Change of Control Put Event Notice definition

Change of Control Put Event Notice means the notice to be given pursuant to the Change of Control Put Option by the Issuer or, as the case may be, the Trustee to the Noteholders in accordance with Condition 18 (Notices) stating:
Change of Control Put Event Notice means the notice to be given pursuant to Condition 10(f) (Change of Control redemption) by the Issuer or, as the case may be, the Trustee to the Noteholders in accordance with Condition 19 (Notices) specifying the nature of the Change of Control Put Event and the procedure for exercising the Change of Control Put Option;
Change of Control Put Event Notice has the meaning given to it in the Conditions and, in the case of a Noteholders’ redemption option upon a Change of Control (as defined in the Conditions), shall be substantially in the form set out in Schedule 2

Examples of Change of Control Put Event Notice in a sentence

  • To exercise the Change of Control Put Option, a Noteholder within the period (the “ Change of Control Put Period”) of 45 (forty-five) days after a Change of Control Put Event Notice is given must provide to the Issuer in writing a notice on exercise of the Change of Control Put Option (a “Change of Control Put Option Notice”).

  • The Panel also misunderstood the proposition for which Exhibit DR-8 was offered.

  • Promptly upon the Issuer or the Guarantor becoming aware that a Change of Control Put Event has occurred the Issuer shall give notice (a "Change of Control Put Event Notice") to the Bondholders in accordance with Condition 13 specifying the nature of the Change of Control Put Event and the procedure for exercising the Change of Control Put Option.

  • If the relevant Notes are in global form, the Put Option Notice or Change of Control Put Event Notice (as applicable) should be submitted in accordance with the operating rules and procedures of the relevant clearing system and, if possible, the relevant interests in the relevant Global Note should be blocked to the satisfaction of the Paying Agent.

  • In such circumstance, this Put Option Notice or Change of Control Put Event Notice (as applicable) does not need to be signed.

  • To exercise the Change of Control Put Option, the Noteholder must deposit any applicable Note, together with each unmatured Coupon relating thereto (if any), with any Paying Agent for the account of the Issuer within the period (the "Change of Control Put Period") of 45 days after the day on which the Change of Control Put Event Notice is given, together with a duly completed Change of Control Put Option Notice in the form obtainable from any Paying Agent.

  • If Call Option is specified as being applicable hereon, the Issuer may, unless a Change of Control Put Event Notice has been given pursuant to Condition 6(f), on giving not less than 10 or more than 20 days’ irrevocable notice to the Noteholders (or such other notice period as may be specified hereon) redeem all or, if so provided, some of the Notes on any Optional Redemption Date.

  • The Definitive Notes and all unmatured Coupons, or as the case may be, Individual Note Certificate relating thereto should be deposited with the Put Option Notice or Change of Control Put Event Notice (as applicable).

  • To exercise the Change of Control Put Option, the holder of the Bond must deposit such Bond with any Paying Agent at its Specified Office at any time during its normal business hours within 90 days after a Change of Control Put Event Notice is given (the "Change of Control Put Period"), accompanied by a duly signed and completed notice of exercise in the form (for the time being current) obtainable from the Specified Office of any Paying Agent (a "Change of Control Put Notice").

  • Change of ControlWithin ten calendar days following the occurrence of a Change of Control, the Issuer shall give notice thereof to the Bondholders in accordance with Condition 13 (Notices) (a " Change of Control Put Event Notice") and shall, at the same time, provide a copy of the Change of Control Put Event Notice to the Paying and Conversion Agent.


More Definitions of Change of Control Put Event Notice

Change of Control Put Event Notice has the meaning ascribed thereto in Section 7.8(b).
Change of Control Put Event Notice. ’ means the notice to be given pursuant to the Change of Control Put Option by the Issuer or, as the case may be, the Trustee to the Noteholders in accordance with Condition 19 (Notices) stating:
Change of Control Put Event Notice means a notice to be given pursuant to the Change of Control Put Option by the Issuer to the Noteholders stating:
Change of Control Put Event Notice has the meaning specified in Section 1110.
Change of Control Put Event Notice to the Noteholders in accordance with Condition 14 specifying the nature of the Change of Control Put Event and the procedure for exercising the Change of Control Put Option. ​ To exercise the Change of Control Put Option, the holder of the Note must (in the case of Bearer Notes) deposit such Note with any Paying Agent or (in the case of Registered Notes) deposit the Certificate representing such Note(s) with the Registrar or any Transfer Agent at its specified office, in each case at any time during normal business hours of such Paying Agent, Registrar or Transfer Agent, as the case may be, falling within the period (the “Put Period”) of 30 days after a Change of Control Put Event Notice is given or such other date as may be specified in the applicable Final Terms, accompanied by a duly signed and completed notice of exercise in the form (for the time being current) obtainable from the specified office of any Paying Agent, Registrar or Transfer Agent, as the case may be (a “Change of Control Put Notice”). No Note or Certificate so deposited and option so exercised may be withdrawn (except as provided in the Agency Agreement) without the prior consent of the Issuer. The Issuer shall redeem or purchase (or procure the purchase of) the relevant Notes on the Put Date unless previously redeemed (or purchased) and cancelled. ​ If 80 per cent. or more in nominal amount of the Notes then outstanding have been redeemed or purchased pursuant to this Condition 7(d), the Issuer may, on giving not less than 10 nor more than 60 days’ notice to the Noteholders (such notice being given within 30 days after the Put Date), redeem or purchase (or procure the purchase of), at its option, all but not some only of the remaining outstanding Notes at their Optional Redemption Amount, together with interest (if any) accrued to (but excluding) the date fixed for such redemption or purchase. ​ If the rating designations employed by either Xxxxx’x or S&P are changed from those which are described in paragraph (ii) of the definition of “Change of Control Put Event” above, or if a rating is procured from a Substitute Rating Agency, the Issuer shall determine, with the agreement of the Trustee, the rating designations of Xxxxx’x or S&P or such Substitute Rating Agency (as ​ appropriate) as are most equivalent to the prior rating designations of Xxxxx’x or S&P and this Condition 7(d) shall be construed accordingly. ​ The Trustee is under no obligation to ascertain whether a Change of Co...
Change of Control Put Event Notice means a notice in the form set out in Schedule 2; Clearstream, Luxembourg means Clearstream Banking S.A.; Code means the US Internal Revenue Code of 1986;

Related to Change of Control Put Event Notice

  • Change of Control Put Date shall have the meaning specified in Section 11.1.

  • Change of Control Put Period means the period of 45 days after a Change of Control Put Event Notice is given;

  • Change of Control Triggering Event means the occurrence of both a Change of Control and a Rating Event.

  • Change of Control Purchase Date shall have the meaning specified in Section 10.1.

  • Change of Control Notice means notice of a Change of Control Offer made pursuant to Section 3.8, which shall be mailed first-class, postage prepaid, to each record Holder as shown on the Note Register within 30 days following the date upon which a Change of Control occurred, with a copy to the Trustee, which notice shall govern the terms of the Change of Control Offer and shall state:

  • Change of Control Purchase Price shall have the meaning specified in Section 10.1.

  • Change of Control Transaction means the occurrence after the date hereof of any of (a) an acquisition after the date hereof by an individual or legal entity or “group” (as described in Rule 13d-5(b)(1) promulgated under the Exchange Act) of effective control (whether through legal or beneficial ownership of capital stock of the Company, by contract or otherwise) of in excess of 33% of the voting securities of the Company (other than by means of conversion or exercise of the Notes and the Securities issued together with the Notes), (b) the Company merges into or consolidates with any other Person, or any Person merges into or consolidates with the Company and, after giving effect to such transaction, the stockholders of the Company immediately prior to such transaction own less than 66% of the aggregate voting power of the Company or the successor entity of such transaction, (c) the Company sells or transfers all or substantially all of its assets to another Person and the stockholders of the Company immediately prior to such transaction own less than 66% of the aggregate voting power of the acquiring entity immediately after the transaction, (d) a replacement at one time or within a three year period of more than one-half of the members of the Board of Directors which is not approved by a majority of those individuals who are members of the Board of Directors on the Original Issue Date (or by those individuals who are serving as members of the Board of Directors on any date whose nomination to the Board of Directors was approved by a majority of the members of the Board of Directors who are members on the date hereof), or (e) the execution by the Company of an agreement to which the Company is a party or by which it is bound, providing for any of the events set forth in clauses (a) through (d) above.

  • Change of Control Repurchase Event means the occurrence of both a Change of Control and a Below Investment Grade Rating Event.

  • Change of Control Period means the period commencing on the date hereof and ending on the third anniversary of the date hereof; provided, however, that commencing on the date one year after the date hereof, and on each annual anniversary of such date (such date and each annual anniversary thereof shall be hereinafter referred to as the "Renewal Date"), unless previously terminated, the Change of Control Period shall be automatically extended so as to terminate three years from such Renewal Date, unless at least 60 days prior to the Renewal Date the Company shall give notice to the Executive that the Change of Control Period shall not be so extended.

  • Put Event means the occurrence of any of the following:

  • Change of Control Value means (i) the per share price offered to stockholders of the Company in any such merger, consolidation, reorganization, sale of assets or dissolution transaction, (ii) the price per share offered to stockholders of the Company in any tender offer or exchange offer whereby a Change of Control takes place, or (iii) if such Change of Control occurs other than pursuant to a tender or exchange offer, the Fair Market Value per share of the shares into which Awards are exercisable, as determined by the Committee, whichever is applicable. In the event that the consideration offered to stockholders of the Company consists of anything other than cash, the Committee shall determine the fair cash equivalent of the portion of the consideration offered which is other than cash.

  • Change of Control Date means the date on which a Change of Control occurs.

  • Change of Control means the occurrence of any of the following:

  • Control Transaction means any of the following transactions or any combination thereof:

  • Triggering Event means any Section 11(a)(ii) Event or any Section 13 Event.

  • Repurchase Event means the occurrence of a breach of any of the Seller’s representations and warranties in Section 3.1(a) or any other event which requires the repurchase of a Receivable by the Seller, under the Sale and Servicing Agreement.

  • Change of Control Conversion Date shall have the meaning provided in the Articles Supplementary.

  • Make-Whole Fundamental Change Period shall have the meaning specified in Section 14.03(a).

  • Change of Control Event means the occurrence of an event or series of events whereby one or more Persons, acting together, acquire control over the Issuer and where “control” means (a) acquiring or controlling, directly or indirectly, more than fifty (50.00) per cent. of the voting shares of the Issuer, or (b) the right to, directly or indirectly, appoint or remove the whole or a majority of the directors of the board of directors of the Issuer.

  • Subsequent Triggering Event means either of the following events or transactions occurring after the date hereof:

  • Control Termination Event shall have the meaning given to such term or any one or more analogous terms in the Lead Securitization Servicing Agreement.

  • Change in Control Transaction means the occurrence of any of the following events:

  • Make-Whole Fundamental Change Effective Date means (A) with respect to a Make-Whole Fundamental Change pursuant to clause (A) of the definition thereof, the date on which such Make-Whole Fundamental Change occurs or becomes effective; and (B) with respect to a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof, the applicable Redemption Notice Date.

  • Fundamental Change Purchase Notice has the meaning specified in Section 3.01(a)(i).

  • Partnership Change of Control means Tesoro Corporation ceases to Control the General Partner.

  • Fundamental Change Repurchase Notice shall have the meaning specified in Section 15.02(b)(i).