Common use of Repurchase upon a Change of Control Triggering Event Clause in Contracts

Repurchase upon a Change of Control Triggering Event. (a) Upon the occurrence of a Change of Control Triggering Event, unless the Issuers have exercised their right or obligation to redeem the Notes as described in Sections 3.01, 3.02 and 3.03 above, as applicable, by giving irrevocable notice to the Trustee in accordance with the Indenture, each Holder of Notes will have the right to require the Issuers to purchase all or a portion of such Holder’s Notes pursuant to the offer described below (the “Change of Control Offer”), at a purchase price equal to 101% of the aggregate principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the date of purchase (the “Change of Control Payment”), subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date. | Within thirty (30) days following the date upon which the Change of Control Triggering Event occurred or, at the Issuers’ option, prior to any Change of Control but after the public announcement of the pending Change of Control, the Issuers will be required to send, by first class mail, a notice to each Holder of Notes, with a copy to the Trustee, which notice will govern the terms of the Change of Control Offer. Such notice will state, among other things, the purchase date, which must be no earlier than thirty (30) days nor later than sixty (60) days from the date such notice is mailed, other than as may be required by law (the “Change of Control Payment Date”). The notice, if mailed prior to the date of consummation of the Change of Control, will state that the Change of Control Offer is conditioned on the Change of Control being consummated on or prior to the Change of Control Payment Date. Holders of Notes electing to have Notes purchased pursuant to a Change of Control Offer will be required to surrender their Notes, with the form entitled “Option of Holder to Elect Purchase” on the reverse of the Note completed, to the Paying Agent at the address specified in the notice, or transfer their notes to the Paying Agent by book-entry transfer pursuant to the applicable procedures of the Paying Agent, prior to the close of business on the third Business Day prior to the Change of Control Payment Date.

Repurchase upon a Change of Control Triggering Event. (a) Upon the occurrence of If a Change of Control Triggering EventEvent occurs with respect to the Notes, unless the Issuers have Company has exercised their right or obligation its option to redeem the Notes as described under Section 3.1 hereof or Paragraph 9 of the Notes, the Company shall make, directly or through a Designated Affiliate, an offer to repurchase all or, at the Holder’s option, any part (in Sections 3.01, 3.02 and 3.03 above, as applicable, by giving irrevocable notice to the Trustee in accordance integral multiple of U.S.$.1,000 with the Indenture, residual of at least U.S.$.2,000) of each Holder of Notes will have the right to require the Issuers to purchase all or a portion of such Holder’s Notes pursuant to the offer described below (the “Change of Control Offer”), ) at a purchase price in cash equal to 101% of the aggregate principal Principal amount thereof, of Notes repurchased plus accrued and unpaid interestInterest, if any, on the Notes repurchased up to, but excludingnot including, the date of purchase repurchase, and Additional Amounts payable with respect thereto, if any, up to, but not including, the date of repurchase (the “Change of Control Payment”), subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date. | Within thirty (30) 30 days following the date upon which the any Change of Control Triggering Event occurred with respect to the Notes or, at the Issuers’ Company’s option, prior to any Change of Control Triggering Event but after the public announcement of the pending transaction or transactions that constitutes or may constitute a Change of ControlControl Triggering Event, the Issuers Company will be required to send, by first class mail, mail a notice to each Holder Holders of the Notes, with a copy to the TrusteeTrustee for the Notes, which notice will govern by first class mail at the terms address of such Holder appearing in the Register, describing the transaction or transactions that constitute or may constitute the Change of Control Offer. Such notice will state, among other things, the purchase date, which must be no earlier than thirty (30) days nor later than sixty (60) days from Triggering Event and offering to repurchase such Notes on the date such notice is mailedspecified in the notice, other than as may be pursuant to the procedures required by law (the “Change of Control Payment Date”)such Notes and described in such notice. The noticenotice shall, if mailed prior to the date of consummation of the Change of ControlControl Triggering Event, will state that the Change of Control Offer offer to purchase is conditioned on the Change of Control being consummated Triggering Event occurring on or prior to the Change of Control Payment Date. Holders of Notes electing to have Notes purchased pursuant to a Change of Control Offer will be required to surrender their Notes, with The notice shall also contain the form entitled “Option of Holder to Elect Purchase” on the reverse of the Note completed, to the Paying Agent at the address specified in the notice, or transfer their notes to the Paying Agent by book-entry transfer pursuant to the applicable procedures of the Paying Agent, prior to the close of business on the third Business Day prior to the Change of Control Payment Date.following information:

Repurchase upon a Change of Control Triggering Event. (a) Upon the occurrence of If a Change of Control Triggering EventEvent occurs after the Issue Date, unless unless, prior to, or concurrently with, the Issuers have exercised their right time the Company is required to make a Change of Control Offer, the Company has previously or obligation concurrently mailed or delivered, or otherwise sent through electronic transmission, a redemption notice with respect to redeem all the Outstanding Notes as described in Sections 3.01, 3.02 and 3.03 above, as applicable, by giving irrevocable notice to the Trustee in accordance with the Indenture, each Holder the Company will make an offer to repurchase all of Notes will have the right to require the Issuers to purchase all or a portion of such Holder’s Notes pursuant to the offer described below (the “a Change of Control Offer”), Offer at a purchase price (as may be calculated by the Company) in cash equal to 101% of the aggregate principal amount thereof, thereof plus accrued and unpaid interest, if any, interest to, but excluding, the date of purchase (the “Change of Control Payment”)repurchase, subject to the rights of Holders of Notes on the relevant record date Record Date to receive interest due on the relevant interest payment date. | Within thirty (30) days following the date upon which the Change of Control Triggering Event occurred or, at the Issuers’ option, prior to any Change of Control but after the public announcement of the pending Change of Control, the Issuers will be required to send, by first class mail, a notice to each Holder of Notes, with a copy to the Trustee, which notice will govern the terms of the Change of Control Offer. Such notice will state, among other things, the purchase date, which must be no earlier than thirty (30) days nor later than sixty (60) days from the date such notice is mailed, other than as may be required by law (the “Change of Control Interest Payment Date”). The notice, if mailed prior to the date of consummation of the Change of Control, will state that the Change of Control Offer is conditioned on the Change of Control being consummated Date falling on or prior to the Change of Control Payment Date. Holders Within 30 days following any Change of Notes electing to have Notes purchased pursuant to a Control Triggering Event, the Company (or, at the Company’s request and expense, the Trustee, in the name of the Company) will send notice of such Change of Control Offer will be required to surrender their Notes, in accordance with the form entitled “Option of Holder to Elect Purchase” on the reverse terms of the Note completedIndenture. Notwithstanding any other provision hereof, in connection with any tender offer or Change of Control Offer, if Holders of not less than 90% in aggregate principal amount of the then Outstanding Notes validly tender and do not validly withdraw such Notes in such offer and the Company, or any other Person making such offer in lieu of the Company, purchases all of the Notes validly tendered and not validly withdrawn by such Holders, the Company or such other Person will have the right upon not less than 10 days nor more than 60 days’ prior notice, given not more than 60 days following such purchase date, to redeem all Notes that remain Outstanding following such purchase at a price equal to the price offered to each other Holder in such offer (which may be less than par) plus, to the Paying Agent at the address specified extent not included in the noticeoffer payment, or transfer their notes accrued and unpaid interest, if any, thereon, to, but excluding, the Redemption Date, (subject to the Paying Agent by book-entry transfer pursuant right of Holders on the relevant Record Date to receive interest due on the relevant interest payment date falling prior to or on the applicable procedures of the Paying Agent, prior to the close of business on the third Business Day prior to the Change of Control Payment Redemption Date).

Repurchase upon a Change of Control Triggering Event. (a) Upon the occurrence of a Change of Control Triggering Event, unless the Issuers have Company has exercised their its right or obligation to redeem all of the Notes as described in Sections 3.01, 3.02 and 3.03 above, as applicable, by giving irrevocable notice to the Trustee in accordance with the under Section 2.05 of this Ninth Supplemental Indenture, each Holder of Notes will have the right to require the Issuers Company to purchase repurchase all or a portion any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of such Holder’s Notes pursuant to the offer described below (the “Change of Control Offer”), ) at a cash purchase price equal to 101% of the aggregate principal amount thereofof Notes repurchased, plus accrued and unpaid interest, if any, on the Notes repurchased to, but excluding, the date of purchase (the “Change of Control Payment”), subject to the rights of Holders of Notes on the relevant record date Regular Record Date to receive interest due on the relevant interest payment daterelated Interest Payment Date that has accrued on or prior to the date of purchase. | Within thirty (30) 30 days following any Change of Control Triggering Event, the date upon which Company shall send a notice to each Holder describing the transaction or transactions that constitute the Change of Control Triggering Event occurred or, at and offering to repurchase the Issuers’ option, prior to any Notes on the “Change of Control but after Payment Date” specified in the public announcement of the pending Change of Control, the Issuers will be required to send, by first class mail, a notice to each Holder of Notes, with a copy to the Trusteenotice, which notice will govern the terms of the Change of Control Offer. Such notice will state, among other things, the purchase date, which must date shall be no earlier than thirty (30) 30 days nor and no later than sixty (60) 60 days from the date such notice is mailedsent, other than as may be pursuant to the procedures required by law (the “Change of Control Payment Date”). The this Ninth Supplemental Indenture and described in such notice, if mailed prior to the date of consummation of the Change of Control, will state that the Change of Control Offer is conditioned on the Change of Control being consummated on or prior to the Change of Control Payment Date. Holders of Notes electing to have the Company repurchase any or all of such Holders’ Notes purchased pursuant to a Change of Control Offer will shall be required to surrender their Notes, with such customary documents of surrender and transfer as the form entitled “Option of Holder to Elect Purchase” on the reverse of the Note completedCompany may reasonably request be duly completed or transfer their Notes by book-entry transfer, to the Paying Agent at the address specified in the notice, or transfer their notes to the Paying Agent by book-entry transfer pursuant to the applicable procedures of the Paying Agent, notice prior to the close of business on the third Business Day prior to the Change of Control Payment 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 those laws and regulations are applicable in connection with the Company’s repurchase of any Notes as a result of a Change of Control Triggering Event. To the extent that the provisions of any securities laws or regulations conflict with the Change of Control Triggering Event provisions included in this Section 3.05, the Company shall comply with the applicable securities laws and regulations and shall not be deemed to have breached its obligations under this Section 3.05 by virtue of such compliance. On the Change of Control Payment Date, the Company shall, to the extent lawful: