Deferral Pending Change in Control. The obligation of the Issuer to prepay Notes pursuant to the offers required by Section 8.7(c) and accepted in accordance with Section 8.7(d) is subject to the occurrence of the Change in Control in respect of which such offers and acceptances shall have been made. In the event that such Change in Control does not occur on the Change in Control Proposed Prepayment Date in respect thereof, the prepayment shall be deferred until, and shall be made on the date on which, such Change in Control occurs; provided that, if such prepayment has not been made prior to the 180th day following the Change in Control Proposed Prepayment Date, then on such 180th day (x) the offers and acceptances made pursuant to this Section 8.7 in respect of such Change in Control automatically shall be deemed rescinded without penalty or other liability, and (y) the Constituent Companies shall give a new notice pursuant to Section 8.7(a) with respect to such Change in Control. The Constituent Companies shall keep each holder of Notes reasonably and timely informed of (1) any such deferral of the date of prepayment, (2) the date on which such Change in Control and the prepayment are expected to occur and (3) any determination by the Parent Guarantor that efforts to effect such Change in Control have ceased or been abandoned (in which case the offers and acceptances made pursuant to this Section 8.7 in respect of such Change in Control automatically shall be deemed rescinded without penalty or other liability).
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Sources: Note Purchase and Guarantee Agreement (Rexford Industrial Realty, Inc.), Note Purchase and Guarantee Agreement (Rexford Industrial Realty, Inc.)
Deferral Pending Change in Control. The obligation of the Issuer Company to prepay the Notes pursuant to the offers required by Section 8.7(csubparagraph (b) and accepted in accordance with subparagraph (d) of this Section 8.7(d) 8.7 is subject to the occurrence of the Change in Control in respect of which such offers and acceptances shall have been made. In the event that such Change in Control does not occur on the Change in Control Proposed Prepayment Date in respect thereof, the prepayment shall be deferred until, until and shall be made on the date on which, which such Change in Control occurs; provided that. Notwithstanding the foregoing, if in the event such prepayment has not been made prior to the 180th day following the Change in Control Proposed Prepayment Date, then on such 180th day (x) has not occurred within 90 days of the offers and acceptances offer to prepay made pursuant to subparagraph (c) of this Section 8.7, the acceptance made pursuant to subparagraph (d) of this Section 8.7 in respect of such Change in Control automatically shall may be deemed rescinded without penalty or other liabilityby any holder of the Notes, and (y) thereafter if the Constituent Companies shall give Company proposes to consummate such Change of Control a new notice pursuant to shall be given by the Company in accordance with the terms of this Section 8.7(a) with respect to such Change in Control8.7. The Constituent Companies Company shall keep each holder of the Notes reasonably and timely informed of (1i) any such deferral of the date of prepayment, (2ii) the date on which such Change in Control and the prepayment are expected to occur occur, and (3iii) any determination by the Parent Guarantor Company that efforts to effect such Change in Control have ceased or been abandoned (in which case the offers and acceptances made pursuant to this Section 8.7 in respect of such Change in Control automatically shall be deemed rescinded without penalty or other liabilityrescinded).
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