Common use of Private Exchange Clause in Contracts

Private Exchange. Simultaneously with, or at any time following, the delivery of the Exchange Notes pursuant to the Registered Exchange Offer (as such terms are defined in the Indenture), the Issuer shall issue and deliver to the Holder upon the written request of the Holder, in exchange (the “Private Exchange”) for the Initial Notes held by the Holder, a like principal amount of debt securities of the Issuer issued under the Indenture and identical in all material respects (including the existence of restrictions on transfer under the Securities Act of 1933, as amended (the “Securities Act”) and the securities laws of the several states of the United States, to the Initial Notes (the “Private Exchange Securities”). The Initial Notes and the Private Exchange Securities are herein collectively called the “Securities”. As soon as practicable after the close of the Private Exchange, the Issuer shall: a. accept for exchange all the Securities validly tendered and not withdrawn pursuant to the Private Exchange; b. deliver to the Trustee for cancellation all the Initial Notes so accepted for exchange; and c. cause the Trustee to authenticate and deliver promptly to the Holder, Private Exchange Securities equal in principal amount to the Initial Notes of the Holder so accepted for exchange. The Indenture will provide that the Securities and the Exchange Notes will vote and consent together on all matters as one class and that none of the Securities will have the right to vote or consent as a class separate from one another on any matter. Interest on the Private Exchange Securities issued pursuant to the Private Exchange will accrue from the last interest payment date on which interest was paid on the Initial Notes surrendered in exchange therefor or, if no interest has been paid on the Initial Notes, from the original issue date of the Initial Notes (the “Issue Date”).

Private Exchange. Simultaneously with, or at any time following, the delivery of the Exchange Notes pursuant to the Registered Exchange Offer (as such terms are defined in the Indenture), the Issuer Issuers shall issue and deliver to the Holder upon the written request of the Holder, in exchange (the “Private Exchange”) for the Initial Notes held by the Holder, a like principal amount of debt securities of the Issuer Issuers issued under the Indenture and identical in all material respects (including the existence of restrictions on transfer under the Securities Act of 1933, as amended (the “Securities Act”) and the securities laws of the several states of the United States, to the Initial Notes (the “Private Exchange Securities”). The Initial Notes and the Private Exchange Securities are herein collectively called the “Securities”. As soon as practicable after the close of the Private Exchange, the Issuer Issuers shall: a. accept for exchange all the Securities validly tendered and not withdrawn pursuant to the Private Exchange; b. deliver to the Trustee for cancellation all the Initial Notes so accepted for exchange; and c. cause the Trustee to authenticate and deliver promptly to the Holder, Private Exchange Securities equal in principal amount to the Initial Notes of the Holder so accepted for exchange. The Indenture will provide that the Securities and the Exchange Notes will vote and consent together on all matters as one class and that none of the Securities will have the right to vote or consent as a class separate from one another on any matter. Interest on the Private Exchange Securities issued pursuant to the Private Exchange will accrue from the last interest payment date on which interest was paid on the Initial Notes surrendered in exchange therefor or, if no interest has been paid on the Initial Notes, from the original issue date of the Initial Notes (the “Issue Date”).