Common use of Optional Redemption of Notes Clause in Contracts

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 9 contracts

Sources: Supplemental Indenture, Supplemental Indenture, Supplemental Indenture

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the Company may redeem the Notes at its option, in whole or in part, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) (the “Redemption Price”) will equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed or (iia) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of discounted to the Redemption Date) that would be due if Date (assuming the Notes matured on the Par Call Date, discounted to the Redemption Date ) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, points less (b) interest accrued to but excluding the Redemption Date; and (ii) 100% of the principal amount of the Notes; plus, in each either case, accrued and unpaid interest thereon to the Redemption Date; provided. Notwithstanding the foregoing, howeverif the Notes are redeemed on or after the Par Call Date, that the Company may redeem the Notes, in whole or in part, at any time or from time to time, at a Redemption Price equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest thereon to the Redemption Date. Notwithstanding the foregoing, if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer Company shall not redeem the Notes pursuant to this Section 3.01(a) hereof 4.1 if on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except date. The Company’s actions and determinations in the case of an acceleration resulting from a default by the Issuer in the payment of determining the Redemption Price with respect to the Notes to shall be redeemed)conclusive and binding for all purposes, absent manifest error.

Appears in 8 contracts

Sources: Eleventh Supplemental Indenture (Extra Space Storage Inc.), Eighth Supplemental Indenture (Extra Space Storage Inc.), Ninth Supplemental Indenture (Extra Space Storage Inc.)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the The redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis pointspoints ( % or of one percent), plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after days prior to the Par Call Maturity Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 7 contracts

Sources: Indenture (Healthcare Trust of America Holdings, LP), Indenture (Healthcare Trust of America Holdings, LP), Indenture (Healthcare Trust of America Holdings, LP)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the redemption price (“Redemption Price”) will equal the greater of (i) 100If on any Payment Date, before giving effect to any distributions to be made on such date, the aggregate outstanding principal amount of the Collateral Obligations would be less than 10% of the Initial Principal Amount of the Collateral Obligations, the Swap Counterparty may, at its option, by delivering a written notice to the Indenture Trustee (with a copy to the Issuer), purchase all of the Term Assets and Eligible Investments at an aggregate purchase price equal to the outstanding principal amount of the Notes and Certificates and any accrued interest thereon and direct the redemption of all of the Outstanding Notes at their Redemption Price. If the Swap Counterparty so delivers such a written notice to the Indenture Trustee, the Indenture Trustee shall deliver a notice of redemption to each Noteholder (a "Redemption Notice"), with a copy to the Issuer, in the manner provided in Section 10.2(b) of the Standard Terms; provided that the Redemption Date for such redemption shall be redeemed or the first Payment Date which is at least 15 days after the date of the Indenture Trustee's delivery of such Redemption Notice. (ii) as determined If a Redemption Notice is delivered by the Quotation AgentIndenture Trustee as provided herein, the sum of Indenture Trustee shall, by no later than the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of 10th day before the Redemption Date) that would be due if , notify the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plusSwap Counterparty and sell, in each caseaccordance with the Sale Procedures, accrued all of the Eligible Investments and unpaid interest thereon to Collateral Obligations then held by the Issuer, for settlement on the Redemption Date; provided, however, that if . Any Sale Proceeds realized from such sale shall be deposited into the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes Collection Account for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Datedistribution as provided herein. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 3 contracts

Sources: Series Trust Indenture (Structured Products Corp), Series Trust Indenture (Structured Products Corp), Series Trust Indenture (Structured Products Corp)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Maturity Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 30 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 3 contracts

Sources: Supplemental Indenture, Supplemental Indenture (Healthcare Realty Holdings, L.P.), Supplemental Indenture (Healthcare Trust of America Holdings, LP)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion discretion, at any time in whole or from time to time prior in part, for cash, at a redemption price with respect to the Maturity Date, in whole or in part. Prior Notes to be redeemed on any Redemption Date (the Par Call Date, the redemption price (“Redemption Price”) will equal to the greater of (i) 100% of the principal amount of the such Notes to be redeemed or and (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the principal amount of the Notes to be redeemed that would be due if such Notes to be redeemed matured on the Par Call Date but for redemption thereof on such Redemption Date (not including any portion of such payments of interest accrued as of the such Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the such Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 twenty (20) basis pointspoints (0.20% or twenty one-hundredths of one percent), plus, in each case, accrued and unpaid interest thereon on the principal amount of such Notes to the be redeemed to, but excluding, such Redemption Date; provided, however, that if the such Redemption Date falls after a the Record Date immediately preceding an interest payment date and on or prior to the corresponding such interest payment date, the Issuer will pay the full amount of such accrued and unpaid interestinterest and premium, if any, on such interest payment date to the Holder of record at the close of business on the corresponding such Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest, if any, accrued thereon to, but excluding, interest on the principal amount of such Notes to be redeemed to the Redemption DateDate for such redemption. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 3 contracts

Sources: Indenture (Essex Portfolio Lp), Indenture (Essex Portfolio Lp), Indenture (Essex Portfolio Lp)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the Company may redeem the Notes at its option, in whole or in part, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) (the “Redemption Price”) will equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed or (iia) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of discounted to the Redemption Date) that would be due if Date (assuming the Notes matured on the Par Call Date, discounted to the Redemption Date ) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 30 basis points, points less (b) interest accrued to but excluding the Redemption Date; and (ii) 100% of the principal amount of the Notes; plus, in each either case, accrued and unpaid interest thereon to the Redemption Date; provided. Notwithstanding the foregoing, howeverif the Notes are redeemed on or after the Par Call Date, that the Company may redeem the Notes, in whole or in part, at any time or from time to time, at a Redemption Price equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest thereon to the Redemption Date. Notwithstanding the foregoing, if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer Company shall not redeem the Notes pursuant to this Section 3.01(a) hereof 4.1 if on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except date. The Company’s actions and determinations in the case of an acceleration resulting from a default by the Issuer in the payment of determining the Redemption Price with respect to the Notes to shall be redeemed)conclusive and binding for all purposes, absent manifest error.

Appears in 3 contracts

Sources: Sixth Supplemental Indenture (Extra Space Storage Inc.), Sixth Supplemental Indenture (Extra Space Storage LP), Fourth Supplemental Indenture (Extra Space Storage Inc.)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at At any time or and from time to time prior to the Maturity Date, either the Company or the Guarantor may, at its option, redeem the Notes of this series in whole or in partpart at any time and from time to time as provided in the Indenture. Prior to In the Par Call Dateevent of redemption of this Note in part only, a new Note or Notes of this series and of like tenor for the redemption price (“Redemption Price”) unredeemed portion hereof will equal be issued in the greater name of (i) 100% of the Holder hereof upon the cancellation hereof; provided that the principal amount of any such Note remaining Outstanding after a redemption in part shall be $2,000 or any integral multiple of $1,000 in excess thereof. On the Redemption Date, the Notes to be redeemed or (ii) as determined by will become due and payable and, unless both the Quotation Agent, Company and the sum Guarantor default in their respective obligations with respect to payment of the present values of Redemption Price, from and after the remaining scheduled Redemption Date, interest will cease to accrue on the Notes or portions thereof called for redemption. In the event the Redemption Date for any Note falls on a day that is not a Business Day, then the related payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would may be due if the Notes matured made on the Par Call Date, discounted to next succeeding date that is a Business Day (and no additional interest will accumulate on the amount payable for the period from and after the Redemption Date on for such Note unless both the Company and the Guarantor default in the payment of such interest). On or prior to any Redemption Date, the Company or the Guarantor is required to deposit with a semi-annual basis (assuming a 360-day year consisting Paying Agent funds sufficient to pay the Redemption Price of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each case, and accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed)redeemed on such Redemption Date. If the Company or the Guarantor is redeeming less than all the Notes, the Trustee must select the Notes to be redeemed by such method as the Trustee in its sole discretion deems fair and appropriate, subject to the procedures of the Depositary.

Appears in 3 contracts

Sources: First Supplemental Indenture (Third Point Reinsurance Ltd.), Senior Indenture (Third Point Reinsurance Ltd.), Global Security Agreement (Third Point Reinsurance Ltd.)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the Company may redeem the Notes at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) (the “Redemption Price”) will equal to the greater of of: (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of discounted to the Redemption Date) that would be due if Date (assuming the Notes matured on the Par Call Date, discounted to the Redemption Date ) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis pointspoints less (ii) interest accrued to the date of redemption, and (2) 100% of the principal amount of the Notes to be redeemed, plus, in each either case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date . (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on b) On or after the Par Call Date, the Company may redeem the Notes, in whole or in part, at any time and from time to time, at a Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest, if any, accrued interest thereon to, but excluding, to the Redemption Date. (b) . The Issuer Company shall not redeem the Notes pursuant to this Section 3.01(a) hereof 4.1 if on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except Redemption Date. The Company’s actions and determinations in the case of an acceleration resulting from a default by the Issuer in the payment of determining the Redemption Price with respect shall be conclusive and binding for all purposes, absent manifest error. (c) Notwithstanding the foregoing, installments of interest that are due and payable on any Interest Payment Date falling on or prior to a Redemption Date will be payable to the persons who were the registered Holders of the Notes (or one or more predecessor Notes) at the close of business on the relevant Record Dates according to be redeemed)their terms and the provisions of the Indenture.

Appears in 2 contracts

Sources: Third Supplemental Indenture (Phillips Edison & Company, Inc.), Second Supplemental Indenture (Phillips Edison & Company, Inc.)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion discretion, at any time in whole or from time to time prior in part, for cash, at a redemption price with respect to the Maturity Date, in whole or in part. Prior Notes to be redeemed on any Redemption Date (the Par Call Date, the redemption price (“Redemption Price”) will equal to the greater of (i) 100% of the principal amount of the such Notes to be redeemed or and (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the principal amount of the Notes to be redeemed that would be due if such Notes to be redeemed matured on the Par Call Date but for redemption thereof on such Redemption Date (not including any portion of such payments of interest accrued as of the such Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the such Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 fifteen (15) basis pointspoints (0.15% or fifteen one-hundredths of one percent), plus, in each case, accrued and unpaid interest thereon on the principal amount of such Notes to the be redeemed to, but excluding, such Redemption Date; provided, however, that if the such Redemption Date falls after a the Record Date immediately preceding an interest payment date and on or prior to the corresponding such interest payment date, the Issuer will pay the full amount of such accrued and unpaid interestinterest and premium, if any, on such interest payment date to the Holder of record at the close of business on the corresponding such Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest, if any, accrued thereon to, but excluding, interest on the principal amount of such Notes to be redeemed to the Redemption DateDate for such redemption. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 2 contracts

Sources: Indenture (Essex Portfolio Lp), Indenture (Essex Portfolio Lp)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the Company may redeem the Notes at its option, in whole or in part, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) (the “Redemption Price”) will equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed or (iia) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of discounted to the Redemption Date) that would be due if Date (assuming the Notes matured on the Par Call Date, discounted to the Redemption Date ) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 15 basis points, points less (b) interest accrued to but excluding the Redemption Date; and (ii) 100% of the principal amount of the Notes; plus, in each either case, accrued and unpaid interest thereon to the Redemption Date; provided. Notwithstanding the foregoing, howeverif the Notes are redeemed on or after the Par Call Date, that the Company may redeem the Notes, in whole or in part, at any time or from time to time, at a Redemption Price equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest thereon to the Redemption Date. Notwithstanding the foregoing, if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer Company shall not redeem the Notes pursuant to this Section 3.01(a) hereof 4.1 if on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except date. The Company’s actions and determinations in the case of an acceleration resulting from a default by the Issuer in the payment of determining the Redemption Price with respect to the Notes to shall be redeemed)conclusive and binding for all purposes, absent manifest error.

Appears in 2 contracts

Sources: Tenth Supplemental Indenture (Extra Space Storage Inc.), Tenth Supplemental Indenture (Extra Space Storage LP)

Optional Redemption of Notes. (a) The Issuer Company shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Par Call Date, in whole or in part. Prior to the Par Call Date, the at a redemption price (the “Redemption Price”) will calculated by the Company and equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the Notes to be redeemed that would be due if the Notes matured on the Par Call Date (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 20 basis pointspoints (0.20%), plus, in each case, accrued and unpaid interest thereon to to, but not including, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excludingnot including, the Redemption Date. (b) . The Issuer Company shall not redeem the Notes pursuant to this Section 3.01(a) hereof 4.1 if on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed)date.

Appears in 2 contracts

Sources: Second Supplemental Indenture (Rexford Industrial Realty, Inc.), First Supplemental Indenture (Rexford Industrial Realty, Inc.)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the Company may redeem the Notes at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) (the “Redemption Price”) will equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed or (iia) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of discounted to the Redemption Date) that would be due if Date (assuming the Notes matured on the Par Call Date, discounted to the Redemption Date ) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis pointspoints less (b) interest accrued to, but excluding, the Redemption Date; and (ii) 100% of the principal amount of the Notes; plus, in each either case, accrued and unpaid interest thereon to to, but excluding, the Redemption Date; provided. Notwithstanding the foregoing, howeverif the Notes are redeemed on or after the Par Call Date, that the Company may redeem the Notes, in whole or in part, at any time and from time to time, at a Redemption Price equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest thereon to, but excluding, the Redemption Date. Notwithstanding the foregoing, if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer Company shall not redeem the Notes pursuant to this Section 3.01(a) hereof 4.1 if on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except date. The Company’s actions and determinations in the case of an acceleration resulting from a default by the Issuer in the payment of determining the Redemption Price with respect to the Notes to shall be redeemed)conclusive and binding for all purposes, absent manifest error.

Appears in 2 contracts

Sources: Thirteenth Supplemental Indenture (Extra Space Storage Inc.), Twelfth Supplemental Indenture (Extra Space Storage Inc.)

Optional Redemption of Notes. (a) The Issuer On any day following the Payment Date on which the outstanding Principal Amount of the Notes equals 10% or less of the original Principal Amount of the Notes, the Administrator shall have the right option to redeem purchase all of the Notes at its Underlying Residual Rights and the Maintenance and Operating Expenses. To exercise such option and in its sole discretion at any time or from time to time prior the Administrator shall deposit into the Collection Account an amount equal to the Maturity Date, in whole or in part. Prior to the Par Call Date, the redemption price (“Redemption Price”) will equal the greater sum of (i) 100% the Principal Amount of the principal amount Notes, plus any unpaid interest thereon through the date of the Notes to be redeemed or redemption, and (ii) as determined by the Quotation Agentany unreimbursed Surety Bond Payments and Insured Payments, the sum of the present values of the remaining scheduled payments of principal any amounts due and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted owing to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at Note Insurer under the Adjusted Treasury Rate plus 25 basis points, plus, in each case, Insurance Agreement and the Financial Guaranty Agreement and all other accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead expenses of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption DateTrust. (b) The Issuer Note Paying Agent shall not redeem mail written notice to the Notes pursuant Noteholders (with a copy to Section 3.01(aeach Rating Agency and the Note Insurer) hereof on any specifying (i) the date if upon which the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the final payment of the Redemption Price with respect to the Notes shall be made upon presentation and surrender of the Notes at the office of the Note Paying Agent therein specified, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Payment Date is not applicable, payment being made only upon presentation and surrender of the Notes at the office of the Note Paying Agent therein specified. Upon the giving of such notice and the Administrator's making provision for payment of the Notes, the Notes shall be deemed to be redeemed)paid and any amounts in the Collection Account and Reserve Account not required for the payment of the Notes shall be distributable (i) first to the Note Insurer for any unreimbursed Surety Bond Payments and Insured Payments, (ii) second, to the Administrator, to the extent of any unreimbursed Optional Advances, and then (iii) third, to the Certificate Paying Agent for distribution to the Subordinated Certificateholders according to their respective Percentage Interests. The Note Paying Agent shall cause to be paid to Noteholders the final payment with respect to the Notes only upon presentation and surrender of the Notes. (c) If all the Noteholders shall not surrender their Notes for cancellation within six months after the date specified in the above-mentioned written notice, the Note Paying Agent shall give a second written notice to the remaining Noteholders (with a copy to each Rating Agency and the Note Insurer) to surrender their Notes for cancellation and receive the final payment with respect thereto. If within one year after the second notice all the Notes shall not have been surrendered for cancellation, the Note Paying Agent may take appropriate steps, or may appoint an agent to take appropriate steps, to contact the remaining Noteholders concerning surrender of their Notes, and the cost thereof shall be paid out of the funds and other assets that remain subject to this Agreement. Subject to applicable escheat laws, any funds remaining in the Trust which are payable to Noteholders after the Note Paying Agent shall have taken such measures shall be distributed by the Note Paying Agent to the Certificate Paying Agent for distribution to the Subordinated Certificateholders (but only upon termination of this Agreement) and the Noteholders, by acceptance of their Notes, hereby waive any rights with respect to such funds against the Trust, the Trustee, the Collateral Agent, the Note Paying Agent, the Note Insurer or the Certificate Paying Agent and shall look only to the Subordinated Certificateholders.

Appears in 2 contracts

Sources: Trust Agreement (Nelnet Inc), Trust Agreement (Nelnet Student Loan Corp 1)

Optional Redemption of Notes. (a) The Prior to the Par Call Date, the Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Dateoption, in whole or in part. Prior , at any time and from time to the Par Call Datetime, the at a redemption price (the “Redemption Price”) will in cash (expressed as a percentage of principal amount and rounded to three decimal places) calculated by the Issuer and equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed or (iia) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of discounted to the Redemption Date) that would be due if Date (assuming the Notes matured on the Par Call Date, discounted to the Redemption Date ) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 0.250% (or 25 basis points) less (b) unpaid interest accrued thereon to, but excluding, the Redemption Date, and (ii) 100% of the principal amount of the Notes to be redeemed, plus, in each either case, accrued and unpaid interest accrued thereon to to, but excluding, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on On or after the Par Call Date, the Issuer may redeem the Notes, in whole or in part, at any time and from time to time, at a Redemption Price will be in cash equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, interest accrued thereon to, but excluding, the Redemption Date. (b) . The Issuer shall not redeem the Notes pursuant to this Section 3.01(a) hereof 4.1 if on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except the Redemption Date. The Issuer’s actions and determinations in the case of an acceleration resulting from a default by the Issuer in the payment of determining the Redemption Price with respect to the Notes to shall be redeemed)conclusive and binding for all purposes, absent manifest error.

Appears in 2 contracts

Sources: Second Supplemental Indenture (Americold Realty Trust), First Supplemental Indenture (Americold Realty Trust)

Optional Redemption of Notes. Subject to Section 6.7 hereof, the Company shall, (a) The Issuer at the request of the Lessee or (b) upon the occurrence of an event of termination as described in Section 20(a)(i) of the Lease Agreement, redeem or shall have cause the right Registrar to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the redemption price (“Redemption Price”) will equal the greater of (i) 100% of the entire principal amount of the Notes outstanding, or, with respect to be redeemed or a redemption pursuant to the foregoing clause (iia) as determined by the Quotation Agentonly, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be thereof equal to 100or greater than the greater of $1,000,000 or 5% of the aggregate principal amount of the Notes being redeemed plus unpaid interestthen outstanding (the "Called Principal") at a price equal to the sum of (i) the Called Principal, (ii) interest accrued on the Called Principal through the Redemption Date (as defined below) and (iii) the Yield-Maintenance Premium, if any. Upon any partial redemption of the Notes, each Noteholder shall, if so requested by the Company or the Registrar, surrender to the Registrar all Notes held by such Noteholder in exchange for a new Note or Notes in an aggregate principal amount equal to the outstanding principal amount of the surrendered Note or Notes, less the amount of such partial redemption. Notice of Redemption. Notice of each redemption of Notes pursuant to Section 6.1 or 6.2 hereof shall be given by the Company not less than 30 nor more than 60 days before the redemption date (the "Redemption Date") by mailing to each Noteholder an irrevocable notice of intention to redeem specifying the date of redemption, identifying the event of termination under the Lease Agreement giving rise to such redemption (in the case of redemption pursuant to Section 6.1), stating the aggregate principal amount of Notes to be redeemed on such date and the principal amount of Notes to be redeemed on such date held by the Noteholder to whom such notice is sent and accrued thereon tointerest applicable to such redemption and a calculation showing in reasonable detail the Yield-Maintenance Premium payable upon such redemption. If any Noteholder disagrees with the Company's calculation of the Yield-Maintenance Premium set forth in such notice, but excludingit shall so notify the Company not less than 15 days after its receipt of such notice. Absent manifest error, the Noteholder's calculation of the Yield-Maintenance Premium shall be final and binding upon the parties. In the case of a redemption pursuant to Section 6.2 hereof, a written calculation of the redemption price shall be sent to the holders of Notes to be redeemed not later than 12:00 noon, New York City time, on the Business Day prior to the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 2 contracts

Sources: Note Agreement (Entergy Louisiana Inc), Note Agreement (Entergy Louisiana Inc)

Optional Redemption of Notes. (a) The Issuer Company shall have the right to redeem the Notes at its option and in its sole discretion discretion, at any time or from time to time prior to the Maturity Par Call Date, in whole or in part. Prior to the Par Call Date, the at a redemption price (the “Redemption Price”) will in cash calculated by the Company and equal to the greater of (i1) 100% of the principal amount of the Notes to be redeemed or (ii2) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal of and interest thereon on the Notes to be redeemed that would be due if the Notes matured on the Par Call Date (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-360- day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis pointspoints (0.25%), plus, in each case, accrued and unpaid interest thereon to to, but not including, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, the Company shall have the right to redeem the Notes at its option and in its sole discretion, at any time or from time to time, in whole or in part on or after the Par Call Date and, if the Notes are redeemed on or after the Par Call Date, the Redemption Price in cash will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excludingnot including, the Redemption Date. ; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding Interest Payment Date, the Company will pay the full amount of accrued and unpaid interest, if any, on such Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (b) instead of the Holder surrendering its Notes for redemption). The Issuer Company shall not redeem the Notes pursuant to this Section 3.01(a) hereof 4.1 on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed)date.

Appears in 2 contracts

Sources: Fifth Supplemental Indenture (Invitation Homes Inc.), Fourth Supplemental Indenture (Invitation Homes Inc.)

Optional Redemption of Notes. (a) The Issuer Company shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Par Call Date, in whole or in part. Prior to the Par Call Date, the at a redemption price (the “Redemption Price”) will in cash calculated by the Company and equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the Notes to be redeemed that would be due if the Notes matured on the Par Call Date (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis pointspoints (0.25%), plus, in each case, accrued and unpaid interest thereon to to, but not including, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call Date, the Redemption Price in cash will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excludingnot including, the Redemption Date. (b) . The Issuer Company shall not redeem the Notes pursuant to this Section 3.01(a) hereof 4.1 if on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed)date.

Appears in 2 contracts

Sources: Second Supplemental Indenture (Istar Inc.), Second Supplemental Indenture (Safehold Inc.)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion will be redeemable at any time time, at the option of the Company, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice as provided in the Indenture, on any date prior to maturity (the "Redemption Date") at a price equal to 100% of the principal amount thereof plus accrued and unpaid interest, if any, to the Redemption Date (subject to the right of Holders of record on the relevant record date to receive interest due on any interest payment date that is on or prior to the Maturity Redemption Date) plus a Make-Whole Premium, in whole or in part. Prior to if any (the Par Call Date, the redemption price (“"Redemption Price”) "). In no event will equal the greater of (i) a Redemption Price ever be less than 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead Redemption Date. The amount of the Holder surrendering its Notes for redemption). If Make-Whole Premium with respect to any of the Notes are (or portion thereof) to be redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% the excess, if any, of: (a) the sum of the present values, calculated as of the Redemption Date, of: (i) each interest payment that, but for such redemption, would have been payable on such Note (or portion thereof) being redeemed on each interest payment date occurring after the Redemption Date (excluding any accrued interest for the period prior to the Redemption Date); and (ii) the principal amount that, but for such redemption, would have been payable at the final maturity of such Note (or portion thereof) being redeemed; over (b) the principal amount of such Note (or portion thereof) being redeemed. The present values of interest and principal payments referred to in clause (a) above will be determined in accordance with generally accepted principles of financial analysis. Such present values will be calculated by discounting the Notes being redeemed plus unpaid interest, if any, accrued thereon toamount of each payment of interest or principal from the date that each such payment would have been payable, but excludingfor the redemption, to the Redemption Date at a discount rate equal to the Treasury Yield (as defined below) plus 50 basis points. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date , or if the principal amount institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Credit Suisse First Boston Corporation (or its successor) or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default national standing appointed by the Issuer Trustee (in the payment of the Redemption Price with respect to the Notes to be redeemedany such case, an "Independent Investment Banker").

Appears in 2 contracts

Sources: Third Supplemental Indenture (Pioneer Natural Resources Co), Third Supplemental Indenture (Pioneer Natural Resources Co)

Optional Redemption of Notes. (a) The Issuer Company shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Par Call Date, in whole or in part. Prior to the Par Call Date, the at a redemption price (the “Redemption Price”) will in cash calculated by the Company and equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the Notes to be redeemed that would be due if the Notes matured on the Par Call Date (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 20 basis pointspoints (0.20%), plus, in each case, accrued and unpaid interest thereon to to, but not including, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call Date, the Redemption Price in cash will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excludingnot including, the Redemption Date. (b) . The Issuer Company shall not redeem the Notes pursuant to this Section 3.01(a) hereof 4.1 if on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed)date.

Appears in 2 contracts

Sources: First Supplemental Indenture (Istar Inc.), First Supplemental Indenture (Safehold Inc.)

Optional Redemption of Notes. (a) The Issuer MAALP shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the The redemption price (“Redemption Price”) will equal the greater of of: (i) 100% of the principal amount of the Notes to be redeemed or redeemed; and (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal of and interest thereon on the Notes to be redeemed (not including any portion of such payments exclusive of interest accrued as of to the applicable Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each casethe case of both clauses (i) and (ii) above, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excludingnot including, the such Redemption Date. Notwithstanding the foregoing, installments of interest on Notes that are due and payable on an Interest Payment Date falling on or prior to a Redemption Date for the Notes will be payable to the Persons who were the Holders of such Notes registered as such at the close of business on the relevant Record Dates according to their terms and the provisions of this Indenture. (b) The Issuer MAALP shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer MAALP in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 2 contracts

Sources: Indenture (Mid-America Apartments, L.P.), Indenture (Mid-America Apartments, L.P.)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the Company may redeem the Notes at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) (the “Redemption Price”) will equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed or (iia) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of discounted to the Redemption Date) that would be due if Date (assuming the Notes matured on the Par Call Date, discounted to the Redemption Date ) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 20 basis pointspoints less (b) interest accrued to, but excluding, the Redemption Date; and (ii) 100% of the principal amount of the Notes; plus, in each either case, accrued and unpaid interest thereon to to, but excluding, the Redemption Date; provided. Notwithstanding the foregoing, howeverif the Notes are redeemed on or after the Par Call Date, that the Company may redeem the Notes, in whole or in part, at any time and from time to time, at a Redemption Price equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest thereon to, but excluding, the Redemption Date. Notwithstanding the foregoing, if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer Company shall not redeem the Notes pursuant to this Section 3.01(a) hereof 4.1 if on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except date. The Company’s actions and determinations in the case of an acceleration resulting from a default by the Issuer in the payment of determining the Redemption Price with respect to the Notes to shall be redeemed)conclusive and binding for all purposes, absent manifest error.

Appears in 1 contract

Sources: Supplemental Indenture (Extra Space Storage Inc.)

Optional Redemption of Notes. (a) The Issuer shall have This Note is not optionally redeemable by the right to redeem Company except as set forth in Section (5)(b) below. (b) This Note is redeemable, at the Notes at its option and of the Company, in its sole discretion whole but not in part, at any time or from time that the Company determines that it is necessary in order to time prior to preserve the Maturity DateCompany’s status as a real estate investment trust under the Code, in whole or in part. Prior to upon the Par Call Date, the mailing of a notice of redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to fewer than 45 Scheduled Trading Days nor more than 60 Scheduled Trading Days before the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; providedholder, howeverall as provided in the Indenture, that if the Redemption Date falls after for cash at a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus amount, together with accrued but unpaid interestinterest (including Liquidated Damages, if any, and Additional Interest, if any) thereon, up to but not including the Redemption Date; provided that, if the Redemption Date is after 5:00 p.m., New York City time, on a Record Date and prior to 9:00 a.m., New York City time, on the related Interest Payment Date, accrued thereon tobut unpaid interest (including Liquidated Damages, if any, and Additional Interest, if any) will be payable to the holder in whose name this Note is registered at 5:00 p.m., New York City time, on the relevant Record Date. (c) If the Paying Agent holds, in accordance with the Indenture, prior to 11:00 a.m., New York City time, on a Redemption Date, money sufficient to pay amounts owed with respect to Notes payable on that date, then immediately after such Redemption Date: (i) such Notes shall cease to be outstanding, (ii) interest (including Liquidated Damages, if any, and Additional Interest, if any) on such Notes shall cease to accrue, and (iii) such Notes shall cease to be entitled to any benefit or security under the Indenture, and the holders thereof shall have no right in respect of such Notes except the right to receive the Redemption Price, plus accrued and unpaid interest (including Liquidated Damages, if any, and Additional Interest, if any) up to but excluding, the not including such Redemption Date. (bd) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount There is no sinking fund provided for redemption of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed)Notes.

Appears in 1 contract

Sources: Indenture (Macerich Co)

Optional Redemption of Notes. (ai) The Subject to prior written notice pursuant to clause (a)(ii) below and the applicable portion of the payment of the Early Redemption Fee pursuant to clause (c) below, the Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Dateoptionally redeem, in whole or in part. Prior to the Par Call Date, the redemption price outstanding principal amount of the Notes at par on any Business Day (an Early Redemption Date”); provided that in addition to such redeemed principal amount and the Early Redemption Fee applicable to such redeemed principal amount, the Issuer shall also make payment in full in cash on such Early Redemption Date the applicable portion of all accrued but unpaid interest on the principal amount of the Notes being redeemed (such aggregate amount of Early Redemption Fee, redeemed principal and accrued interest being herein referred to as the “Early Redemption Price”). (ii) will equal A notice of optional redemption shall be effective only if received by the greater Administrative Agent not later than 2:00 p.m. (New York City time) on a date at least three (3) (but not more than five (5)) Business Days prior to the proposed Early Redemption Date. Each notice of optional redemption shall specify the proposed Early Redemption Date (i) 100% of and may be revocable), the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agentprepaid, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interestinterest that will be paid on the Early Redemption Date, if anyand, in reasonable detail, a calculation of the Early Redemption Fee payable on such interest payment date to the Holder of record at the close of business on the corresponding Record Early Redemption Date (instead of the Holder surrendering its Notes for in connection with such proposed redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Notes Purchase Agreement and Guaranty (MeiraGTx Holdings PLC)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the The redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis pointspoints (0.25% or twenty five one-hundredths of one percent), plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (Healthcare Trust of America Holdings, LP)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the Company may redeem the Notes at its option, in whole or in part, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) (the “Redemption Price”) will equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed or (iia) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of discounted to the Redemption Date) that would be due if Date (assuming the Notes matured on the Par Call Date, discounted to the Redemption Date ) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 20 basis points, points less (b) interest accrued to but excluding the Redemption Date; and (ii) 100% of the principal amount of the Notes being redeemed; plus, in each either case, accrued and unpaid interest thereon to on the Notes being redeemed to, but excluding, the Redemption Date; provided. Notwithstanding the foregoing, however, that if the Notes are redeemed on or after the Par Call Date, the Company may, at its option, redeem the Notes, in whole or in part, at any time or from time to time, at a Redemption Price equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest on the Notes being redeemed to, but excluding, the Redemption Date. Notwithstanding the foregoing, installments of interest on the Notes that are due and payable on any Interest Payment Date falls after a Record Date and falling on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued a Redemption Date shall be due and unpaid interest, if any, payable on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, Company’s actions and such an acceleration has not been rescinded or cured on or prior to such date (except determinations in the case of an acceleration resulting from a default by the Issuer in the payment of determining the Redemption Price with respect shall be conclusive and binding for all purposes, absent manifest error. The Trustee shall have no obligation to determine or verify any determination of the Notes to be redeemed)redemption price.

Appears in 1 contract

Sources: First Supplemental Indenture (Healthpeak Properties, Inc.)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion discretion, at any time in whole or from time to time prior in part, for cash, at a redemption price with respect to the Maturity Date, in whole or in part. Prior Notes to be redeemed on any Redemption Date (the Par Call Date, the redemption price (“Redemption Price”) will equal to the greater of (i) 100% of the principal amount of the such Notes to be redeemed or and (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the principal amount of the Notes to be redeemed that would be due if such Notes to be redeemed matured on the Par Call Date but for redemption thereof on such Redemption Date (not including any portion of such payments of interest accrued as of the such Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the such Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 twenty-five (25) basis pointspoints (0.250% or twenty-five one-hundredths of one percent), plus, in each case, case accrued and unpaid interest thereon on the principal amount of such Notes to the be redeemed to, but excluding, such Redemption Date; provided, however, that if the such Redemption Date falls after a the Record Date immediately preceding an interest payment date and on or prior to the corresponding such interest payment date, the Issuer will pay the full amount of such accrued and unpaid interestinterest and premium, if any, on such interest payment date to the Holder of record at the close of business on the corresponding such Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest, if any, accrued thereon to, but excluding, interest on the principal amount of such Notes to be redeemed to the Redemption DateDate for such redemption. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (Essex Portfolio Lp)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion discretion, at any time in whole or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the The redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any (plus Additional Interest, if applicable), on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption) and the Redemption Price shall be equal to 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 40 basis pointspoints (0.40% or forty one-hundredths of one percent), plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if . Notwithstanding the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interestforegoing, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after 90 days prior to the Par Call Maturity Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Dateredeemed. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (BioMed Realty Trust Inc)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion discretion, at any time in whole or from time to time prior in part, for cash, at a redemption price with respect to the Maturity Date, in whole or in part. Prior Notes to be redeemed on any Redemption Date (the Par Call Date, the redemption price (“Redemption Price”) will equal to the greater of (i) 100% of the principal amount of the such Notes to be redeemed or and (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the principal amount of the Notes to be redeemed (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 37.5 basis pointspoints (0.375%), plus, in each case, case accrued and unpaid interest thereon on the principal amount of such Notes to be redeemed (including Additional Interest, if applicable) to the Redemption Date; provided, however, that if the Redemption Date falls after a the Record Date immediately preceding an interest payment date and on or prior to the corresponding such interest payment date, the Issuer will pay the full amount of such accrued and unpaid interest, if anyany (including Additional Interest, if applicable), on such interest payment date to the Holder of record at the close of business on the corresponding such Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after 90 days prior to the Par Call Maturity Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest, if any, accrued thereon interest on the principal amount of such Notes to be redeemed to, but excludingnot including, the Redemption DateDate for such Redemption. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (Essex Portfolio Lp)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes of any series at its option and in its sole discretion discretion, at any time in whole or from time to time prior in part, for cash, at a redemption price with respect to the Maturity Date, in whole or in part. Prior Notes of the applicable series to be redeemed on any Redemption Date (the Par Call Date, the redemption price (“Redemption Price”) will equal to the greater of (i) 100% of the principal amount of the such Notes to be redeemed or and (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the principal amount of the Notes to be redeemed that would be due if such Notes to be redeemed matured on the applicable Par Call Date but for redemption thereof on such Redemption Date (not including any portion of such payments of interest accrued as of the such Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the such Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 twenty (20) basis pointspoints (0.20% or twenty one-hundredths of one percent) in the case of the 2031 Notes, or plus twenty-five (25) basis points (0.25% or twenty-five one-hundredths of one percent) in the case of the 2050 Notes, plus, in each case, accrued and unpaid interest thereon on the principal amount of such Notes to the be redeemed to, but excluding, such Redemption Date; provided, however, that if the such Redemption Date falls after a the Record Date immediately preceding an interest payment date and on or prior to the corresponding such interest payment date, the Issuer will pay the full amount of such accrued and unpaid interestinterest and premium, if any, on such interest payment date to the Holder of record at the close of business on the corresponding such Record Date (instead of the Holder surrendering its Notes of such series for redemption). If Notwithstanding the foregoing, if the Notes of any series are redeemed on or after the applicable Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes of such series being redeemed plus accrued and unpaid interest, if any, accrued thereon to, but excluding, interest on the principal amount of such Notes to be redeemed to the Redemption DateDate for such redemption. (b) The Issuer shall not redeem the Notes of any series pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes of such series has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes of such series to be redeemed).

Appears in 1 contract

Sources: Indenture (Essex Portfolio Lp)

Optional Redemption of Notes. (a) The Issuer shall Company will have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Par Call Date, in whole or in part. Prior to the Par Call Date, the The redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the Notes to be redeemed that would be due if such Notes matured on the Par Call Date (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 30 basis pointspoints (0.30% or 30 one-hundredths of one percent), plus, in each case, accrued and unpaid interest thereon to to, but not including, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date and such amount of interest will not be included in the redemption price (instead of including the Holder surrendering its Notes for redemptionpresent value referred to above). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date; provided, however, that if the redemption date falls after a record date and on or prior to the corresponding interest payment date, the Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the holder of record at the close of business on the corresponding record date and such amount of interest will not be included in the redemption price. The Trustee shall have no duty to calculate or verify the calculations of the Adjusted Treasury Rate or the Comparable Treasury Price. (b) The Issuer shall Company will not redeem the Notes pursuant to Section 3.01(a4.1(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer Company in the payment of the Redemption Price with respect to the Notes to be redeemed). (c) Any redemption and notice of redemption may, at the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.

Appears in 1 contract

Sources: Supplemental Indenture (STORE CAPITAL Corp)

Optional Redemption of Notes. (a) The Issuer Company shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Par Call Date, in whole or in part. Prior to the Par Call Date, the The redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the Notes to be redeemed that would be due if the Notes matured on the Par Call Date (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 35 basis pointspoints (0.35% or thirty five-hundredths of one percent), plus, in each case, accrued and unpaid interest thereon to to, but not including, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer Company shall not redeem the Notes pursuant to Section 3.01(a4.1(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer Company in the payment of the Redemption Price with respect to the Notes to be redeemed). (c) Any redemption and notice of redemption may, at the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.

Appears in 1 contract

Sources: Supplemental Indenture (Hudson Pacific Properties, L.P.)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the Company may redeem the Notes at its option, in whole or in part, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) (the “Redemption Price”) will equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed or (iia) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of discounted to the Redemption Date) that would be due if Date (assuming the Notes matured on the Par Call Date, discounted to the Redemption Date ) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 15 basis points, points less (b) interest accrued to but excluding the Redemption Date; and (ii) 100% of the principal amount of the Notes being redeemed; plus, in each either case, accrued and unpaid interest thereon to on the Notes being redeemed to, but excluding, the Redemption Date; provided. Notwithstanding the foregoing, however, that if the Notes are redeemed on or after the Par Call Date, the Company may, at its option, redeem the Notes, in whole or in part, at any time or from time to time, at a Redemption Price equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest on the Notes being redeemed to, but excluding, the Redemption Date. Notwithstanding the foregoing, installments of interest on the Notes that are due and payable on any Interest Payment Date falls after a Record Date and falling on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued a Redemption Date shall be due and unpaid interest, if any, payable on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, Company’s actions and such an acceleration has not been rescinded or cured on or prior to such date (except determinations in the case of an acceleration resulting from a default by the Issuer in the payment of determining the Redemption Price with respect shall be conclusive and binding for all purposes, absent manifest error. The Trustee shall have no obligation to determine or verify any determination of the Notes to be redeemed)redemption price.

Appears in 1 contract

Sources: Second Supplemental Indenture (Healthpeak Properties, Inc.)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and on the terms set forth in its sole discretion at this Section 3.01 in order to preserve the status of the Guarantor or any time of the Issuer’s other REIT Subsidiaries, if any, as a REIT. If the Issuer determines it is necessary to redeem the Notes in order to preserve the status of the Guarantor or from time to time prior to any of the Maturity DateIssuer’s other REIT Subsidiaries, if any, as a REIT, the Issuer may, upon the notice set forth in Section 3.02, redeem the Notes for cash, in whole or in part. Prior to the Par Call Date, the at a redemption price (“Redemption Price”) will equal the greater of (i) to 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, to the Redemption Date. (b) The ; provided that, in connection with any such redemption, the Issuer shall not provide the Trustee with an Officers’ Certificate evidencing that the Board of Directors has, in good faith, made the determination that it is necessary to redeem the Notes in order to preserve the status of the Guarantor or any of the Issuer’s other REIT Subsidiaries, if any, as a REIT. The foregoing redemption right shall terminate if the restrictions on ownership and transfer of the Common Shares set forth in Article 3 (or any successor provisions) of the Operating Agreement shall terminate or if the Board of Directors of the Issuer shall revoke or otherwise terminate the election by the Guarantor and all of the Issuer’s other REIT Subsidiaries, if any, to qualify as a REIT pursuant to Section 3.01(a856(a) hereof on (or any date successor thereto) of the Code or if the principal amount Issuer shall no longer own the Guarantor or any other REIT Subsidiary. Other than as set forth in this Section 3.01, the Notes shall not be subject to redemption at the option of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or Issuer prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed)Stated Maturity thereof.

Appears in 1 contract

Sources: Indenture (KKR Financial Holdings LLC)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time in whole or from time to time in part prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve (12) 30-day months) at the applicable Adjusted Treasury Rate plus 25 50 basis points, plus, in each case, accrued and unpaid interest thereon to to, but excluding, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer will pay the full amount of accrued and unpaid interest, if anyany (plus Additional Interest, if applicable), on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed redeemed, plus accrued and unpaid interestinterest thereon, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (Innovative Industrial Properties Inc)

Optional Redemption of Notes. (a) The Issuer shall Company will have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Par Call Date, in whole or in part. Prior to the Par Call Date, the The redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the Notes to be redeemed that would be due if such Notes matured on the Par Call Date (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 35 basis pointspoints (0.35% or 35 one-hundredths of one percent), plus, in each case, accrued and unpaid interest thereon to to, but not including, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date and such amount of interest will not be included in the redemption price (instead of including the Holder surrendering its Notes for redemptionpresent value referred to above). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date; provided, however, that if the redemption date falls after a record date and on or prior to the corresponding interest payment date, the Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the holder of record at the close of business on the corresponding record date and such amount of interest will not be included in the redemption price. The Trustee shall have no duty to calculate or verify the calculations of the Adjusted Treasury Rate or the Comparable Treasury Price. (b) The Issuer shall Company will not redeem the Notes pursuant to Section 3.01(a4.1(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer Company in the payment of the Redemption Price with respect to the Notes to be redeemed). (c) Any redemption and notice of redemption may, at the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.

Appears in 1 contract

Sources: Supplemental Indenture (STORE CAPITAL Corp)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion discretion, at any time in whole or from time to time prior in part, for cash, at a redemption price with respect to the Maturity Date, in whole or in part. Prior Notes to be redeemed on any Redemption Date (the Par Call Date, the redemption price (“Redemption Price”) will equal to the greater of (i) 100% of the principal amount of the such Notes to be redeemed or and (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the principal amount of the Notes to be redeemed (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 35 basis pointspoints (0.350% or thirty five one-hundredths of one percent), plus, in each case, case accrued and unpaid interest thereon on the principal amount of such Notes to be redeemed (including Additional Interest, if applicable) to the Redemption Date; provided, however, that if the Redemption Date falls after a the Record Date immediately preceding an interest payment date and on or prior to the corresponding such interest payment date, the Issuer will pay the full amount of such accrued and unpaid interest, if anyany (including Additional Interest, if applicable), on such interest payment date to the Holder of record at the close of business on the corresponding such Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after 90 days prior to the Par Call Maturity Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Dateredeemed. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (Essex Property Trust Inc)

Optional Redemption of Notes. (a) Solely for the purposes of the Notes, Article Eleven of the Original Indenture shall be deleted and shall be replaced in the entirety by this Article 3. The Issuer Company shall have the right to redeem the Notes at on the terms set forth in this Section 3.01 in order to preserve the status of any of its option and in its sole discretion Subsidiaries as a REIT. If, at any time or from time time, the Company determines it is necessary to time prior redeem the Notes in order to preserve the Maturity Datestatus of any of its Subsidiaries as a REIT, the Company may, upon the notice set forth in Section 3.02, redeem the Notes for cash, in whole or in part. Prior , at a Redemption Price equal to the Par Call Date, the redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date (the “Redemption Price”) unless the Redemption Date falls after a Regular Record Date but on or prior to the immediately succeeding Interest Payment Date. (b) The Issuer , in which case the Company shall not instead pay the full amount of accrued and unpaid interest on any Notes to be redeemed to the Holder of such Notes as of the close of business on such Regular Record Date and the Redemption Price shall be 100% of the principal amount of Notes to be redeemed; provided that, in connection with any such redemption, the Company shall provide the Trustee with an Officers’ Certificate evidencing that the Board of Directors has, in good faith, made the determination that it is necessary to redeem the Notes in order to preserve the status of one or more of the Company’s Subsidiaries as a REIT. The foregoing redemption right shall terminate if the restrictions on ownership and transfer of the Common Shares set forth in Article 3 (or any successor provisions) of the Operating Agreement shall terminate or if the Board of Directors shall revoke or otherwise terminate all elections by all of the Company’s REIT Subsidiaries to qualify as a REIT pursuant to 856(g) (or any successor thereto) of the Code or if the Company shall no longer own a REIT Subsidiary. Other than as set forth in this Section 3.01(a) hereof on any date 3.01, the Notes shall not be subject to redemption at the option of the Company prior the Stated Maturity thereof. No Notes may be redeemed if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured rescinded, on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to Date. The Redemption Date must be redeemed)a Business Day.

Appears in 1 contract

Sources: First Supplemental Indenture (KKR Financial Holdings LLC)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion will be redeemable at any time time, at the option of the Company, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice as provided in the Indenture, on any date prior to maturity (the "Redemption Date") at a price equal to 100% of the principal amount thereof plus accrued and unpaid interest, if any, to the Redemption Date (subject to the right of Holders of record on the relevant record date to receive interest due on any interest payment date that is on or prior to the Maturity Redemption Date) plus a Make-Whole Premium, in whole or in part. Prior to if any (the Par Call Date, the redemption price (“"Redemption Price”) "). In no event will equal the greater of (i) a Redemption Price ever be less than 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead Redemption Date. The amount of the Holder surrendering its Notes for redemption). If Make-Whole Premium with respect to any of the Notes are (or portion thereof) to be redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% the excess, if any, of: (a) the sum of the present values, calculated as of the Redemption Date, of: (i) each interest payment that, but for such redemption, would have been payable on such Note (or portion thereof) being redeemed on each interest payment date occurring after the Redemption Date (excluding any accrued interest for the period prior to the Redemption Date); and (ii) the principal amount that, but for such redemption, would have been payable at the final maturity of such Note (or portion thereof) being redeemed; over (b) the principal amount of such Note (or portion thereof) being redeemed. The present values of interest and principal payments referred to in clause (a) above will be determined in accordance with generally accepted principles of financial analysis. Such present values will be calculated by discounting the Notes being redeemed plus unpaid interest, if any, accrued thereon toamount of each payment of interest or principal from the date that each such payment would have been payable, but excludingfor the redemption, to the Redemption Date at a discount rate equal to the Treasury Yield (as defined below) plus 50 basis points. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided that if the Company fails to make such appointment at least 30 business days prior to the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date , or if the principal amount institution so appointed is unwilling or unable to make such calculation, such calculation will be made by an independent investment banking institution of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default national standing appointed by the Issuer Trustee (in the payment of the Redemption Price with respect to the Notes to be redeemedany such case, an "Independent Investment Banker").

Appears in 1 contract

Sources: Seventh Supplemental Indenture (Pioneer Natural Resources Co)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion will be redeemable at any time time, at the option of the Company, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice as provided in the Indenture, on any date prior to maturity (the "Redemption Date") at a price equal to 100% of the principal amount thereof plus accrued and unpaid interest, if any, to the Redemption Date (subject to the right of Holders of record on the relevant record date to receive interest due on any interest payment date that is on or prior to the Maturity Redemption Date) plus a Make-Whole Premium, in whole or in part. Prior to if any (the Par Call Date, the redemption price (“"Redemption Price”) "). In no event will equal the greater of (i) a Redemption Price ever be less than 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead Redemption Date. The amount of the Holder surrendering its Notes for redemption). If Make-Whole Premium with respect to any of the Notes are (or portion thereof) to be redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% the excess, if any, of: (a) the sum of the present values, calculated as of the Redemption Date, of: (i) each interest payment that, but for such redemption, would have been payable on such Note (or portion thereof) being redeemed on each interest payment date occurring after the Redemption Date (excluding any accrued interest for the period prior to the Redemption Date); and (ii) the principal amount that, but for such redemption, would have been payable at the final maturity of such Note (or portion thereof) being redeemed; over (b) the principal amount of such Note (or portion thereof) being redeemed. The present values of interest and principal payments referred to in clause (a) above will be determined in accordance with generally accepted principles of financial analysis. Such present values will be calculated by discounting the Notes being redeemed plus unpaid interest, if any, accrued thereon toamount of each payment of interest or principal from the date that each such payment would have been payable, but excludingfor the redemption, to the Redemption Date at a discount rate equal to the Treasury Yield (as defined below) plus 20 basis points. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date , or if the principal amount institution so appointed is unwilling or unable to make such calculation, such calculation will be made by an independent investment banking institution of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default national standing appointed by the Issuer Trustee (in the payment of the Redemption Price with respect to the Notes to be redeemedany such case, an "Independent Investment Banker").

Appears in 1 contract

Sources: Fifth Supplemental Indenture (Pioneer Natural Resources Co)

Optional Redemption of Notes. (a) Except as set forth in clauses (b) and (c) of this Section 3.07, the Notes will not be redeemable at the Issuer’s option prior to December 15, 2034. The Issuer shall have is not prohibited, however, from acquiring the right Notes in market transactions by means other than a redemption, whether pursuant to a tender offer or otherwise, assuming such action does not otherwise violate this Indenture. (b) Prior to September 15, 2034 (three months prior to their maturity date) (the “Par Call Date”), the Issuer may redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Dateis option, in whole or in part. Prior , at any time and from time to the Par Call Datetime, the at a redemption price (“Redemption Price”expressed as a percentage of principal amount and rounded to three decimal places) will equal to the greater of of: (ia) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of discounted to the Redemption Date) that would be due if Date (assuming the Notes matured on the Par Call Date, discounted to the Redemption Date ) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis pointspoints less (b) interest accrued to the date of redemption (the “Redemption Date”), and (2) 100% of the principal amount of the Notes to be redeemed plus, in each either case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date . (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on c) On or after the Par Call Date, the Redemption Price will be Issuer may redeem the Notes, in whole or in part, at any time and from time to time at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest, if any, accrued interest thereon to, but excluding, to the Redemption Date. (bd) The Issuer Issuer’s actions and determinations in determining the redemption price shall not redeem be conclusive and binding for all purposes, absent manifest error. The Trustee shall have no obligation to determine, calculate or verify the Notes redemption price. (e) Any redemption pursuant to this Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect 3.07 shall be made pursuant to the Notes to be redeemed)provisions of Sections 3.01 through 3.06 hereof.

Appears in 1 contract

Sources: Indenture (DT Midstream, Inc.)

Optional Redemption of Notes. (a) The Issuer Company shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Par Call Date, in whole or in part. Prior to the Par Call Date, the at a redemption price (the “Redemption Price”) will in cash calculated by the Company and equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the Notes to be redeemed that would be due if such Notes matured on the Par Call Date but for the redemption thereof (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 20 basis pointspoints (0.20%), plus, in each case, accrued and unpaid interest thereon to to, but not including, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call Date, the Redemption Price in cash will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excludingnot including, the Redemption Date. (b) . The Issuer Company shall not redeem the Notes pursuant to this Section 3.01(a) hereof 4.1 if on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured annulled on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed)date.

Appears in 1 contract

Sources: First Supplemental Indenture (Phillips Edison Grocery Center Operating Partnership I, L.P.)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes for cash, in whole or in part, (i) at its option any time, if the Issuer determines it is necessary to redeem the Notes in order to preserve the Guarantor’s status as a real estate investment trust and in its sole discretion (ii) at any time or from time to time prior to the Maturity Datetime, on or after October 6, 2011, in whole or each case upon the notice set forth in part. Prior to the Par Call Date, the Section 3.02 at a redemption price (“Redemption Price”) will equal the greater of (i) to 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agentplus unpaid interest, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each caseany, accrued and unpaid interest thereon to to, but excluding, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if anyany (plus Additional Interest, if applicable), on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, ) and the Redemption Price will shall be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excludingto be redeemed. In connection with any redemption by the Issuer pursuant to clause (i) in this Section 3.01(a), the Redemption DateIssuer shall provide the Trustee with an Officers’ Certificate evidencing that the Board of Directors has, in good faith, made the determination that it is necessary to redeem the Notes in order to preserve the Guarantor’s status as a real estate investment trust. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (BioMed Realty Trust Inc)

Optional Redemption of Notes. (a) The Issuer Notes of each series shall have the right to redeem the Notes at its option and in its sole discretion be redeemable at any time time, at the option of the Company, in whole or from time to time in part, upon not less than 10 and not more than 60 days’ notice, on any date prior to the Maturity applicable maturity (the “Redemption Date”), notwithstanding any contrary provisions in whole Section 3.03 of the Indenture. If the 2024 Notes are redeemed before January 15, 2022 (the “2024 Notes Par Call Date”), the 2026 Notes are redeemed before December 15, 2025 (the “2026 Notes Par Call Date”), or in part. Prior to the 2031 Notes are redeemed before October 15, 2030 (the “2031 Notes Par Call Date” and, together with the 2024 Notes Par Call Date and the 2026 Notes Par Call Date, the “Par Call Dates” and each, a “Par Call Date”), such Notes will be redeemed at a redemption price (“Redemption Price”) will equal the greater of (i) to 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate thereof plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, to the Redemption Date (subject to the right of Holders of record on such interest payment the relevant record date to receive interest due on any Interest Payment Date that is on or prior to the Holder of record at Redemption Date) plus the close of business on applicable Make-Whole Premium described below, if any (the corresponding Record Date (instead “Redemption Price”). In the event that the Notes are so redeemed, the Redemption Price will never be less than 100% of the Holder surrendering its principal amount of such Notes for redemption)plus accrued and unpaid interest, if any, to the Redemption Date. If the 2024 Notes are redeemed on or after the 2024 Notes Par Call Date, the Redemption Price 2026 Notes are redeemed on or after the 2026 Notes Par Call Date or the 2031 Notes are redeemed on or after the 2031 Notes Par Call Date, such Notes will be redeemed at a redemption price equal to 100% of the principal amount of the such Notes being to be redeemed plus accrued and unpaid interest, if any, accrued thereon to, but excluding, to the Redemption Date (subject to the right of Holders of record on the relevant record date to receive interest due on any Interest Payment Date that is on or prior to the Redemption Date.). The amount of the Make-Whole Premium with respect to any Note (or portion thereof) to be redeemed before the applicable Par Call Date will be equal to the excess, if any, of: (a) the sum of the present values of: (i) each interest payment that, but for such redemption, would have been payable on such Note (or portion thereof) being redeemed on each Interest Payment Date occurring after the Redemption Date (excluding any accrued interest for the period prior to the Redemption Date), assuming such Note matured on the applicable Par Call Date; and (ii) the principal amount that, but for such redemption, would have been payable at the final maturity of such Note (or portion thereof) being redeemed, assuming such Note matured on the applicable Par Call Date; over (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of such Note (or portion thereof) being redeemed. The present values of interest and principal payments referred to in clause (a) above will be determined in accordance with generally accepted principles of financial analysis. Such present values will be calculated by discounting the amount of each payment of interest or principal from the date that each such payment would have been payable (calculated as if the Notes has been acceleratedbeing redeemed matured on the applicable Par Call Date), and such an acceleration has not been rescinded or cured on or prior but for the redemption, to such date the Redemption Date at a discount rate equal to the applicable Treasury Yield (except as defined below) plus 10 basis points in the case of the 2024 Notes, 10 basis points in the case of the 2026 Notes and 20 basis points in the case of the 2031 Notes. The present values of interest and principal payments referred to above and Make-Whole Premium will be calculated by an acceleration resulting from a default independent investment banking institution of national standing appointed by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed)Company.

Appears in 1 contract

Sources: Fourth Supplemental Indenture (Pioneer Natural Resources Co)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the The redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 20 basis pointspoints (0.20% or twenty one-hundredths of one percent), plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after 60 days prior to the Par Call Maturity Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (Healthcare Trust of America Holdings, LP)

Optional Redemption of Notes. (a) The Issuer Company shall have the right to redeem the Notes at its option and in its sole discretion discretion, at any time or from time to time prior to the Maturity Par Call Date, in whole or in part. Prior to the Par Call Date, the at a redemption price (the “Redemption Price”) will in cash calculated by the Company and equal to the greater of (i1) 100% of the principal amount of the Notes to be redeemed or (ii2) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal of and interest thereon on the Notes to be redeemed that would be due if the Notes matured on the Par Call Date (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-360- day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 20 basis pointspoints (0.20%), plus, in each case, accrued and unpaid interest thereon to to, but not including, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, the Company shall have the right to redeem the Notes at its option and in its sole discretion, at any time or from time to time, in whole or in part on or after the Par Call Date and, if the Notes are redeemed on or after the Par Call Date, the Redemption Price in cash will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excludingnot including, the Redemption Date. ; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding Interest Payment Date, the Company will pay the full amount of accrued and unpaid interest, if any, on such Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (b) instead of the Holder surrendering its Notes for redemption). The Issuer Company shall not redeem the Notes pursuant to this Section 3.01(a) hereof 4.1 on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed)date.

Appears in 1 contract

Sources: Third Supplemental Indenture (Invitation Homes Inc.)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion will be redeemable at any time time, at the option of the Company, in whole or from time to time in part, upon not less than 30 and not more than 60 days’ notice, as provided in the Indenture, on any date prior to maturity (the “Redemption Date”). If the Notes are redeemed before the date that is three months prior to the Maturity Date, in whole or in part. Prior the Notes will be redeemed at a redemption price equal to 100% of the principal amount thereof plus accrued and unpaid interest, if any, to the Par Call Redemption Date (subject to the right of Holders of record on the relevant record date to receive interest due on any interest payment date that is on or prior to the Redemption Date) plus a Make-Whole Premium, if any (the redemption price (“Redemption Price”) ). In the event that the Notes are so redeemed, the Redemption Price will equal the greater of (i) never be less than 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption)Redemption Date. If the Notes are redeemed on or after the Par Call date that is three months prior to the Maturity Date, the Redemption Price Notes will be redeemed at a redemption price equal to 100% of the principal amount of the Notes being then outstanding to be redeemed plus accrued and unpaid interest, if any, accrued thereon to, but excluding, to the Redemption Date (subject to the right of Holders of record on the relevant record date to receive interest due on any interest payment date that is on or prior to the Redemption Date.). The amount of the Make-Whole Premium with respect to any of the Notes (or portion thereof) to be redeemed before the date that is three months prior to the Maturity Date will be equal to the excess, if any, of: (a) the sum of the present values, calculated as of the Redemption Date, of: (i) each interest payment that, but for such redemption, would have been payable on such Note (or portion thereof) being redeemed on each interest payment date occurring after the Redemption Date (excluding any accrued interest for the period prior to the Redemption Date); and (ii) the principal amount that, but for such redemption, would have been payable at the final maturity of such Note (or portion thereof) being redeemed; over (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of such Note (or portion thereof) being redeemed. The present values of interest and principal payments referred to in clause (a) above will be determined in accordance with generally accepted principles of financial analysis. Such present values will be calculated by discounting the Notes has amount of each payment of interest or principal from the date that each such payment would have been acceleratedpayable, and but for the redemption, to the Redemption Date at a discount rate equal to the Treasury Yield (as defined below) plus 37.5 basis points. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided that if the Company fails to make such an acceleration has not been rescinded or cured on or appointment at least 30 business days prior to the Redemption Date, or if the institution so appointed is unwilling or unable to make such date (except in the case calculation, such calculation will be made by an independent investment banking institution of an acceleration resulting from a default national standing appointed by the Issuer Trustee (in the payment of the Redemption Price with respect to the Notes to be redeemedany such case, an “Independent Investment Banker”).

Appears in 1 contract

Sources: Supplemental Indenture (Pioneer Natural Resources Co)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion will be redeemable at any time time, at the option of the Company, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice as provided in the Indenture, on any date prior to maturity (the "Redemption Date") at a price equal to 100% of the principal amount thereof plus accrued and unpaid interest, if any, to the Redemption Date (subject to the right of Holders of record on the relevant record date to receive interest due on any interest payment date that is on or prior to the Maturity Redemption Date) plus a Make-Whole Premium, in whole or in part. Prior to if any (the Par Call Date, the redemption price (“"Redemption Price”) "). In no event will equal the greater of (i) a Redemption Price ever be less than 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead Redemption Date. The amount of the Holder surrendering its Notes for redemption). If Make-Whole Premium with respect to any of the Notes are (or portion thereof) to be redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% the excess, if any, of: (a) the sum of the present values, calculated as of the Redemption Date, of: (i) each interest payment that, but for such redemption, would have been payable on such Note (or portion thereof) being redeemed on each interest payment date occurring after the Redemption Date (excluding any accrued interest for the period prior to the Redemption Date); and (ii) the principal amount that, but for such redemption, would have been payable at the final maturity of such Note (or portion thereof) being redeemed; over (b) the principal amount of such Note (or portion thereof) being redeemed. The present values of interest and principal payments referred to in clause (a) above will be determined in accordance with generally accepted principles of financial analysis. Such present values will be calculated by discounting the Notes being redeemed plus unpaid interest, if any, accrued thereon toamount of each payment of interest or principal from the date that each such payment would have been payable, but excludingfor the redemption, to the Redemption Date at a discount rate equal to the Treasury Yield (as defined below) plus 50 basis points. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date , or if the principal amount institution so appointed is unwilling or unable to make such calculation, such calculation will be made by Credit Suisse First Boston Corporation (or its successor) or, if such firm is unwilling or unable to make such calculation, by an independent investment banking institution of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default national standing appointed by the Issuer Trustee (in the payment of the Redemption Price with respect to the Notes to be redeemedany such case, an "Independent Investment Banker").

Appears in 1 contract

Sources: Second Supplemental Indenture (Pioneer Natural Resources Co)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option for cash, in whole or in part, (i) prior to April 5, 2012, if the Issuer determines it is necessary to redeem the Notes in order to preserve the Guarantor’s status as a real estate investment trust and in its sole discretion (ii) at any time or from time to time prior to the Maturity Datetime, on or after April 5, 2012, in whole or each case upon the notice set forth in part. Prior to the Par Call Date, the Section 3.02 at a redemption price (“Redemption Price”) will equal the greater of (i) to 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agentplus unpaid interest, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each caseany, accrued and unpaid interest thereon to to, but excluding, the Redemption Date; provided, however, however that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, ) and the Redemption Price will shall be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excludingto be redeemed. In connection with any redemption by the Issuer pursuant to clause (i) in this Section 3.01(a), the Redemption DateIssuer shall provide the Trustee with an Officers’ Certificate evidencing that the Board of Directors has, in good faith, made the determination that it is necessary to redeem the Notes in order to preserve the Guarantor’s status as a real estate investment trust. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (Extra Space Storage Inc.)

Optional Redemption of Notes. (a) The Issuer shall Company will have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Par Call Date, in whole or in part. Prior to the Par Call Date, the The redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the Notes to be redeemed that would be due if such Notes matured on the Par Call Date (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 20 basis pointspoints (0.200% or twenty one-hundredths of one percent), plus, in each case, accrued and unpaid interest thereon to to, but not including, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date and such amount of interest will not be included in the redemption price (instead of including the Holder surrendering its Notes for redemptionpresent value referred to above). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date; provided, however, that if the redemption date falls after a record date and on or prior to the corresponding interest payment date, the Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the holder of record at the close of business on the corresponding record date and such amount of interest will not be included in the redemption price. The Trustee shall have no duty to calculate or verify the calculations of the Adjusted Treasury Rate or the Comparable Treasury Price. (b) The Issuer shall Company will not redeem the Notes pursuant to Section 3.01(a4.1(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer Company in the payment of the Redemption Price with respect to the Notes to be redeemed). (c) Any redemption and notice of redemption may, at the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.

Appears in 1 contract

Sources: Supplemental Indenture (STORE CAPITAL Corp)

Optional Redemption of Notes. (a) The Issuer shall have the right to Company may redeem on any one or more occasions some or all of the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in partbefore they mature. Prior to the Par Call Date, the The redemption price (the “Redemption Price”) will equal the greater sum of (i1) 100% of the principal an amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest, if any, accrued thereon up to, but excludingnot including, the Redemption Date. Date and (b2) The Issuer shall a Make-Whole Premium; provided that, the Company will not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer Company in the payment of the Redemption Price with respect to the Notes to be redeemed). Notwithstanding the foregoing, if the 2020 Notes are redeemed on or after September 1, 2020 or if the 2025 Notes are redeemed on or after July 1, 2025, the Redemption Price will not include a Make-Whole Premium; provided further that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Company will pay the full amount of accrued and unpaid interest and premium, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption), subject to Applicable Procedures, and the Redemption Price shall not include accrued and unpaid interest up to, but not including, the Redemption Date. If a series of Notes is redeemable and the Company wants or is obligated to redeem prior to the Stated Maturity thereof all or part of the series of Notes pursuant to the terms of such Notes, it shall notify the Trustee in writing of the Redemption Date and the principal amount of the series of Notes to be redeemed. The Company shall give written notice not fewer than thirty five (35) calendar days prior to the Redemption Date (or such shorter notice as may be acceptable to the Trustee).

Appears in 1 contract

Sources: Indenture (Digital Realty Trust, L.P.)

Optional Redemption of Notes. (a) The Issuer shall have Other than pursuant to Section 4.01(b), the right to Company may not voluntarily redeem any portion of the Notes at from the Closing Date through September 26, 2005. At its option from and after September 26, 2005 through the Maturity Date, upon notice as provided in its sole discretion Section 4.01(c), the Company may redeem at any time time, or from time to time prior to time, all or any part of the Maturity Date, in whole or in part. Prior to the Par Call Date, Notes at the redemption price (expressed as percentages of the principal amount of Notes outstanding) set forth below (the "Redemption Price”Premium") will equal plus accrued and unpaid interest thereon, if any, to the greater applicable redemption date: Optional Redemption Price as a Percentage of Period the Principal Amount ----------------------------------------- -------------------------------------------- From and after September 26, 2003 through Not Redeemable September 26, 2005 From September 27, 2005 through 101.5% the Maturity Date (ib) 100Any time subsequent to the Closing, in the event that the Company completes a Qualified Public Equity Offering, the Company may redeem up to 20% of the then outstanding Notes at 101.5% of the principal face amount of such Notes plus accrued and unpaid interest thereon, if any, to the applicable redemption date. Such redemption shall be made pro rata across all tranches of Notes issued hereunder. (c) The Company will give each holder of a Note written notice of each optional redemption under this Section 4.01 not less than 30 days and not more than 60 days prior to the date fixed for such redemption, in each case specifying such date, the aggregate principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agentredeemed, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of each Note held by such holder to be redeemed. Such notice shall be accompanied by an officer's certificate certifying that the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, conditions of this Section 4.01 have been fulfilled and specifying the Redemption Dateparticulars of such fulfillment. (bd) The Issuer shall Notwithstanding anything to the contrary contained herein, the Company may not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount portion of the Notes has been accelerated, and such an acceleration has not been rescinded under Sections 4.01(a) or cured on (b) if a Default or prior to such date (except in the case Event of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to Default shall be redeemed)continuing.

Appears in 1 contract

Sources: Purchase Agreement (Celerity Group Inc)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the Company may redeem the Notes at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) (the “Redemption Price”) will equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed or (iia) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of discounted to the Redemption Date) that would be due if Date (assuming the Notes matured on the Par Call Date, discounted to the Redemption Date ) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 15 basis pointspoints less (b) interest accrued to, but excluding, the Redemption Date; and (ii) 100% of the principal amount of the Notes; plus, in each either case, accrued and unpaid interest thereon to to, but excluding, the Redemption Date; provided. Notwithstanding the foregoing, howeverif the Notes are redeemed on or after the Par Call Date, that the Company may redeem the Notes, in whole or in part, at any time and from time to time, at a Redemption Price equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest thereon to, but excluding, the Redemption Date. Notwithstanding the foregoing, if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer Company shall not redeem the Notes pursuant to this Section 3.01(a) hereof 4.1 if on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except date. The Company’s actions and determinations in the case of an acceleration resulting from a default by the Issuer in the payment of determining the Redemption Price with respect to the Notes to shall be redeemed)conclusive and binding for all purposes, absent manifest error.

Appears in 1 contract

Sources: Fifteenth Supplemental Indenture (Extra Space Storage Inc.)

Optional Redemption of Notes. (a) The Issuer shall Company will have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Par Call Date, in whole or in part. Prior to the Par Call Date, the The redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the Notes to be redeemed that would be due if such Notes matured on the Par Call Date (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 30 basis pointspoints (0.30% or thirty one-hundredths of one percent), plus, in each case, accrued and unpaid interest thereon to to, but not including, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date and such amount of interest will not be included in the redemption price (instead of including the Holder surrendering its Notes for redemptionpresent value referred to above). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date; provided, however, that if the redemption date falls after a record date and on or prior to the corresponding interest payment date, the Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the holder of record at the close of business on the corresponding record date and such amount of interest will not be included in the redemption price. The Trustee shall have no duty to calculate or verify the calculations of the Adjusted Treasury Rate or the Comparable Treasury Price. (b) The Issuer shall Company will not redeem the Notes pursuant to Section 3.01(a4.1(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer Company in the payment of the Redemption Price with respect to the Notes to be redeemed). (c) Any redemption and notice of redemption may, at the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.

Appears in 1 contract

Sources: Supplemental Indenture (STORE CAPITAL Corp)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion will be redeemable at any time time, at the option of the Company, in whole or from time to time in part, upon not less than 30 and not more than 60 days’ notice as provided in the Indenture, on any date prior to maturity (the “Redemption Date”) at a price equal to 100% of the principal amount thereof plus accrued and unpaid interest, if any, to the Redemption Date (subject to the right of Holders of record on the relevant record date to receive interest due on any interest payment date that is on or prior to the Maturity Redemption Date) plus a Make-Whole Premium, in whole or in part. Prior to if any (the Par Call Date, the redemption price (“Redemption Price”) ). In no event will equal the greater of (i) a Redemption Price ever be less than 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead Redemption Date. The amount of the Holder surrendering its Notes for redemption). If Make-Whole Premium with respect to any of the Notes are (or portion thereof) to be redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% the excess, if any, of: (a) the sum of the present values, calculated as of the Redemption Date, of: (i) each interest payment that, but for such redemption, would have been payable on such Note (or portion thereof) being redeemed on each interest payment date occurring after the Redemption Date (excluding any accrued interest for the period prior to the Redemption Date); and (ii) the principal amount that, but for such redemption, would have been payable at the final maturity of such Note (or portion thereof) being redeemed; over (b) the principal amount of such Note (or portion thereof) being redeemed. The present values of interest and principal payments referred to in clause (a) above will be determined in accordance with generally accepted principles of financial analysis. Such present values will be calculated by discounting the Notes being redeemed plus unpaid interest, if any, accrued thereon toamount of each payment of interest or principal from the date that each such payment would have been payable, but excludingfor the redemption, to the Redemption Date at a discount rate equal to the Treasury Yield (as defined below) plus 50 basis points. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided that if the Company fails to make such appointment at least 30 business days prior to the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date , or if the principal amount institution so appointed is unwilling or unable to make such calculation, such calculation will be made by an independent investment banking institution of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default national standing appointed by the Issuer Trustee (in the payment of the Redemption Price with respect to the Notes to be redeemedany such case, an “Independent Investment Banker”).

Appears in 1 contract

Sources: Second Supplemental Indenture (Pioneer Natural Resources Co)

Optional Redemption of Notes. (a) The Issuer Company shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Par Call Date, in whole or in part. Prior to the Par Call Date, the The redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the Notes to be redeemed that would be due if the Notes matured on the Par Call Date (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 30 basis pointspoints (0.30% or thirty-hundredths of one percent), plus, in each case, accrued and unpaid interest thereon to to, but not including, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer Company shall not redeem the Notes pursuant to Section 3.01(a4.1(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer Company in the payment of the Redemption Price with respect to the Notes to be redeemed). (c) Any redemption and notice of redemption may, at the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.

Appears in 1 contract

Sources: Supplemental Indenture (Hudson Pacific Properties, L.P.)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the Company may redeem the Notes at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) (the “Redemption Price”) will equal to the greater of of: (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of discounted to the Redemption Date) that would be due if Date (assuming the Notes matured on the Par Call Date, discounted to the Redemption Date ) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 20 basis pointspoints less (ii) interest accrued to the date of redemption, and (2) 100% of the principal amount of the Notes to be redeemed, plus, in each either case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date . (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on b) On or after the Par Call Date, the Company may redeem the Notes, in whole or in part, at any time and from time to time, at a Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest, if any, accrued interest thereon to, but excluding, to the Redemption Date. (b) . The Issuer Company shall not redeem the Notes pursuant to this Section 3.01(a) hereof 4.1 if on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except Redemption Date. The Company’s actions and determinations in the case of an acceleration resulting from a default by the Issuer in the payment of determining the Redemption Price with respect shall be conclusive and binding for all purposes, absent manifest error. (c) Notwithstanding the foregoing, installments of interest that are due and payable on any Interest Payment Date falling on or prior to a Redemption Date will be payable to the persons who were the registered Holders of the Notes (or one or more predecessor Notes) at the close of business on the relevant Record Dates according to be redeemed)their terms and the provisions of the Indenture.

Appears in 1 contract

Sources: Fourth Supplemental Indenture (Phillips Edison & Company, Inc.)

Optional Redemption of Notes. (a) The Issuer Company shall have the right to redeem the Notes at its option and in its sole discretion discretion, at any time or from time to time prior to the Maturity Par Call Date, in whole or in part. Prior to the Par Call Date, the at a redemption price (the “Redemption Price”) will in cash calculated by the Company and equal to the greater of (i1) 100% of the principal amount of the Notes to be redeemed or (ii2) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal of and interest thereon on the Notes to be redeemed that would be due if the Notes matured on the Par Call Date (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 20 basis pointspoints (0.200%), plus, in each case, accrued and unpaid interest thereon to to, but not including, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, the Company shall have the right to redeem the Notes at its option and in its sole discretion, at any time or from time to time, in whole or in part on or after the Par Call Date and, if the Notes are redeemed on or after the Par Call Date, the Redemption Price in cash will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excludingnot including, the Redemption Date. ; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding Interest Payment Date, the Company will pay the full amount of accrued and unpaid interest, if any, on such Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (b) instead of the Holder surrendering its Notes for redemption). The Issuer Company shall not redeem the Notes pursuant to this Section 3.01(a) hereof 4.1 on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed)date.

Appears in 1 contract

Sources: Seventh Supplemental Indenture (Invitation Homes Inc.)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion will be redeemable at any time time, at the option of the Company, in whole or from time to time in part, upon not less than 30 and not more than 60 days' notice as provided in the Indenture, on any date prior to maturity (the "Redemption Date") at a price equal to 100% of the principal amount thereof plus accrued and unpaid interest, if any, to the Redemption Date (subject to the right of Holders of record on the relevant record date to receive interest due on any interest payment date that is on or prior to the Maturity Redemption Date) plus a Make-Whole Premium, in whole or in part. Prior to if any (the Par Call Date, the redemption price (“"Redemption Price”) "). In no event will equal the greater of (i) a Redemption Price ever be less than 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead Redemption Date. The amount of the Holder surrendering its Notes for redemption). If Make-Whole Premium with respect to any of the Notes are (or portion thereof) to be redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% the excess, if any, of: (a) the sum of the present values, calculated as of the Redemption Date, of: (i) each interest payment that, but for such redemption, would have been payable on such Note (or portion thereof) being redeemed on each interest payment date occurring after the Redemption Date (excluding any accrued interest for the period prior to the Redemption Date); and (ii) the principal amount that, but for such redemption, would have been payable at the final maturity of such Note (or portion thereof) being redeemed; over (b) the principal amount of such Note (or portion thereof) being redeemed. The present values of interest and principal payments referred to in clause (a) above will be determined in accordance with generally accepted principles of financial analysis. Such present values will be calculated by discounting the Notes being redeemed plus unpaid interest, if any, accrued thereon toamount of each payment of interest or principal from the date that each such payment would have been payable, but excludingfor the redemption, to the Redemption Date at a discount rate equal to the Treasury Yield (as defined below) plus 50 basis points. The Make-Whole Premium will be calculated by an independent investment banking institution of national standing appointed by the Company; provided that if the Company fails to make such appointment at least 45 business days prior to the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date , or if the principal amount institution so appointed is unwilling or unable to make such calculation, such calculation will be made by an independent investment banking institution of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default national standing appointed by the Issuer Trustee (in the payment of the Redemption Price with respect to the Notes to be redeemedany such case, an "Independent Investment Banker").

Appears in 1 contract

Sources: Supplemental Indenture (Pioneer Natural Resources Co)

Optional Redemption of Notes. (a) The Issuer Company shall have the right to redeem the Notes at its option and in its sole discretion discretion, at any time or from time to time prior to the Maturity Par Call Date, in whole or in part. Prior to the Par Call Date, the at a redemption price (the “Redemption Price”) will in cash calculated by the Company and equal to the greater of (i1) 100% of the principal amount of the Notes to be redeemed or (ii2) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal of and interest thereon on the Notes to be redeemed that would be due if the Notes matured on the Par Call Date (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-360- day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 30 basis pointspoints (0.30%), plus, in each case, accrued and unpaid interest thereon to to, but not including, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, the Company shall have the right to redeem the Notes at its option and in its sole discretion, at any time or from time to time, in whole or in part on or after the Par Call Date and, if the Notes are redeemed on or after the Par Call Date, the Redemption Price in cash will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excludingnot including, the Redemption Date. ; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding Interest Payment Date, the Company will pay the full amount of accrued and unpaid interest, if any, on such Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (b) instead of the Holder surrendering its Notes for redemption). The Issuer Company shall not redeem the Notes pursuant to this Section 3.01(a) hereof 4.1 on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed)date.

Appears in 1 contract

Sources: Supplemental Indenture (Invitation Homes Inc.)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Datefor cash, in whole or in part. Prior , if the Issuer determines it is necessary to redeem the Par Call DateNotes in order to preserve the Guarantor’s status as a real estate investment trust, upon the notice set forth in Section 3.02 at a redemption price (“Redemption Price”) will equal the greater of (i) to 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agentplus unpaid interest, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each caseany, accrued and unpaid interest thereon to to, but excluding, the Redemption Date; provided, however, however that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, ) and the Redemption Price will shall be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excludingto be redeemed. In connection with any redemption by the Issuer pursuant to clause (i) in this Section 3.01(a), the Redemption DateIssuer shall provide the Trustee with an Officers’ Certificate evidencing that the Board of Trustees has, in good faith, made the determination that it is necessary to redeem the Notes in order to preserve the Guarantor’s status as a real estate investment trust. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (Pennsylvania Real Estate Investment Trust)

Optional Redemption of Notes. (a) The Issuer shall have the right to Company may redeem on any one or more occasions some or all of the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in partof a Series before they mature. Prior to the Par Call Date, the The redemption price (the “Redemption Price”) will equal the greater sum of (i1) an amount equal to 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate Series being redeemed plus 25 basis points, plus, in each case, accrued and unpaid interest thereon up to, but not including, the Redemption Date and (2) a Make-Whole Premium; provided that, the Company will not redeem the Notes of a Series on any date if the principal amount of the Notes of such Series has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Company in the payment of the Redemption Price with respect to the Notes of such Series to be redeemed). Notwithstanding the foregoing, if the 2023 Notes are redeemed on or after January 1, 2023 or if the 2027 Notes are redeemed on or after May 15, 2027, the Redemption DatePrice will not include a Make-Whole Premium; provided, however, provided further that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, ) and the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus shall not include accrued and unpaid interest, if any, accrued thereon interest up to, but excludingnot including, the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Supplemental Indenture (Digital Realty Trust, L.P.)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the Company may redeem the Notes at its option, in whole or in part, at any time and from time to time, at a redemption price (“Redemption Price”expressed as a percentage of principal amount and rounded to three decimal places) will equal to the greater of of: (i) (a) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of discounted to the Redemption Date) that would be due if Date (assuming the Notes matured on the Par Call Date, discounted to the Redemption Date ) on a semi-annual semiannual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis pointspoints (0.250% or twenty-five one-hundredths of one percent) less (b) accrued and unpaid interest thereon to, plusbut excluding, the date of Redemption; and (ii) 100% of the principal amount of any Notes being redeemed, plus in each case, accrued and unpaid interest thereon to to, but excluding, the Redemption Date; provided. (b) On or after the Par Call Date, howeverthe Company may redeem the Notes at its option, that in whole or in part, at any time and from time to time, at a redemption price equal to 100% of the principal amount of any Notes being redeemed plus accrued and unpaid interest thereon to, but excluding, the Redemption Date. (c) Notwithstanding the foregoing, if the a Redemption Date falls after a Record Date record date and on or prior to the corresponding interest payment date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder holder of record at the close of business on the corresponding Record Date (instead record date. The Company’s actions and determinations in determining the redemption price shall be conclusive and binding for all purposes, absent manifest error. The Trustee shall have no duty to calculate or verify the calculations of the Holder surrendering its Notes for redemption). If redemption price or the Notes are redeemed Treasury Rate and may conclusively rely on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption DateCompany’s calculations. (bd) The Issuer shall Company will not redeem the Notes pursuant to Section 3.01(a4.1(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer Company in the payment of the Redemption Price with respect to the Notes to be redeemed). (e) Any redemption and notice of redemption may, at the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.

Appears in 1 contract

Sources: Supplemental Indenture (Store Capital LLC)

Optional Redemption of Notes. (a) The Issuer Company shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Par Call Date, in whole or in part. Prior to the Par Call Date, the The redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the Notes to be redeemed that would be due if the Notes matured on the Par Call Date (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 30 basis pointspoints (0.30% or thirty one-hundredths of one percent), plus, in each case, accrued and unpaid interest thereon to to, but not including, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer Company shall not redeem the Notes pursuant to Section 3.01(a4.1(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer Company in the payment of the Redemption Price with respect to the Notes to be redeemed). (c) Any redemption and notice of redemption may, at the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.

Appears in 1 contract

Sources: Supplemental Indenture (Hudson Pacific Properties, L.P.)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion discretion, at any time in whole or from time to time prior in part, for cash, at a redemption price with respect to the Maturity Date, in whole or in part. Prior Notes to be redeemed on any Redemption Date (the Par Call Date, the redemption price (“Redemption Price”) will equal to the greater of (i) 100% of the principal amount of the such Notes to be redeemed or and (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the principal amount of the Notes to be redeemed (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis pointspoints (0.250%), plus, in each case, case accrued and unpaid interest thereon on the principal amount of such Notes to be redeemed (including Additional Interest, if applicable) to the Redemption Date; provided, however, that if the Redemption Date falls after a the Record Date immediately preceding an interest payment date and on or prior to the corresponding such interest payment date, the Issuer will pay the full amount of such accrued and unpaid interest, if anyany (including Additional Interest, if applicable), on such interest payment date to the Holder of record at the close of business on the corresponding such Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (Essex Portfolio Lp)

Optional Redemption of Notes. (a) The Issuer Company shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Par Call Date, in whole or in part. Prior to the Par Call Date, the at a redemption price (the “Redemption Price”) will calculated by the Company and equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the Notes to be redeemed that would be due if the Notes matured on the Par Call Date (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 15 basis points, plus, in each case, accrued and unpaid interest thereon to to, but not including, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excludingnot including, the Redemption Date. (b) . The Issuer Company shall not redeem the Notes pursuant to this Section 3.01(a) hereof 4.1 if on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed)date.

Appears in 1 contract

Sources: First Supplemental Indenture (Extra Space Storage Inc.)

Optional Redemption of Notes. (a) The Issuer shall not have the right to redeem any Notes prior to January 15, 2011, except to preserve its status as a real estate investment trust. If the Issuer determines it is necessary to redeem the Notes at in order to preserve its option and status as a real estate investment trust, the Issuer may, upon the notice set forth in its sole discretion at any time or from time to time prior to Section 3.02, redeem the Maturity DateNotes for cash, in whole or in part. Prior to the Par Call Date, the at a redemption price (“Redemption Price”) will equal the greater of (i) to 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) ; provided that, in connection with any such redemption, the Issuer shall provide the Trustee with an Officers’ Certificate evidencing that the Board of Directors has, in good faith, made the determination that it is necessary to redeem the Notes in order to preserve the Issuer’s status as a real estate investment trust. The Issuer shall not have the right to redeem the Notes pursuant for cash, in whole or in part at any time or from time to time, on or after January 15, 2011 upon the notice set forth in Section 3.01(a) hereof on any date if 3.02, at a redemption price equal to 100% of the principal amount of the Notes has been acceleratedto be redeemed plus unpaid interest, and such if any, accrued thereon to, but excluding, the Redemption Date. In connection with any redemption in accordance with the provisions of this Section 3.01, if an acceleration has not been rescinded or cured Interest Payment Date falls on or prior to the Redemption Date, then the interest payable on such date (except in Interest Payment Date shall be paid to the case holders of an acceleration resulting from a default by the Issuer in the payment record of the Redemption Price with respect to Notes on the applicable Record Date instead of the holders surrendering the Notes to be redeemed)for redemption.

Appears in 1 contract

Sources: Indenture (United Dominion Realty Trust Inc)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the The redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 30 basis pointspoints (0.30% or thirty one-hundredths of one percent), plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if anyany (plus Additional Interest, if applicable), on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call DateJuly 17, 2023, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (DCT Industrial Trust Inc.)

Optional Redemption of Notes. (a) The Issuer Notes shall have the right to redeem the Notes at its option and in its sole discretion be redeemable at any time time, at the option of the Company, in whole or from time to time in part, upon not less than 10 and not more than 60 days’ notice, on any date prior to maturity (the “Redemption Date”), notwithstanding any contrary provisions in Section 3.03 of the Indenture. If the Notes are redeemed before May 15, 2030 (the “Par Call Date”), such Notes will be redeemed at a redemption price equal to 100% of the principal amount thereof plus accrued and unpaid interest, if any, to the Redemption Date (subject to the right of Holders of record on the relevant record date to receive interest due on any Interest Payment Date that is on or prior to the Maturity Redemption Date) plus a Make-Whole Premium, in whole or in part. Prior to if any (the Par Call Date, the redemption price (“Redemption Price”) ). In the event that the Notes are so redeemed, the Redemption Price will equal the greater of (i) never be less than 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption)Redemption Date. If the Notes are redeemed on or after the Par Call Date, the Redemption Price Notes will be redeemed at a redemption price equal to 100% of the principal amount of the Notes being then outstanding to be redeemed plus accrued and unpaid interest, if any, accrued thereon to, but excluding, to the Redemption Date (subject to the right of Holders of record on the relevant record date to receive interest due on any Interest Payment Date that is on or prior to the Redemption Date.). The amount of the Make-Whole Premium with respect to any Note (or portion thereof) to be redeemed before the Par Call Date will be equal to the excess, if any, of: (a) the sum of the present values of: (i) each interest payment that, but for such redemption, would have been payable on such Note (or portion thereof) being redeemed on each Interest Payment Date occurring after the Redemption Date (excluding any accrued interest for the period prior to the Redemption Date), assuming such Note matured on the Par Call Date; and (ii) the principal amount that, but for such redemption, would have been payable at the final maturity of such Note (or portion thereof) being redeemed, assuming such Note matured on the Par Call Date; over (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of such Note (or portion thereof) being redeemed. The present values of interest and principal payments referred to in clause (a) above will be determined in accordance with generally accepted principles of financial analysis. Such present values will be calculated by discounting the amount of each payment of interest or principal from the date that each such payment would have been payable (calculated as if the Notes has been acceleratedmatured on the Par Call Date), but for the redemption, to the Redemption Date at a discount rate equal to the Treasury Yield (as defined below) plus 25 basis points. The present values of interest and such principal payments referred to above and Make-Whole Premium will be calculated by an acceleration has not been rescinded or cured on or prior to such date (except in the case independent investment banking institution of an acceleration resulting from a default national standing appointed by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed)Company.

Appears in 1 contract

Sources: Third Supplemental Indenture (Pioneer Natural Resources Co)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion discretion, at any time in whole or from time to time prior in part, for cash, at a redemption price with respect to the Maturity Date, in whole or in part. Prior Notes to be redeemed on any Redemption Date (the Par Call Date, the redemption price (“Redemption Price”) will equal to the greater of (i) 100% of the principal amount of the such Notes to be redeemed or and (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the principal amount of the Notes to be redeemed that would be due if such Notes to be redeemed matured on the Par Call Date but for redemption thereof on such Redemption Date (not including any portion of such payments of interest accrued as of the such Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the such Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 twenty-five (25) basis pointspoints (0.25% or twenty-five one-hundredths of one percent), plus, in each case, accrued and unpaid interest thereon on the principal amount of such Notes to the be redeemed to, but excluding, such Redemption Date; provided, however, that if the such Redemption Date falls after a the Record Date immediately preceding an interest payment date and on or prior to the corresponding such interest payment date, the Issuer will pay the full amount of such accrued and unpaid interestinterest and premium, if any, on such interest payment date to the Holder of record at the close of business on the corresponding such Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest, if any, accrued thereon to, but excluding, interest on the principal amount of such Notes to be redeemed to the Redemption DateDate for such redemption. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (Essex Portfolio Lp)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion discretion, at any time in whole or from time to time prior in part, for cash, at a redemption price with respect to the Maturity Date, in whole or in part. Prior Notes to be redeemed on any Redemption Date (the Par Call Date, the redemption price (“Redemption Price”) will equal to the greater of (i) 100% of the principal amount of the such Notes to be redeemed or and (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the principal amount of the Notes to be redeemed (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis pointspoints (0.●% or ● one-hundredths of one percent), plus, in each case, case accrued and unpaid interest thereon on the principal amount of such Notes to be redeemed to the Redemption Date; provided, however, that if the Redemption Date falls after a the Record Date immediately preceding an interest payment date and on or prior to the corresponding such interest payment date, the Issuer will pay the full amount of such accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding such Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call Date·, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest, if any, accrued thereon to, but excluding, interest on the principal amount of such Notes to be redeemed to the Redemption DateDate for such redemption. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (Essex Portfolio Lp)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the The redemption price ("Redemption Price") will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 35 basis pointspoints (0.35% or thirty-five one-hundredths of one percent), plus, in each case, accrued and unpaid interest thereon to the applicable Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if anyany (plus Additional Interest, if applicable), on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call DateMarch 15, 2023, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (ba) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (Lexington Realty Trust)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes for cash, in whole or in part, (i) at its option any time, if the Issuer determines it is necessary to redeem the Notes in order to preserve the Guarantor’s status as a real estate investment trust and in its sole discretion (ii) at any time or from time to time prior to the Maturity Datetime, on or after January 21, 2015, in whole or each case upon the notice set forth in part. Prior to the Par Call Date, the Section 3.02 at a redemption price (“Redemption Price”) will equal the greater of (i) to 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agentplus unpaid interest, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each caseany, accrued and unpaid interest thereon to to, but excluding, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if anyany (plus Additional Interest, if applicable), on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, ) and the Redemption Price will shall be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excludingto be redeemed. In connection with any redemption by the Issuer pursuant to clause (i) in this Section 3.01(a), the Redemption DateIssuer shall provide the Trustee with an Officers’ Certificate evidencing that the Board of Directors has, in good faith, made the determination that it is necessary to redeem the Notes in order to preserve the Guarantor’s status as a real estate investment trust. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (BioMed Realty Trust Inc)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the The redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 30 basis pointspoints (0.30% or thirty one-hundredths of one percent), plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if anyany (plus Additional Interest, if applicable), on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after 90 days prior to the Par Call Maturity Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (Healthcare Trust of America, Inc.)

Optional Redemption of Notes. (a) The Issuer Company shall have the right to redeem the Notes at its option and in its sole discretion discretion, at any time or from time to time prior to the Maturity Par Call Date, in whole or in part. Prior to the Par Call Date, the at a redemption price (the “Redemption Price”) will in cash calculated by the Company and equal to the greater of (i1) 100% of the principal amount of the Notes to be redeemed or (ii2) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal of and interest thereon on the Notes to be redeemed that would be due if the Notes matured on the Par Call Date (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-360- day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 15 basis pointspoints (0.15%), plus, in each case, accrued and unpaid interest thereon to to, but not including, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, the Company shall have the right to redeem the Notes at its option and in its sole discretion, at any time or from time to time, in whole or in part on or after the Par Call Date and, if the Notes are redeemed on or after the Par Call Date, the Redemption Price in cash will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excludingnot including, the Redemption Date. ; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding Interest Payment Date, the Company will pay the full amount of accrued and unpaid interest, if any, on such Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (b) instead of the Holder surrendering its Notes for redemption). The Issuer Company shall not redeem the Notes pursuant to this Section 3.01(a) hereof 4.1 on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed)date.

Appears in 1 contract

Sources: First Supplemental Indenture (Invitation Homes Inc.)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the The redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 35 basis pointspoints (0.35% or thirty-five one-hundredths of one percent), plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (Healthcare Trust of America Holdings, LP)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the The redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 20 basis pointspoints (0.20% or twenty one-hundredths of one percent), plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (Healthcare Trust of America Holdings, LP)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion discretion, at any time in whole or from time to time prior in part, for cash, at a redemption price with respect to the Maturity Date, in whole or in part. Prior Notes to be redeemed on any Redemption Date (the Par Call Date, the redemption price (“Redemption Price”) will equal to the greater of (i) 100% of the principal amount of the such Notes to be redeemed or and (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the principal amount of the Notes to be redeemed (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 20 basis pointspoints (0.200% or twenty one-hundredths of one percent), plus, in each case, case accrued and unpaid interest thereon on the principal amount of such Notes to be redeemed (including Additional Interest, if applicable) to the Redemption Date; provided, however, that if the Redemption Date falls after a the Record Date immediately preceding an interest payment date and on or prior to the corresponding such interest payment date, the Issuer will pay the full amount of such accrued and unpaid interest, if anyany (including Additional Interest, if applicable), on such interest payment date to the Holder of record at the close of business on the corresponding such Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after the Par Call DateFebruary 1, 2024, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest, if any, accrued thereon to, but excluding, interest on the principal amount of such Notes to be redeemed to the Redemption DateDate for such redemption. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (Essex Portfolio Lp)

Optional Redemption of Notes. (a) The Issuer On any day following the Payment Date on which the outstanding Principal Amount of the Notes equals 10% or less of the original Principal Amount of the Notes, the Trust shall have the right option (which option will be exercised by the Administrator on behalf of the Trust) to redeem all of the Notes at its option and in its sole discretion at any time or from time to time prior a redemption price equal to the Maturity DatePrincipal Amount of the Notes, in whole or in part. Prior plus accrued interest to the Par Call Dateredemption date. In order to exercise such optional redemption, the redemption price (“Redemption Price”) will equal Trust must also pay, or provide for the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agentpayment of, the sum of the present values of the remaining scheduled payments of principal any unreimbursed Surety Bond Payments and interest thereon (not including Insured Payments, any portion of such payments of interest accrued as of the Redemption Date) that would be amounts due if the Notes matured on the Par Call Date, discounted and owing to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at Note Insurer under the Adjusted Treasury Rate plus 25 basis points, plus, in each case, Insurance Agreement and the Financial Guaranty Agreement and all other accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead expenses of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption DateTrust. (b) The Issuer Note Paying Agent shall not redeem mail written notice to the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been acceleratedNoteholders, and such an acceleration has not been rescinded or cured on or prior to 30 days before any such optional redemption date (except in with a copy to each Rating Agency and the case of an acceleration resulting from a default by Note Insurer), specifying (i) the Issuer in date upon which the final payment of the Redemption Price with respect to the Notes shall be made upon presentation and surrender of the Notes at the office of the Note Paying Agent therein specified, (ii) the amount of any such final payment and (iii) that the Record Date otherwise applicable to such Payment Date is not applicable, payment being made only upon presentation and surrender of the Notes at the office of the Note Paying Agent therein specified. Upon the giving of such notice and the Administrator's making provision for payment of the Notes, the Notes shall be deemed to be redeemed)paid and any amounts in the Collection Account and Reserve Account not required for the payment of the Notes shall be distributable (i) first to the Note Insurer for any unreimbursed Surety Bond Payments and Insured Payments, (ii) second, to the Administrator, to the extent of any unreimbursed Optional Advances, and then (iii) third, to the Certificate Paying Agent for distribution to the Subordinated Certificateholders according to their respective Percentage Interests. The Note Paying Agent shall cause to be paid to Noteholders the final payment with respect to the Notes only upon presentation and surrender of the Notes. (c) If all the Noteholders shall not surrender their Notes for cancellation within six months after the date specified in the above-mentioned written notice, the Note Paying Agent shall give a second written notice to the remaining Noteholders (with a copy to each Rating Agency and the Note Insurer) to surrender their Notes for cancellation and receive the final payment with respect thereto. If within one year after the second notice all the Notes shall not have been surrendered for cancellation, the Note Paying Agent may take appropriate steps, or may appoint an agent to take appropriate steps, to contact the remaining Noteholders concerning surrender of their Notes, and the cost thereof shall be paid out of the funds and other assets that remain subject to this Agreement. Subject to applicable escheat laws, any funds remaining in the Trust which are payable to Noteholders after the Note Paying Agent shall have taken such measures shall be distributed by the Note Paying Agent to the Certificate Paying Agent for distribution to the Subordinated Certificateholders (but only upon termination of this Agreement) and the Noteholders, by acceptance of their Notes, hereby waive any rights with respect to such funds against the Trust, the Trustee, the Collateral Agent, the Note Paying Agent, the Note Insurer or the Certificate Paying Agent and shall look only to the Subordinated Certificateholders.

Appears in 1 contract

Sources: Trust Agreement (Nelnet Inc)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time or from time to time prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (Healthcare Trust of America Holdings, LP)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion discretion, at any time in whole or from time to time prior in part, for cash, at a redemption price with respect to the Maturity Date, in whole or in part. Prior Notes to be redeemed on any Redemption Date (the Par Call Date, the redemption price (“Redemption Price”) will equal to the greater of (i) 100% of the principal amount of the such Notes to be redeemed or and (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon on the principal amount of the Notes to be redeemed (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 30 basis pointspoints (0.300%), plus, in each case, case accrued and unpaid interest thereon on the principal amount of such Notes to be redeemed (including Additional Interest, if applicable) to the Redemption Date; provided, however, that if the Redemption Date falls after a the Record Date immediately preceding an interest payment date and on or prior to the corresponding such interest payment date, the Issuer will pay the full amount of such accrued and unpaid interest, if anyany (including Additional Interest, if applicable), on such interest payment date to the Holder of record at the close of business on the corresponding such Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, if the Notes are redeemed on or after 90 days prior to the Par Call Maturity Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest, if any, accrued thereon interest on the principal amount of such Notes to be redeemed to, but excludingnot including, the Redemption DateDate for such Redemption. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (Essex Portfolio Lp)

Optional Redemption of Notes. (a) The Issuer Company shall have the right to redeem the Notes at its option and in its sole discretion discretion, at any time or from time to time prior to the Maturity Par Call Date, in whole or in part. Prior to the Par Call Date, the at a redemption price (the “Redemption Price”) will in cash calculated by the Company and equal to the greater of (i1) 100% of the principal amount of the Notes to be redeemed or (ii2) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal of and interest thereon on the Notes to be redeemed that would be due if the Notes matured on the Par Call Date (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-360- day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 15 basis pointspoints (0.15%), plus, in each case, accrued and unpaid interest thereon to to, but not including, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer Company will pay the full amount of accrued and unpaid interest, if any, on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If Notwithstanding the foregoing, the Company shall have the right to redeem the Notes at its option and in its sole discretion, at any time or from time to time, in whole or in part on or after the Par Call Date and, if the Notes are redeemed on or after the Par Call Date, the Redemption Price in cash will be equal to 100% of the principal amount of the Notes being redeemed plus unpaid interest, if any, accrued thereon to, but excludingnot including, the Redemption Date. ; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding Interest Payment Date, the Company will pay the full amount of accrued and unpaid interest, if any, on such Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (b) instead of the Holder surrendering its Notes for redemption). The Issuer Company shall not redeem the Notes pursuant to this Section 3.01(a) hereof 4.1 on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed)date.

Appears in 1 contract

Sources: Second Supplemental Indenture (Invitation Homes Inc.)

Optional Redemption of Notes. (a) The Issuer shall have the right to redeem the Notes at its option and in its sole discretion at any time in whole or from time to time in part prior to the Maturity Date, in whole or in part. Prior to the Par Call Date, the redemption price (“Redemption Price”) will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the such Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve (12) 30-day months) at the Adjusted Treasury Rate plus 25 50 basis points, plus, in each case, accrued and unpaid interest thereon to to, but excluding, the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment dateInterest Payment Date, the Issuer will pay the full amount of accrued and unpaid interest, if anyany (plus Additional Interest, if applicable), on such interest payment date Interest Payment Date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption). If the Notes are redeemed on or after the Par Call Date, the Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed redeemed, plus accrued and unpaid interestinterest thereon, if any, accrued thereon to, but excluding, the Redemption Date. (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of the Notes has been accelerated, and such an acceleration has not been rescinded or cured on or prior to such date (except in the case of an acceleration resulting from a default by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed).

Appears in 1 contract

Sources: Indenture (AFC Gamma, Inc.)

Optional Redemption of Notes. (a) The Issuer Notes shall have the right to redeem the Notes at its option and in its sole discretion be redeemable at any time time, at the option of the Company, in whole or from time to time in part, upon not less than 10 and not more than 60 days’ notice, on any date prior to maturity (the Maturity “Redemption Date”), notwithstanding any contrary provisions in whole or in part. Prior to Section 3.03 of the Par Call DateIndenture, the at a redemption price (“Redemption Price”) will equal the greater of (i) to 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate thereof plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, to the Redemption Date (subject to the right of Holders of record on such interest payment the relevant record date to receive interest due on any Interest Payment Date that is on or prior to the Holder of record at Redemption Date) plus a Make-Whole Premium described below, if any (the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption“Redemption Price”). If In the event that the Notes are redeemed on or after the Par Call Dateso redeemed, the Redemption Price will never be equal to less than 100% of the principal amount of the such Notes being redeemed plus accrued and unpaid interest, if any, accrued thereon to, but excluding, to the Redemption Date.. The amount of the Make-Whole Premium with respect to any Note (or portion thereof) to be redeemed will be equal to the excess, if any, of: (a) the sum of the present values of: (i) each interest payment that, but for such redemption, would have been payable on such Note (or portion thereof) being redeemed on each Interest Payment Date occurring after the Redemption Date (excluding any accrued interest for the period prior to the Redemption Date); and (ii) the principal amount that, but for such redemption, would have been payable at the final maturity of such Note (or portion thereof) being redeemed; over (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of such Note (or portion thereof) being redeemed. The present values of interest and principal payments referred to in clause (a) above will be determined in accordance with generally accepted principles of financial analysis. Such present values will be calculated by discounting the Notes has amount of each payment of interest or principal from the date that each such payment would have been acceleratedpayable, but for the redemption, to the Redemption Date at a discount rate equal to the Treasury Yield (as defined below) plus 10 basis points. The present values of interest and such principal payments referred to above and Make-Whole Premium will be calculated by an acceleration has not been rescinded or cured on or prior to such date (except in the case independent investment banking institution of an acceleration resulting from a default national standing appointed by the Issuer in the payment of the Redemption Price with respect to the Notes to be redeemed)Company.

Appears in 1 contract

Sources: Supplemental Indenture (Pioneer Natural Resources Co)

Optional Redemption of Notes. (a) The Issuer Notes shall have the right to redeem the Notes at its option and in its sole discretion be redeemable at any time time, at the option of the Company, in whole or from time to time in part, upon not less than 20 and not more than 60 days’ notice, as provided in the Indenture, on any date prior to maturity (the Maturity “Redemption Date”). If the 2021 Notes are redeemed before December 15, in whole 2020 (the “2021 Notes Par Call Date”) or in part. Prior to the 2026 Notes are redeemed before October 15, 2025 (the “2026 Notes Par Call Date” and, together with the 2021 Notes Par Call Date, the “Par Call Dates” and each a “Par Call Date”), such Notes will be redeemed at a redemption price equal to 100% of the principal amount thereof plus accrued and unpaid interest, if any, to the Redemption Date (subject to the right of Holders of record on the relevant record date to receive interest due on any interest payment date that is on or prior to the Redemption Date) plus a Make-Whole Premium, if any (the “Redemption Price”) ). In the event that the Notes are so redeemed, the Redemption Price will equal the greater of (i) never be less than 100% of the principal amount of the Notes to be redeemed or (ii) as determined by the Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the Redemption Date) that would be due if the Notes matured on the Par Call Date, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest thereon to the Redemption Date; provided, however, that if the Redemption Date falls after a Record Date and on or prior to the corresponding interest payment date, the Issuer will pay the full amount of accrued and unpaid interest, if any, on such interest payment date to the Holder of record at the close of business on the corresponding Record Date (instead of the Holder surrendering its Notes for redemption)Redemption Date. If the 2021 Notes are redeemed on or after the 2021 Notes Par Call Date or the 2026 Notes are redeemed on or after the 2026 Notes Par Call Date, the Redemption Price such Notes will be redeemed at a redemption price equal to 100% of the principal amount of the Notes being then outstanding to be redeemed plus accrued and unpaid interest, if any, accrued thereon to, but excluding, to the Redemption Date (subject to the right of Holders of record on the relevant record date to receive interest due on any interest payment date that is on or prior to the Redemption Date.). The amount of the Make-Whole Premium with respect to any of the Notes (or portion thereof) to be redeemed before the applicable Par Call Date will be equal to the excess, if any, of: (a) the sum of the present values, calculated as if the Notes matured on the applicable Par Call Date, of: (i) each interest payment that, but for such redemption, would have been payable on such Note (or portion thereof) being redeemed on each interest payment date occurring after the Redemption Date (excluding any accrued interest for the period prior to the Redemption Date); and (ii) the principal amount that, but for such redemption, would have been payable at the final maturity of such Note (or portion thereof) being redeemed; over (b) The Issuer shall not redeem the Notes pursuant to Section 3.01(a) hereof on any date if the principal amount of such Note (or portion thereof) being redeemed. The present values of interest and principal payments referred to in clause (a) above will be determined in accordance with generally accepted principles of financial analysis. Such present values will be calculated by discounting the amount of each payment of interest or principal from the date that each such payment would have been payable (calculated as if the Notes has been acceleratedmatured on the applicable Par Call Date), and such an acceleration has not been rescinded or cured on or prior but for the redemption, to such date the Redemption Date at a discount rate equal to the Treasury Yield (except as defined below) plus 30 basis points in the case of the 2021 Notes and the Treasury Yield plus 35 basis points in the case of the 2026 Notes. The present values of interest and principal payments referred to above and Make-Whole Premium will be calculated by an acceleration resulting from a default independent investment banking institution of national standing appointed by the Issuer in Company; provided that if the payment of Company fails to make such appointment at least 20 business days prior to the Redemption Price with respect Date, or if the institution so appointed is unwilling or unable to make such calculation, such calculation will be made by an independent investment banking institution of national standing appointed by the Notes to be redeemedTrustee (in any such case, an “Independent Investment Banker”).

Appears in 1 contract

Sources: Second Supplemental Indenture (Pioneer Natural Resources Co)