Common use of Offer to Repurchase Upon a Change of Control Clause in Contracts

Offer to Repurchase Upon a Change of Control. The Issuer will be required to make an offer to repurchase the Second Lien Notes following the occurrence of a “change of control” (to be defined in a manner consistent with the Documentation Precedent) at a price in cash equal to 101.0% of the outstanding principal amount thereof, plus accrued and unpaid interest to the date of repurchase. Defeasance and Discharge Provisions: Customary for high yield debt securities consistent with the Documentation Precedent. Modification: Customary for high yield debt securities consistent with the Documentation Precedent. Notes held by the Issuer and its affiliates, including the Sponsors, shall not have voting rights. Registration Rights: Customary registration rights. Covenants: Substantially the same as those in the Documentation Precedent (including in respect of baskets and carveouts to such covenants); provided, that such covenants shall in no event be more restrictive than the corresponding covenant in the First Lien Notes. For the avoidance of doubt, there shall be no financial maintenance covenants.