REPURCHASE OF NOTES AT OPTION OF HOLDERS Clause Samples

REPURCHASE OF NOTES AT OPTION OF HOLDERS. Section 14.01 Repurchase at Option of Holders Upon a Fundamental Change 73 Section 14.02 Withdrawal of Fundamental Change Repurchase Notice 76 Section 14.03 Deposit of Fundamental Change Repurchase Price 76 Section 14.04 Covenant to Comply with Applicable Laws Upon Repurchase of Notes 77 GUARANTEE Section 15.01 Guarantee 77 Section 15.02 Limitation on Liability 78 Section 15.03 Successors and Assigns 78 Section 15.04 No Waiver 79 Section 15.05 Release of Guarantor 79 MISCELLANEOUS PROVISIONS Section 16.01 Provisions Binding on Company’s Successors 79 Section 16.02 Official Acts by Successor Corporation 79 Section 16.03 Addresses for Notices, Etc. 79 Section 16.04 Governing Law 80 Section 16.05 Evidence of Compliance with Conditions Precedent; Certificates and Opinions of Counsel to Trustee 80 Section 16.06 Legal Holidays 81 Section 16.07 No Security Interest Created 81 Section 16.08 Benefits of Indenture 81 Section 16.09 Table of Contents, Headings, Etc. 81 Section 16.10 Authenticating Agent 81 Section 16.11 Execution in Counterparts 82 Section 16.12 Severability 83 Section 16.13 Force Majeure 83 Section 16.14 Calculations 83 Section 16.15 USA PATRIOT Act 83 Exhibit A Form of Note A-1 Exhibit B Form of Free Transferability Certificate B-1 INDENTURE, dated as of March 11, 2014, among ENCORE CAPITAL GROUP, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), MIDLAND CREDIT MANAGEMENT, INC., as guarantor (the “Guarantor,” as more fully set forth in Section 1.01), and UNION BANK, N.A., a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).

REPURCHASE OF NOTES AT OPTION OF HOLDERS. Section 16.01. [Reserved].

REPURCHASE OF NOTES AT OPTION OF HOLDERS. References to the “Company” and to “Common Stock” in the definition of “Fundamental Change” in Section 1.01 of the Indenture shall instead be references to “Marvell Technology” and “Marvell Technology Common Stock,” respectively. Except as amended hereby, the purchase rights set forth in Article 15 of the Indenture shall continue to apply.

REPURCHASE OF NOTES AT OPTION OF HOLDERS. 90 Section 15.01 Reserved ................................................................................................90 Section 15.02 Repurchase at Option of Holders Upon a Fundamental Change .......

REPURCHASE OF NOTES AT OPTION OF HOLDERS. References to the “Company” in the definition of “Fundamental Change” in Section 1.01 of the Base Indenture shall instead be references to “Parent”. Except as amended hereby, the purchase rights set forth in Section 3.02 of the Base Indenture shall continue to apply.

REPURCHASE OF NOTES AT OPTION OF HOLDERS. References to the “Company” and to “Common Stock” in the definition of “Fundamental Change” in Section 1.01 of the Indenture shall instead be references to “Rocket” and “Rocket Common Stock,” respectively. Except as amended hereby, the purchase rights set forth in Article 15 of the Indenture shall continue to apply.

REPURCHASE OF NOTES AT OPTION OF HOLDERS. Repurchase at Option of Holders Upon a Fundamental Change (a) If a Fundamental Change occurs at any time prior to the Maturity Date, each Holder shall have the right, at such Holder’s option, to require the Company to repurchase for cash all of such Holder’s Notes, or any portion thereof that is equal to $1,000 or an integral multiple of $1,000, on the date (the “Fundamental Change Repurchase Date”) specified by the Company that is not less than twenty (20) or more than thirty five (35) Business Days following the date of the Fundamental Change Company Notice (or such later date as is required by applicable law) at a repurchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the Fundamental Change Repurchase Date (the “Fundamental Change Repurchase Price”), unless the Fundamental Change Repurchase Date falls after a Regular Record Date but on or prior to the next Interest Payment Date, in which case the Company shall instead pay, on such Interest Payment Date, the full amount of accrued and unpaid interest to Holders of record as of the close of business on such Regular Record Date, and the Fundamental Change Repurchase Price shall be equal to 100% of the principal amount of Notes to be repurchased pursuant to this Article 11. (b) Repurchases of Notes under this Section 11.01 shall be made, at the option of the Holder thereof, upon: (i) delivery to the Paying Agent by a Holder of a duly completed notice (the “Fundamental Change Repurchase Notice”) in the form set forth in Attachment 2 to the Form of Note attached hereto as Exhibit A, if the Notes are Certificated Notes, or in compliance with the Depositary’s procedures for surrendering interests in Global Notes, if the Notes are Global Notes, in each case on or before the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date; and (ii) delivery of the Notes, if the Notes are Certificated Notes, to the Paying Agent at any time after delivery of the Fundamental Change Repurchase Notice (together with all necessary endorsements for transfer) at the Corporate Trust Office of the Paying Agent, or book-entry transfer of the Notes, if the Notes are Global Notes, in compliance with the procedures of the Depositary, in each case such delivery being a condition to receipt by the Holder of the Fundamental Change Repurchase Price therefor. The Fundamental Change Repurchase Notice in respect of any Notes to be r...

REPURCHASE OF NOTES AT OPTION OF HOLDERS. Section 15.01. Intentionally Omitted 82 Section 15.02. Repurchase at Option of Holders Upon a Fundamental Change 82

REPURCHASE OF NOTES AT OPTION OF HOLDERS. Section 14.01. Repurchase at Option of Holders Upon a Designated Event 65