Common use of Withdrawal of Repurchase Notice Clause in Contracts

Withdrawal of Repurchase Notice. (a) A Holder may withdraw any Repurchase Notice (in whole or in part) by a written, irrevocable notice of withdrawal delivered to the trustee prior to the close of business on the second Business Day immediately preceding the Repurchase Date. (b) The notice of withdrawal shall state the following: (i) the number of the withdrawn Notes; (ii) if certificated Notes or Units have been issued, the certificate numbers of the withdrawn Notes or Units, or if not certificated, the notice of withdrawal shall comply with appropriate DTC procedures; and (iii) the number of Notes, if any, that remain subject to the Repurchase Notice. (c) The Company shall be required to repurchase the Notes on the Repurchase Date. A Holder electing to exercise the Repurchase Right shall receive payment of the Repurchase Price on the later of (i) the Repurchase Date and (ii) the time of book-entry transfer or the delivery of the Notes. (d) If the Trustee holds money sufficient to pay the Repurchase Price of the Notes on the Repurchase Date, then (i) the Notes shall cease to be outstanding and interest shall cease to accrue (whether or not book-entry transfer of the notes is made or whether or not the Notes are delivered to the Trustee); and (ii) all other rights of the Holder shall terminate (other than the right to receive the Repurchase Price). (e) The Company shall, in connection with any repurchase offer pursuant to an Early Mandatory Settlement Notice, if required, (i) comply with the provisions of the tender offer rules under the Exchange Act that may then be applicable; and (ii) file a Schedule TO or any other required schedule under the Exchange Act. (f) Notwithstanding anything to the contrary herein, no Notes may be repurchased at the option of Holders if the principal amount thereof has been accelerated, and such acceleration has not been rescinded, on or prior to the Repurchase Date (except in the case of a Default by the Company of the payment of the Repurchase Price with respect to such Notes).

Appears in 1 contract

Samples: Seventh Supplemental Indenture (Citigroup Inc)

AutoNDA by SimpleDocs

Withdrawal of Repurchase Notice. (a) A Holder that has delivered a Repurchase Notice with respect to a Note may withdraw any such Repurchase Notice (in whole or in part) by delivering a written, irrevocable written notice of withdrawal delivered to the trustee prior to Paying Agent at any time before the close Close of business Business on the second Business Day immediately preceding before the related Repurchase Date. (b) The . Such withdrawal notice of withdrawal shall state the followingmust state: (i1) if such Note is a Physical Note, the certificate number of the withdrawn Notessuch Note; (ii2) if certificated Notes or Units have been issuedthe principal amount of such Note to be withdrawn, the certificate numbers of the withdrawn Notes or Units, or if not certificated, the notice of withdrawal shall comply with appropriate DTC procedureswhich must be an Authorized Denomination; and (iii3) the number principal amount of Notessuch Note, if any, that remain remains subject to the such Repurchase Notice. , which must be an Authorized Denomination; provided, however, that if such Note is a Global Note, then such withdrawal notice must comply with the Depositary Procedures (cand any such withdrawal notice delivered in compliance with the Depositary Procedures will be deemed to satisfy the requirements of this Section 4.02(F)) The Company and such Holder shall be required take such actions as are necessary to repurchase the Notes on the Repurchase Date. A Holder electing to exercise the Repurchase Right shall receive payment of the Repurchase Price on the later of (i) the Repurchase Date and (ii) the time of provide instructions for book-entry transfer to the Company, the Trustee or the delivery Paying Agent of the Notes. applicable beneficial interest in such Note in accordance with the Depositary Procedures. Upon receipt of any such withdrawal notice with respect to a Note (dor any portion thereof), the Paying Agent will (x) If promptly deliver a copy of such withdrawal notice to the Trustee holds money sufficient Company; and (y) if such Note is surrendered to pay the Repurchase Price of Paying Agent, the Notes on Company shall cause such Note (or such portion thereof in accordance with Section 2.11, treating such Note as having been then surrendered for partial repurchase in the Repurchase Date, then (iamount set forth in such withdrawal notice as remaining subject to repurchase) the Notes shall cease to be outstanding and interest shall cease returned to accrue the Holder thereof (whether or not or, if applicable with respect to any Global Note, cancel any instructions for book-entry transfer to the Company, the Trustee or the Paying Agent of the notes is made or whether or not applicable beneficial interest in such Note in accordance with the Notes are delivered to the Trustee); and (ii) all other rights of the Holder shall terminate (other than the right to receive the Repurchase PriceDepositary Procedures). (e) The Company shall, in connection with any repurchase offer pursuant to an Early Mandatory Settlement Notice, if required, (i) comply with the provisions of the tender offer rules under the Exchange Act that may then be applicable; and (ii) file a Schedule TO or any other required schedule under the Exchange Act. (f) Notwithstanding anything to the contrary herein, no Notes may be repurchased at the option of Holders if the principal amount thereof has been accelerated, and such acceleration has not been rescinded, on or prior to the Repurchase Date (except in the case of a Default by the Company of the payment of the Repurchase Price with respect to such Notes).

Appears in 1 contract

Samples: Indenture (Biora Therapeutics, Inc.)

Withdrawal of Repurchase Notice. (a) A Holder may withdraw any Repurchase Notice (in whole or in part) by a written, irrevocable notice of withdrawal delivered to the trustee Trustee prior to the close of business on the second Business Day immediately preceding the Repurchase Date. (b) The notice of withdrawal shall must state the following: (i) the number of the withdrawn Notes; (ii) if certificated Notes or Units have been issued, the certificate numbers of the withdrawn Notes or Units, or if not certificatedthe Notes are Global Notes, the notice of withdrawal shall must comply with appropriate DTC procedures; and (iii) the number of Notes, if any, that remain subject to the Repurchase Notice. (c) The Company shall be required to repurchase the Notes on the Repurchase Date. A Holder electing to exercise the Repurchase Right shall receive payment of the Repurchase Price on the later of (i) the Repurchase Date and (ii) the time of book-entry transfer or the delivery of the Notes. (d) If the Trustee holds money sufficient to pay the Repurchase Price of the Notes on the Repurchase Date, then (i) the Notes shall cease to be outstanding and interest shall cease to accrue (whether or not book-entry transfer of the notes Notes is made or whether or not the Notes are delivered to the Trustee); and (ii) all other rights of the Holder shall terminate (other than the right to receive the Repurchase Price). (e) The Company shall, in connection with any repurchase offer pursuant to an Early Mandatory Settlement Notice, if required, (i) comply with the provisions of the tender offer rules under the Exchange Act that may then be applicable; and (ii) file a Schedule TO or any other required schedule under the Exchange Act. (f) Notwithstanding anything to the contrary herein, no Notes may be repurchased at the option of Holders if the principal amount thereof has been accelerated, and such acceleration has not been rescinded, on or prior to the Repurchase Date (except in the case of a Default by the Company of the payment of the Repurchase Price with respect to such Notes).

Appears in 1 contract

Samples: Seventh Supplemental Indenture (Citigroup Inc)

AutoNDA by SimpleDocs

Withdrawal of Repurchase Notice. (a) A Holder may withdraw any Repurchase Notice (in whole or in part) by a written, irrevocable notice of withdrawal delivered to the trustee Trustee, prior to the close of business on the second Business Day immediately preceding the Repurchase Date. (b) The notice of withdrawal shall must state the following: (i) the number of the withdrawn Notes; (ii) if certificated Notes or Units have been issued, the certificate numbers of the withdrawn Notes or Units, or if not certificatedthe Notes or Units are in global form, the notice of withdrawal shall must comply with appropriate DTC procedures; and (iii) the number of Notes, if any, that remain subject to the Repurchase Notice. (c) The Company shall be required to repurchase the Notes to be repurchased on the Repurchase Date. A Holder electing to exercise the Repurchase Right shall receive payment of the Repurchase Price on the later of (i) the Repurchase Date and (ii) the time of book-entry transfer or the delivery of the NotesNotes or the Units. (d) If the Trustee holds money sufficient to pay the Repurchase Price of the Notes to be repurchased on the Repurchase Date, then (i) the such Notes shall cease to be outstanding and interest shall cease to accrue (whether or not book-entry transfer of the notes Notes or the Units is made or whether or not the Notes or the Units are delivered to the Trustee); and (ii) all other rights of the Holder shall terminate (other than the right to receive the Repurchase Price). (e) The Company shall, in connection with any repurchase offer pursuant to an Early Mandatory Settlement Notice, if required, (i) comply with the provisions of the Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act that may then be applicable; and (ii) file a Schedule TO or any other required schedule under the Exchange Act, in each case, so as to permit the rights and obligations under this Article 4 to be exercised in the time and in the manner specified in this First Supplemental Indenture. (f) Notwithstanding anything to the contrary herein, no Notes may be repurchased at the option of Holders if the principal amount thereof has been accelerated, and such acceleration has not been rescinded, on or prior to the Repurchase Date (except in the case of an acceleration resulting from a Default by the Company of the payment of the Repurchase Price with respect to such Notes).

Appears in 1 contract

Samples: First Supplemental Indenture (Ally Financial Inc.)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!