the extent not inconsistent therewith, the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days no less than 30 days and no more than 60 days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five Business Days after the termination of the Offer Period (the “Purchase Date”), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections Section 4.10 and or 4.14 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. At the Company’s request, the Trustee shall give notice of the Repurchase Offer and at the Company’s expense. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and 4.14 hereofor Section 4.14, the Company Issuers shall be required to commence an offer to all Holders to purchase all or a portion of their respective Notes (a “Repurchase Offer”), it they shall follow the procedures specified in such Sections and, to the extent not inconsistent therewith, the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days no less than 30 days and no more than 60 days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five three Business Days after the termination of the Offer Period (the “Purchase Date”), the Company Issuers shall purchase the principal amount of Notes required to be purchased pursuant to Sections Section 4.10 and or 4.14 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company Issuers shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 4.15 hereof, the Company shall be required to commence an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”"REPURCHASE OFFER"), it shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 not less than 30 and not more than 60 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “Offer Period”"OFFER PERIOD"). No later than five Business Days after the termination of the Offer Period (the “Purchase Date”"PURCHASE DATE"), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 4.15 hereof (the “Offer Amount”"OFFER AMOUNT") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 Section 4.10, 4.11 or 4.16 hereof, the Company Issuers shall be required to commence commence, or if pursuant to clause (vi) of Section 4.07 hereof, the Issuers commence, an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”), it they shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five Business Days after the termination of the Offer Period (the “Purchase Date”), the Company Issuers shall purchase at the Purchase Price (as determined in accordance with clause (vi) of Section 4.07, Section 4.10, 4.11 or 4.16 hereof, as the case may be) the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 hereof clause (vi) of Section 4.07, Section 4.10, 4.11 or 4.16 hereof, as the case may be, (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the such Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest Interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest Interest shall be payable to Holders who tender Notes pursuant to the such Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company Issuers shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the such Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the such Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 Section 4.11 or 4.19 hereof, the Company shall be required to commence an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”), it shall follow the procedures specified in such Sections and, to the extent not inconsistent therewith, the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days no less than 30 days and no more than 90 days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five three Business Days after the termination of the Offer offer Period (the “Purchase Date”), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 Section 4.11 or Section 4.19 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest and Liquidated Damages, if any, shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest or Liquidated Damages shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials matters necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 Section 5.13 or 5.21 hereof, the Company Authority shall be required to commence an offer to all Holders to purchase their respective Subordinated Notes (a “"Repurchase Offer”"), it shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “"Offer Period”"). No later than five Business Days after the termination of the Offer Period (the “"Purchase Date”"), the Company Authority shall purchase at the purchase price (as determined in accordance with Section 5.13 or 5.21 hereof, as the case may be) (the "Offer Amount"), or, if the aggregate principal amount of Subordinated Notes required to be purchased pursuant to Sections 4.10 and 4.14 hereof (the “Offer Amount”) or, if properly tendered is less than the Offer Amount has been tenderedAmount, all Subordinated Notes properly tendered in response to the Repurchase Offer. Payment for any Subordinated Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest interest, if any, shall be paid to the Person in whose name a Subordinated Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Subordinated Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company Authority shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Subordinated Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and or 4.14 hereof, the Company shall be required to commence an offer to all Holders to purchase all or a portion of their respective Notes (a “Repurchase Offer”"REPURCHASE OFFER"), it shall follow the procedures specified in such Sections and, to the extent not inconsistent therewith, the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days no less than 30 days and no more than 60 days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “Offer Period”"OFFER PERIOD"). No later than five three Business Days after the termination of the Offer Period (the “Purchase Date”"PURCHASE DATE"), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections Section 4.10 and or 4.14 hereof (the “Offer Amount”"OFFER AMOUNT") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and 4.14 hereofor Section 4.14, the Company shall be required to commence an offer to all Holders to purchase all or a portion of their respective Notes (a “Repurchase Offer”), it shall follow the procedures specified in such Sections and, to the extent not inconsistent therewith, the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days no less than 30 days and no more than 60 days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five three Business Days after the termination of the Offer Period (the “Purchase Date”), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections Section 4.10 and or 4.14 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and 4.14 hereofor Section 4.14, the Company shall be required to commence an offer to all Holders to purchase all or a portion of their respective Notes (a “Repurchase Offer”), it they shall follow the procedures specified in such Sections and, to the extent not inconsistent therewith, the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days no less than 30 days and no more than 60 days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five three Business Days after the termination of the Offer Period (the “Purchase Date”), the Company shall purchase the aggregate principal amount of Notes required to be purchased pursuant to Sections Section 4.10 and or 4.14 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, or at the Company’s request, the Trustee shall send at the Company’s expense, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and 4.14 hereofor Section 4.14, the Company shall be required to commence an offer to all Holders to purchase all or a portion of their respective Notes (a “Repurchase Offer”), it shall follow the procedures specified in such Sections and, to the extent not inconsistent therewith, the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days no less than 30 days and no more than 60 days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five three Business Days after the termination of the Offer Period (the “Purchase Date”), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections Section 4.10 and or 4.14 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 Section 4.10, 4.11 or 4.19 hereof, the Company shall be required to commence an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”), it shall follow the procedures specified in such Sections and, to the extent not inconsistent therewith, the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days no less than 30 days and no more than 90 days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five three Business Days after the termination of the Offer offer Period (the “Purchase Date”), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 Section 4.10, 4.11 or Section 4.19 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest and Liquidated Damages, if any, shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest or Liquidated Damages shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials matters necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 hereof, that the Company shall be required to commence an offer to all Holders to purchase their respective Senior Subordinated Notes (a “"Repurchase Offer”"), it pursuant to Section 4.10 hereof (an "Excess Proceeds Offer"), or pursuant to Section 4.15 hereof (a "Change of Control Offer") the Company shall follow the procedures specified below. The Repurchase Offer shall commence no later than ten Business Days after a Change of Control (unless the Company is not required to make such offer pursuant to Section 4.15(b) hereof) or an Excess Proceeds Offer Triggering Event, as the case may be, and remain open for a period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “"Offer Period”"). No later than five Business Days after the termination of the Offer Period (the “"Purchase Date”"), the Company shall purchase the principal amount of Senior Subordinated Notes required to be purchased pursuant to Sections Section 4.10 and 4.14 hereof hereof, in the case of an Excess Proceeds Offer, or 4.15 hereof, in the case of a Change of Control Offer (the “"Offer Amount”") or, if less than the Offer Amount has been tendered, all Senior Subordinated Notes tendered in response to the Repurchase Offer. Payment for any Senior Subordinated Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Senior Subordinated Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Senior Subordinated Notes pursuant to the Repurchase Excess Proceeds Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Senior Subordinated Notes pursuant to the such Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall describe the transaction or transactions that constitute the Change of Control or Excess Proceeds Offer Triggering Event, as the case may be and shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 Section 4.09 or Section 4.11 hereof, the Company shall be required to commence an offer “Offer to all Holders to purchase their respective Notes (a “Repurchase Offer”), it Purchase,” they shall follow the procedures specified below. The Repurchase Offer to Purchase shall remain open for a specified period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by in accordance with applicable law (the “Offer Period”). No later than five Business Days after the termination of the Offer Period (the “Purchase Date”), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 Section 4.09 or Section 4.11 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are madeOffer to Purchase. If the Purchase Date is on or after an interest record date Record Date and on or before the related interest payment dateInterest Payment Date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record dateRecord Date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase OfferOffer to Purchase. Upon the commencement of a Repurchase Offeran Offer to Purchase, the Company shall send, by first class mail, a written notice to the Trustee Trustee, the Paying Agent and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase OfferOffer to Purchase. The Repurchase Offer to Purchase shall be made to all Holders. The notice, which shall govern the terms of the Repurchase OfferOffer to Purchase, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 hereof, the Company shall be required to commence an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”), it shall follow the procedures specified below. The Repurchase Xxx Xxxxxxxxxx Offer shall remain open for a period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five Business Days after the termination of the Offer Period (the “Purchase Date”), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mailmail or electronically or otherwise in accordance with DTC procedures, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and 4.14 hereofor Section 4.14, the Company shall be required to commence an offer to all Holders to purchase all or a portion of their respective Notes (a “Repurchase Offer”), it the Company shall follow the procedures specified in such Sections and, to the extent not inconsistent therewith, the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days no less than 30 days and no more than 60 days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five three Business Days after the termination of the Offer Period (the “Purchase Date”), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections Section 4.10 and or 4.14 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and 4.14 hereof, the Company Enterprise shall be required to commence an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”"REPURCHASE OFFER"), it shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “Offer Period”"OFFER PERIOD"). No later than five Business Days after the termination of the Offer Period (the “Purchase Date”"PURCHASE DATE"), the Company Enterprise shall purchase at the purchase price (as determined in accordance with Section 4.10 hereof) the maximum principal amount of Notes that are required to be purchased pursuant to Sections Section 4.10 and 4.14 hereof (the “Offer Amount”"OFFER AMOUNT") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. The offer price in any Repurchase Offer shall be equal to 100% of the principal amount plus accrued and unpaid interest and Liquidated Damages, if any, to the date of purchase, and shall be payable in cash. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company Enterprise shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 4.15 hereof, the Company shall be required to commence an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”"REPURCHASE OFFER"), it shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days following its commencement not less than 30 days and no longernot more than 60 days from the date notice of such Repurchase Offer is mailed to Holders, except to the extent that a longer period is required by applicable law (the “Offer Period”"OFFER PERIOD"). No later than five Business Days after the termination of the Offer Period (the “Purchase Date”"PURCHASE DATE"), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 4.15 hereof (the “Offer Amount”"OFFER AMOUNT") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 Section 4.10, 4.11 or 4.16 hereof, the Company Issuers shall be required to commence commence, or if pursuant to clause (vii) of Section 4.07 hereof, the Issuers commence, an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”), it they shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five Business Days after the termination of the Offer Period (the “Purchase Date”), the Company Issuers shall purchase at the Purchase Price (as determined in accordance with clause (vii) of Section 4.07, Section 4.10, 4.11 or 4.16 hereof, as the case may be) the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 hereof clause (vii) of Section 4.07, Section 4.10, 4.11 or 4.16 hereof, as the case may be, (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the such Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest Interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest Interest shall be payable to Holders who tender Notes pursuant to the such Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company Issuers shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the such Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the such Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 4.15 hereof, the Company shall be required to commence an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”"REPURCHASE OFFER"), it shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 30 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “Offer Period”"OFFER PERIOD"). No later than five Business Days after the termination of the Offer Period (the “Purchase Date”"PURCHASE DATE"), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 4.15 hereof (the “Offer Amount”"OFFER AMOUNT") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 Section 4.09 or Section 4.11 hereof, the Company Issuers shall be required to commence an offer “Offer to all Holders to purchase their respective Notes (a “Repurchase Offer”), it Purchase,” they shall follow the procedures specified below. The Repurchase Offer to Purchase shall remain open for a specified period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by in accordance with applicable law (the “Offer Period”). No later than five Business Days after the termination of the Offer Period (the “Purchase Date”), the Company Issuers shall purchase the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 Section 4.09 or Section 4.11 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are madeOffer to Purchase. If the Purchase Date is on or after an a Record Date for the payment of interest record date and on or before the related interest payment dateInterest Payment Date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record dateRecord Date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase OfferOffer to Purchase. Upon the commencement of a Repurchase Offeran Offer to Purchase, the Company Issuer shall send, by first class mail, a written notice to the Trustee Trustee, the Paying Agent and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase OfferOffer to Purchase. The Repurchase Offer to Purchase shall be made to all Holders. The notice, which shall govern the terms of the Repurchase OfferOffer to Purchase, shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and 4.14 hereofor Section 4.14, the Company Issuers shall be required to commence an offer to all Holders to purchase all or a portion of their respective Notes (a “Repurchase Offer”), it the Issuers shall follow the procedures specified in such Sections and, to the extent not inconsistent therewith, the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days no less than 30 days and no more than 60 days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five three Business Days after the termination of the Offer Period (the “Purchase Date”), the Company Issuers shall purchase the principal amount of Notes required to be purchased pursuant to Sections Section 4.10 and or 4.14 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company Issuers shall send, by first class mail, send a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and 4.14 hereofor Section 4.14, the Company Issuers shall be required to commence an offer to all Holders to purchase all or a portion of their respective Notes (a “Repurchase Offer”), it the Issuers shall follow the procedures specified in such Sections and, to the extent not inconsistent therewith, the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days no less than 30 days and no more than 60 days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five three Business Days after the termination of the Offer Period (the “Purchase Date”), the Company Issuers shall purchase the principal amount of Notes required to be purchased pursuant to Sections Section 4.10 and or 4.14 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company Issuers shall send, by first class mail, send a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:the

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and 4.14 hereofor Section 4.14, the Company shall be required to commence an offer to all Holders to purchase all or a portion of their respective Notes (a “Repurchase Offer”), it shall follow the procedures specified in such Sections and, to the extent not inconsistent therewith, the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days no less than 30 days and no more than 60 days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five three Business Days after the termination of the Offer Period (the “Purchase Date”), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections Section 4.10 and or 4.14 hereof (the “Offer Amount”) or, if less 52 than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, in the case of Global Notes send or cause to be sent in accordance with Applicable Procedures or in the case of Notes that are not Global Notes, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and Section 4.14 hereof, the Company shall be required to commence an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”), it shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five (5) Business Days after the termination of the Offer Period (the “Purchase Date”), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections Section 4.10 and Section 4.14 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mailmail or electronically or otherwise in accordance with DTC procedures, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 4.15 hereof, the Company shall be required to commence an offer to all Holders to purchase their respective Notes (a “"Repurchase Offer”"), it shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 up to 30 Business Days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “"Offer Period”"). No later than five Business Days after the termination of the Offer Period (the “"Purchase Date”"), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 4.15 hereof (the “"Offer Amount”") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 4.15 hereof, the Company shall be required to commence an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”"REPURCHASE OFFER"), it shall follow the procedures specified below. The Repurchase Offer shall set forth the date (the "Purchase Date"), which shall be no earlier than 30 days and no later than 60 days following the date notice of the Repurchase Offer has been given, upon which the Company shall repurchase Notes pursuant to the Repurchase Offer. The Repurchase Offer shall remain open for a period of 20 Business Days following its commencement and no longeruntil five business days prior to the Purchase Date, except to the extent that a longer period is required by applicable law (the “Offer Period”"OFFER PERIOD"). No later than five Business Days after On the termination of the Offer Period (the “Purchase Date”), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 4.15 hereof (the “Offer Amount”"OFFER AMOUNT") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 5(j) and 4.14 5(o) hereof, the Company shall be required to commence an offer to all Holders to purchase their respective Notes (a “"Repurchase Offer”"), it shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 45 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “"Offer Period”"). No later than five Business Days after the termination of the Offer Period (the “"Purchase Date”"), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections 4.10 5(j) and 4.14 5(o) hereof (the “"Offer Amount”") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state: that the Repurchase Offer is being made pursuant to this Section and Section 5(j) or Section 5(o) hereof, and the length of time the Repurchase Offer shall remain open; the Offer Amount, the purchase price and the Purchase Date; that any Note not tendered or accepted for payment shall continue to accrete or accrue interest and Liquidated Damages, if any; that, unless the Company defaults in making such payment, any Note (or portion thereof) accepted for payment pursuant to the Repurchase Offer shall cease to accrete or accrue interest and Liquidated Damages, if any, after the Purchase Date; that Holders electing to have a Note purchased pursuant to a Repurchase Offer may elect to have Notes purchased in integral multiples of $1,000 only; that Holders electing to have a Note purchased pursuant to any Repurchase Offer shall be required to surrender the Note, with the form entitled "Option of Holder to Elect Purchase" on the reverse of the Note completed, to the Company, a depositary, if appointed by the Company, or a Paying Agent at the address specified in the notice at least three days before the Purchase Date; that Holders shall be entitled to withdraw their election if the Company or the Paying Agent, as the case may be, receives, not later than the expiration of the Offer Period, a telegram, telex, facsimile transmission or letter setting forth the name of the Holder, the principal amount of the Note the Holder delivered for purchase and a statement that such Xxxxxx is withdrawing his election to have such Note purchased; and that Holders whose Notes were purchased only in part shall be issued new Notes equal in principal amount to the unpurchased portion of the Notes surrendered (or transferred by book-entry transfer). On the Purchase Date, the Company shall, to the extent lawful, accept for payment on a pro rata basis to the extent necessary, the Offer Amount of Notes (or portions thereof) tendered pursuant to the Repurchase Offer, or if less than the Offer Amount has been tendered, all Notes tendered. The Company or the Paying Agent, as the case may be, shall promptly (but in any case not later than five days after the Purchase Date) mail or deliver to each tendering Holder an amount equal to the purchase price of Notes tendered by such Holder, as the case may be, and accepted by the Company for purchase, and the Company, shall promptly issue a new Note and mail or deliver such new Note to such Holder, in a principal amount at maturity equal to any unpurchased portion of the Note surrendered. Any Note not so accepted shall be promptly mailed or delivered by the Company to the respective Holder thereof. The Company shall publicly announce the results of the Repurchase Offer on the Purchase Date. The Company shall comply with the requirements of Rule 14e-1 under the Exchange Act, and any other securities laws and regulations thereunder to the extent such laws or regulations are applicable in connection with the repurchase of the Notes pursuant to an Asset Sale Offer. Other than as specifically provided in this Section, any purchase pursuant to this Section shall be made pursuant to the provisions of Sections 4(a) through 4(f) hereof. Covenants . The Company covenants and agrees with each Purchaser as follows:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 Section 4.09 or Section 4.11 hereof, the Company Issuers shall be required to commence an offer “Offer to all Holders to purchase their respective Notes (a “Repurchase Offer”), it Purchase,” they shall follow the procedures specified below. The Repurchase Offer to Purchase shall remain open for a specified period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by in accordance with applicable law (the “Offer Period”). No later than five Business Days after the termination of the Offer Period (the “Purchase Date”), the Company Issuers shall purchase the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 Section 4.09 or Section 4.11 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase OfferOffer to Purchase. Payment for If any Notes so Note is to be purchased in part only, any notice of purchase that relates to such Note shall state the portion of the principal amount thereof that has been or is to be made in the same manner as interest payments are madepurchased. If the Purchase Date is on or after an a Record Date for the payment of interest record date and on or before the related interest payment dateapplicable Interest Payment Date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record dateRecord Date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase OfferOffer to Purchase. Upon the commencement of a Repurchase Offeran Offer to Purchase, the Company Issuer shall send, by first class mail, deliver in accordance with Section 12.02 a written notice to the Trustee Trustee, the Notes Administrator, the Paying Agent and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase OfferOffer to Purchase. The Repurchase Offer to Purchase shall be made to all Holders. The notice, which shall govern the terms of the Repurchase OfferOffer to Purchase, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 hereof, the Company shall be required to commence an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”), it shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five (5) Business Days after the termination of the Offer Period (the “Purchase Date”), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mailmail or electronically or otherwise in accordance with DTC procedures, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and 4.14 hereofor Section 4.14, the Company shall be required to commence an offer to all Holders to purchase all or a portion of their respective Notes (a “"Repurchase Offer”"), it shall follow the procedures specified in such Sections and, to the extent not inconsistent therewith, the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days no less than 30 days and no more than 60 days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “"Offer Period”"). No later than five three Business Days after the termination of the Offer Period (the “"Purchase Date”"), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections Section 4.10 and or 4.14 hereof (the “"Offer Amount”") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and or 4.14 hereof, the Company shall be required to commence an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”), it shall follow the procedures specified in such Sections and, to the extent not inconsistent therewith, the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days no less than 30 days and no more than 60 days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five three Business Days after the termination of the Offer Period (the “Purchase Date”), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections Section 4.10 and or 4.14 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 Section 4.09 or Section 4.11 hereof, the Company Issuers shall be required to commence an offer “Offer to all Holders to purchase their respective Notes (a “Repurchase Offer”), it Purchase,” they shall follow the procedures specified below. The Repurchase Offer to Purchase shall remain open for a specified period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by in accordance with applicable law (the “Offer Period”). No later than five Business Days after the termination of the Offer Period (the “Purchase Date”), the Company Issuers shall purchase the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 Section 4.09 or Section 4.11 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase OfferOffer to Purchase. Payment for If any Notes so Note is to be purchased in part only, any notice of purchase that relates to such Note shall state the portion of the principal amount thereof that has been or is to be made in the same manner as interest payments are madepurchased. If the Purchase Date is on or after an a Record Date for the payment of interest record date and on or before the related interest payment dateapplicable Interest Payment Date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record dateRecord Date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase OfferOffer to Purchase. Upon the commencement of a Repurchase Offeran Offer to Purchase, the Company Issuer shall send, by first class mail, deliver in accordance with Section 12.02 a written notice to the Trustee Trustee, the Paying Agent and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase OfferOffer to Purchase. The Repurchase Offer to Purchase shall be made to all Holders. The notice, which shall govern the terms of the Repurchase OfferOffer to Purchase, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 Section 4.10, 4.11 or 4.16 hereof, the Company shall be required to commence an offer to all Holders to purchase their respective Notes (a “"Repurchase Offer”"), it shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “"Offer Period”"). No later than five Business Days after the termination of the Offer Period (the “"Purchase Date”"), the Company shall purchase at the Purchase Price (as determined in accordance with Section 4.10, 4.11 or 4.16 hereof, as the case may be) the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 hereof Section 4.10, 4.11 or 4.16 hereof, as the case may be, in the aggregate (the “"Offer Amount”") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the such Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest and Liquidated Damages, if any, shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the such Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the such Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the such Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and 4.14 hereofor Section 4.14, the Company shall be required to commence an offer to all Holders to purchase all or a portion of their respective Notes (a “Repurchase Offer”"REPURCHASE OFFER"), it shall follow the procedures specified in such Sections and, to the extent not inconsistent therewith, the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days no less than 30 days and no more than 60 days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “Offer Period”"OFFER PERIOD"). No later than five three Business Days after the termination of the Offer Period (the “Purchase Date”"PURCHASE DATE"), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections Section 4.10 and or 4.14 hereof (the “Offer Amount”"OFFER AMOUNT") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 hereof, the Company shall be required to commence an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”"REPURCHASE OFFER"), it shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 30 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “Offer Period”"OFFER PERIOD"). No later than five Business Days after the termination of the Offer Period (the “Purchase Date”"PURCHASE DATE"), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 hereof (the “Offer Amount”"OFFER AMOUNT") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 Section 4.10, 4.11 or 4.16 hereof, the Company Issuers shall be required to commence commence, or if pursuant to clause (vii) of Section 4.07 hereof, the Issuers commence, an offer to all Holders to purchase their respective Notes (a “"Repurchase Offer”"), it they shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “"Offer Period”"). No later than five Business Days after the termination of the Offer Period (the “"Purchase Date”"), the Company Issuers shall purchase at the Purchase Price (as determined in accordance with clause (vii) of Section 4.07, Section 4.10, 4.11 or 4.16 hereof, as the case may be) the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 hereof clause (vii) of Section 4.07, Section 4.10, 4.11 or 4.16 hereof, as the case may be, (the “"Offer Amount”") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the such Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest Interest and Liquidated Damages, if any, shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest Interest shall be payable to Holders who tender Notes pursuant to the such Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company Issuers shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the such Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the such Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and 4.14 or 4.15 hereof, the Company Issuers shall be required to commence an offer to all the Holders to purchase all or a portion of their respective Notes (a “Repurchase Offer”), it they shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five (5) Business Days after the termination of the Offer Period (the “Purchase Date”), the Company Issuers shall purchase at the purchase price (as determined in accordance with Section 4.10 or Section 4.15, as the case may be) the maximum principal amount of Notes that are required to be purchased pursuant to Sections Section 4.10 and 4.14 hereof or 4.15 hereof, as the case may be, (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. The offer price in any Repurchase Offer will be equal to 100% of the principal amount plus accrued and unpaid interest and Liquidated Damages, if any, to the date of purchase, and will be payable in cash. Payment for any Notes so purchased shall be made in cash and in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company Issuers shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and 4.14 hereofor Section 4.14, the Company Issuers shall be required to commence an offer to all Holders to purchase all or a portion of their respective Notes (a “Repurchase Offer”"REPURCHASE OFFER"), it they shall follow the procedures specified in such Sections and, to the extent not inconsistent therewith, the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days no less than 30 days and no more than 60 days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “Offer Period”"OFFER PERIOD"). No later than five three Business Days after the termination of the Offer Period (the “Purchase "PURCHASE Date”"), the Company Issuers shall purchase the principal amount of Notes required to be purchased pursuant to Sections Section 4.10 and or 4.14 hereof (the “Offer Amount”"OFFER AMOUNT") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company Issuers shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 Section 4.10, 4.11 or 4.16 hereof, the Company Issuers shall be required to commence an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”"REPURCHASE OFFER"), it shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “Offer Period”"OFFER PERIOD"). No later than five Business Days after the termination of the Offer Period (the “Purchase Date”"PURCHASE DATE"), the Company Issuers shall purchase at the Purchase Price (as determined in accordance with Section 4.10, 4.11 or 4.16 hereof, as the case may be) the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 hereof Section 4.10, 4.11 or 4.16 hereof, as the case may be (the “Offer Amount”) "OFFER AMOUNT"), or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest and Liquidated Damages, if any, shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company Issuers shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 Section 4.10, 4.11 or 4.16 hereof, the Company Issuers shall be required to commence an offer to all Holders to purchase their respective Mortgage Notes (a “"Repurchase Offer”"), it shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “"Offer Period”"). No later than five Business Days after the termination of the Offer Period (the “"Purchase Date”"), the Company Issuers shall purchase at the Purchase Price (as determined in accordance with Section 4.10, 4.11 or 4.16 hereof, as the case may be) the principal amount of Mortgage Notes required to be purchased pursuant to Sections 4.10 and 4.14 hereof Section 4.10, 4.11 or 4.16 hereof, as the case may be (the “"Offer Amount”) "), or, if less than the Offer Amount has been tendered, all Mortgage Notes tendered in response to the Repurchase Offer. Payment for any Mortgage Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest and Liquidated Damages, if any, shall be paid to the Person in whose name a Mortgage Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Mortgage Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company Issuers shall send, by first class mail, a notice to the Mortgage Note Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Mortgage Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and 4.14 hereofor Section 4.14, the Company Issuers shall be required to commence an offer to all Holders to purchase all or a portion of their respective Notes (a “Repurchase Offer”"REPURCHASE OFFER"), it they shall follow the procedures specified in such Sections and, to the extent not inconsistent therewith, the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days no less than 30 days and no more than 60 days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “Offer Period”"OFFER PERIOD"). No later than five three Business Days after the termination of the Offer Period (the “Purchase Date”"PURCHASE DATE"), the Company Issuers shall purchase the principal amount of Notes required to be purchased pursuant to Sections Section 4.10 and or 4.14 hereof (the “Offer Amount”"OFFER AMOUNT") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company Issuers shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and 4.14 or 4.16 hereof, the Company Issuers shall be required to commence an offer to all Holders to purchase their respective Senior Subordinated Notes (a “"Repurchase Offer”"), it shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “"Offer Period”"). No later than five Business Days after the termination of the Offer Period (the “"Purchase Date”"), the Company Issuers shall purchase at the Purchase Price (as determined in accordance with Section 4.10 or 4.16 hereof, as the case may be) the principal amount of Senior Subordinated Notes required to be purchased pursuant to Sections Section 4.10 and 4.14 hereof or 4.16 hereof, as the case may be (the “"Offer Amount”) "), or, if less than the Offer Amount has been tendered, all Senior Subordinated Notes tendered in response to the Repurchase Offer. Payment for any Senior Subordinated Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest and Liquidated Damages, if any, shall be paid to the Person in whose name a Senior Subordinated Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Senior Subordinated Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company Issuers shall send, by first class mail, a notice to the Senior Subordinated Note Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Senior Subordinated Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 Section 4.09 or Section 4.11 hereof, the Company Issuers shall be required to commence an offer “Offer to all Holders to purchase their respective Notes (a “Repurchase Offer”), it Purchase,” they shall follow the procedures specified below. The Repurchase Offer to Purchase shall remain open for a specified period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by in accordance with applicable law (the “Offer Period”). No later than five Business Days after the termination of the Offer Period (the “Purchase Date”), the Company Issuers shall purchase the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 Section 4.09 or Section 4.11 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are madeOffer to Purchase. If the Purchase Date is on or after an interest record date Record Date and on or before the related interest payment dateInterest Payment Date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record dateRecord Date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase OfferOffer to Purchase. Upon the commencement of a Repurchase Offeran Offer to Purchase, the Company Issuer shall send, by first class mail, a written notice to the Trustee Trustee, the Paying Agent and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase OfferOffer to Purchase. The Repurchase Offer to Purchase shall be made to all Holders. The notice, which shall govern the terms of the Repurchase OfferOffer to Purchase, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 Section 4.10, 4.11, 4.16 or 4.30 hereof, the Company Issuers shall be required to commence an offer to all Holders to purchase their respective Notes (a “"Repurchase Offer”"), it they shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “"Offer Period”"). No later than five Business Days after the termination of the Offer Period (the “"Purchase Date”"), the Company Issuers shall purchase at the Purchase Price (as determined in accordance with Section 4.10, 4.11, 4.16 or 4.30 hereof, as the case may be) the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 hereof Section 4.10, 4.11, 4.16 or 4.30 hereof, as the case may be, (the “"Offer Amount”") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the such Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date Interest Record Date and on or before the related interest payment dateInterest Payment Date, any accrued and unpaid interest Interest and Liquidated Damages, if any, shall be paid to the Person in whose name a Note is registered at the close of business on such record dateRecord Date, and no additional interest Interest shall be payable to Holders who tender Notes pursuant to the such Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company Issuers shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the such Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the such Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and or 4.14 hereof, the Company Issuer shall be required to commence an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”"REPURCHASE OFFER"), it shall follow the procedures specified in such Sections and, to the extent not inconsistent therewith, the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days no less than 30 days and no more than 60 days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “Offer Period”"OFFER PERIOD"). No later than five three Business Days after the termination of the Offer Period (the “Purchase Date”"PURCHASE DATE"), the Company Issuer shall purchase the principal amount of Notes required to be purchased pursuant to Sections Section 4.10 and or 4.14 hereof (the “Offer Amount”"OFFER AMOUNT") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company Issuer shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 hereof, the Company shall be required to commence an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”), it shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five Business Days after the termination of the Offer Period (the “Purchase Date”), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 hereof (the “Offer Amount”) or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mailmail or electronically or otherwise in accordance with DTC procedures, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 hereof, the Company shall be required to commence an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”"REPURCHASE OFFER"), it shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 not less than 30 and not more than 60 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “Offer Period”"OFFER PERIOD"). No later than five Business Days after the termination of the Offer Period (the “Purchase Date”"PURCHASE DATE"), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 hereof (the “Offer Amount”"OFFER AMOUNT") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 Section 4.10, 4.11 or 4.16 hereof, the Company shall be Issuers are required to commence an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”an "REPURCHASE OFFER"), it shall they will follow the procedures specified below. The Repurchase Offer shall will remain open for a period of at least 20 Business Days following its commencement and no longernot more than 30 Business Days, except to the extent that a longer period is required by applicable law (the “Offer Period”"OFFER PERIOD"). No later than five three Business Days after the termination of the Offer Period (the “Purchase Date”"PURCHASE DATE"), the Company shall Issuers will purchase at the Purchase Price (as determined in accordance with Section 4.10, 4.11 and 4.16 hereof, as the case may be) the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 hereof Section 4.10, 4.11 or 4.16 hereof, as the case may be, (the “Offer Amount”"OFFER AMOUNT") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall will be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall and Liquidated Damages, if any, will be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall will be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall Issuers will send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall will contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall will govern the terms of the Repurchase Offer, shall will state:

Repurchase Offers. In the event that, pursuant to Sections 4.10 and 4.14 hereof, the Company shall be required to commence an offer to all Holders to purchase their respective Notes (a “Repurchase Offer”"REPURCHASE OFFER"), it shall follow the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the “Offer Period”"OFFER PERIOD"). No later than five Business Days after the termination of the Offer Period (the “Purchase Date”"PURCHASE DATE"), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections 4.10 and 4.14 hereof (the “Offer Amount”"OFFER AMOUNT") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state:

Repurchase Offers. In the event that, pursuant to Sections Section 4.10 and or 4.14 hereof, the Company shall be required to commence an offer to all Holders to purchase their respective Notes (a “"Repurchase Offer”"), it shall follow the procedures specified in such Sections and, to the extent not inconsistent therewith, the procedures specified below. The Repurchase Offer shall remain open for a period of 20 Business Days no less than 30 days and no more than 90 days following its commencement and no longercommencement, except to the extent that a longer period is required by applicable law (the “"Offer Period”"). No later than five three Business Days after the termination of the Offer Period (the “"Purchase Date”"), the Company shall purchase the principal amount of Notes required to be purchased pursuant to Sections Section 4.10 and or 4.14 hereof (the “"Offer Amount”") or, if less than the Offer Amount has been tendered, all Notes tendered in response to the Repurchase Offer. Payment for any Notes so purchased shall be made in the same manner as interest payments are made. If the Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest and Liquidated Damages, if any, shall be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest or Liquidated Damages shall be payable to Holders who tender Notes pursuant to the Repurchase Offer. Upon the commencement of a Repurchase Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Repurchase Offer. The Repurchase Offer shall be made to all Holders. The notice, which shall govern the terms of the Repurchase Offer, shall state: