Grant of Redemption Rights Clause Samples
The Grant of Redemption Rights clause gives a party, typically an investor or shareholder, the right to require the company or another party to repurchase their shares under specified conditions. This clause outlines the circumstances under which redemption can be requested, such as after a certain period or upon the occurrence of particular events, and may detail the process and price for redemption. Its core function is to provide an exit mechanism for investors, ensuring they have a way to recover their investment if certain criteria are met, thereby reducing their risk and increasing the attractiveness of the investment.
Grant of Redemption Rights. (a) Upon the terms and subject to the conditions contained herein, the Partnership does hereby grant to each Contributing Party, and such Contributing Party does hereby accept, the right, but without obligation on the part of such Contributing Party, to require the Partnership to redeem from time to time part or all of the Series B Preferred Units of such Contributing Party for the Cash Purchase Price with respect to such Series B Preferred Units ("Redemption Rights").
(b) Notwithstanding the provisions of Section 2(a), the General Partner may, in its sole and absolute discretion, assume and satisfy the obligation of the Partnership with respect to any Contributing Party's exercise of a Redemption Right by paying to such Contributing Party, at the General Partner's election (which may be exercised in the General Partner's sole discretion), either the Cash Purchase Price or the Share Purchase Price (or a combination thereof) with respect to the Series B Preferred Units for which such Contributing Party exercised its Redemption Rights. If the General Partner assumes such obligations with respect to the exercise by any Contributing Party of a Redemption Right as to certain Series B Preferred Units and makes the required payment of the Share Purchase Price, the Cash Purchase Price or any combination thereof, then the Partnership shall have no obligation to pay any amount to such Contributing Party with respect to the exercise of a Redemption Right for such Series B Preferred Units, and any Series B Preferred Units purchased shall be owned by the General Partner for all purposes.
(c) If the General Partner shall assume and satisfy the obligations of the Partnership with respect to the exercise of a Redemption Right by any Contributing Party, the Partnership, such Contributing Party and the General Partner each shall treat the transaction between the General Partner and such Contributing Party as a sale of such Contributing Party's Series B Preferred Units (or a portion thereof) to the General Partner for federal income tax purposes.
(d) Upon the redemption or purchase of part or all of any Contributing Party's Series B Preferred Units and the payment of the Purchase Price with respect thereto, such Person shall be deemed withdrawn as a Partner in the Partnership to the extent of the Series B Preferred Units redeemed or purchased and shall have no further rights or obligations under this Agreement with respect to such redeemed or purchased Series B Preferred Uni...
Grant of Redemption Rights. Beginning one year from the date of this Agreement, each Class A Limited Partner shall have the right, but not the obligation (hereinafter such right sometimes referred to as the "Redemption Rights"), to require the Partnership to redeem on the Redemption Date, all or any portion of the Units held by such Limited Partner (as a Class A Limited Partner) at a redemption price equal to the Cash Purchase Price. The Redemption Rights of a Limited Partner may be exercised on one or more occasions by the Limited Partner. The Redemption Rights shall be exercised pursuant to a written notice (the "Redemption Exercise Notice") in the form set forth in Schedule 1 attached hereto. The Redemption Exercise Notice shall be given by the Partner who is exercising the Redemption Rights ("Exercising Partner") to the General Partner. A Limited Partner may not exercise the Redemption Rights as to fewer Partnership Units than the number of such Partnership Units that is equal to the lesser of (a) 1,000 Partnership Units or (b) all of the Units held by such Class A Limited Partner (as a Class A Limited Partner). Neither the Electing Partner nor any assignee of any Limited Partner shall have any right with respect to any Partnership Units so redeemed to receive any distributions from the Partnership made after the Redemption Date. The assignee of any Limited Partner may exercise the rights of such Limited Partner pursuant to this Section 2, and such Limited Partner shall be deemed to have assigned such rights to such assignee and shall be bound by the exercise of such rights by such Limited Partner's assignee. In connection with any exercise of such rights by such assignee on behalf of such Limited Partner, the Cash Purchase Price shall be paid by the Partnership directly to such assignee and not to such Limited Partner.
Grant of Redemption Rights. Upon the terms and subject to the conditions contained herein, the Partnership does hereby grant to each Contributing Partner, and such Contributing Partner does hereby accept, the right, but without obligation on the part of such Contributing Partner, to require the Partnership to redeem from time to time part or all of the Units of such Contributing Partner for the Cash Purchase Price ("Redemption Rights").
Grant of Redemption Rights. Upon the terms and subject to the conditions contained herein, the Company does hereby grant to the Lateral Parties, and the Lateral Parties do hereby accept, the right, but without obligation on the part of the Lateral Parties, to require the Company to redeem from time to time, out of funds legally available therefor, all or any part of the Redeemable Shares for the Redemption Price (“Redemption Rights”). The Lateral Parties agree that they will not exercise their Redemption Rights pursuant to this Section 2 if the exercise of such Redemption Rights would, in the good faith opinion of the Company’s accountants, prevent the Company from continuing as a going concern.
Grant of Redemption Rights. (a) Upon the terms and subject to the conditions contained herein, the Partnership does hereby grant to Contributing Partner, and Contributing Partner does hereby accept, the right, but without obligation on the part of Contributing Partner, to require the Partnership to redeem from time to time part or all of their Units for the Cash Purchase Price ("Redemption Rights").
(b) Notwithstanding the provisions of Section 2(a), the General Partner may, in its sole and absolute discretion, assume the obligation of the Partnership with respect to and satisfy Contributing Partner's exercise of a Redemption Right by paying to Contributing Partner, at the General Partner's election (which may be exercised in the General Partner's sole discretion), either the Cash Purchase Price or the Share Purchase Price (or a combination thereof) with respect to the Units for which
Grant of Redemption Rights. The Fund will have the right (the "REDEMPTION RIGHT") to require LXP to acquire all or a portion of the Fund's Percentage Interest in the Company for either, at LXP's sole option, (i) a number of shares of the Common Stock of LXP equal to the Share Purchase Price or (ii) a cash amount equal to the Cash Purchase Price, both in accordance with the Redemption Rights Schedule attached hereto as Schedule 5 and made a part hereof. Any LXP Common Stock issued pursuant to this Section 11.2 will not be registered under any federal or state securities laws but shall be subject to the terms of the registration rights agreement attached hereto as Schedule 7 and made a part hereof to be entered into by LXP and the Fund at the time of issuance of such Common Stock. Notwithstanding anything in this Agreement to the contrary, in the event the shareholders of LXP are required by law, regulation or otherwise to approve the issuance of Common Stock to the Fund but do not approve the issuance of Common Stock to the Fund as provided in this Agreement, which failure to approve prevents the Fund from being able to receive the Share Purchase Price upon exercise of the Redemption Right, LXP shall satisfy the Fund's Redemption Right by paying the Cash Purchase Price to the Fund pursuant to Section 11.2(c) below.
Grant of Redemption Rights. (a) Upon the terms and subject to the conditions contained herein, the Partnership does hereby grant to Contributing Partner, and Contributing Partner does hereby accept, the right, but without obligation on the part of Contributing Partner, to require the Partnership to redeem from time to time part or all of the Units of Contributing Partner for the Cash Purchase Price ("Redemption Rights").
(b) Notwithstanding the provisions of Section 2(a), the General Partner may, in its sole and absolute discretion, assume the obligation of the Partnership with respect to and satisfy Contributing Partner's exercise of a Redemption Right by paying to Contributing Partner, at the General Partner's election (which may be exercised in the General Partner's sole discretion), either the Cash Purchase Price or the Share Purchase Price (or a combination thereof) with respect to the Units for which Contributing Partner exercised its Redemption Rights. If the General Partner assumes such obligations with respect to the exercise by Contributing Partner of a Redemption Right as to certain Units and makes the required payment within the required period of time, then the Partnership shall have no obligation to pay any amount to Contributing Partner with respect to the exercise of a Redemption Right for such Units, and any Units purchased shall be owned by the General Partner for all purposes.
(c) If the General Partner shall assume the obligations of the Partnership with respect to and satisfy a Redemption Right, the Partnership, the Contributing Partner and the General Partner each shall treat the transaction between the General Partner and Contributing Partner as a sale of Contributing Partner's Units (or a portion thereof) to the General Partner for federal income tax purposes.
(d) Upon the redemption or purchase of part or all of Contributing Partner's Units and the payment of the Purchase
Grant of Redemption Rights. 45 15.2. General Partner Exchange...................................... 46 15.3.
Grant of Redemption Rights. Warranties and Representations of the Limited Partners Section 7.6 Indemnification by Limited Partners Section 7.7 Limited Partner Guarantees Section 7.8 No Sale of Property ARTICLE VIII
Grant of Redemption Rights. Upon the terms and subject to the conditions contained herein, the Partnership does hereby grant to each Contributing Party, and such Contributing Party does hereby accept, the right, but without obligation on the part of such Contributing Party, to require the Partnership to redeem from time to time part or all of the Common Units of such Contributing Party for the Cash Purchase Price with respect to such Common Units ("Redemption Rights").