Common use of Redemption Amount Clause in Contracts

Redemption Amount. Upon the Closing, RAP-ACP shall receive the Redemption Amount. As used herein, the term “Redemption Amount” shall mean the Gross Offering Proceeds less (i) all underwriting discounts (excluding underwriting discounts payable with respect to the Green Shoe (as defined below)); (ii) all fees, costs, expenses and disbursements incurred by the Company Entities in connection with the Formation Transactions and IPO, including, without limitation, those items set forth on Exhibit B attached hereto, net of any such expenses to the extent previously paid; (iii) amounts needed to fully repay the outstanding balance and accrued interest of the term indebtedness set forth on Exhibit C hereto, together with all associated fees and penalties, net of any such fees and penalties to the extent previously paid; (iv) amounts needed to fully repay the outstanding balance and accrued interest of the construction indebtedness set forth on Exhibit C hereto, together with all associated fees and penalties, net of any such fees and penalties to the extent previously paid; (v) construction accounts payable with respect to the Construction Properties; and (vi) the aggregate amount of the Completion Funds and Escrowed Funds (both hereinafter defined) as of Closing (the “Construction Reserve”), and plus the other items, if any, set forth on Exhibit D hereto. Items (i) through (iv) above shall collectively be defined as the “Transaction Costs.” As used herein, the term “Gross Offering Proceeds” shall mean the product of (x) the number of shares of Common Stock sold pursuant to the Registration Statement, excluding any shares of Common Stock sold pursuant to the underwriters’ exercise of their over-allotment option as set forth in the Registration Statement (the “Green Shoe”), multiplied by (y) the gross offering price per share.

Redemption Amount. Upon In the Closing, RAP-ACP shall receive event that the Redemption Amount. As used hereinTerm Bonds are redeemed pursuant to the optional or special redemption provisions in the Indenture, the term “Redemption Amount” sinking fund payments for the Term Bonds will be reduced as nearly as practicable on a proportionate basis in integral multiples of $5,000. The Trustee on behalf, and at the expense of, the Authority shall mean send notice of any redemption (other than mandatory sinking fund redemption) to the Gross Offering Proceeds less respective owners of any Bonds designated for redemption, at their respective addresses appearing on the registration books maintained by the Trustee and to the Securities Depositories and to the Information Services (as such terms are defined in the Indenture), at least thirty (30) but not more than sixty (60) days prior to the redemption date; provided, however, that neither failure to receive any such notice so mailed nor any defect therein shall affect the validity of the proceedings for the redemption of such Bonds or the cessation of the accrual of interest thereon. If this Bond is called for redemption and payment is duly provided therefor as specified in the Indenture, interest shall cease to accrue hereon from and after the date fixed for redemption. The Bonds are issuable as fully registered Bonds without coupons in denominations of $5,000 or any integral multiple thereof. Subject to the limitations and upon payment of the charges, if any, provided in the Indenture, fully registered Bonds may be exchanged at the Trust Office of the Trustee for a like aggregate principal amount and maturity of fully registered Bonds of other authorized denominations. This Bond is transferable by the Registered Owner hereof, in person or by its attorney duly authorized in writing, at the Trust Office of the Trustee, but only in the manner, subject to the limitations and upon payment of the charges provided in the Indenture, and upon surrender and cancellation of this Bond. Upon such transfer a new fully registered Bond or Bonds, of authorized denomination or denominations, for the same aggregate principal amount will be issued to the transferee in exchange herefor. The Trustee shall not be required to register the transfer or exchange of any Bond (i) all underwriting discounts (excluding underwriting discounts payable with respect during the 15 days prior to the Green Shoe (as defined below)); selection of Bonds for redemption, or (ii) selected for redemption. The Authority and the Trustee may treat the Registered Owner hereof as the absolute owner hereof for all feespurposes, costsand the Authority and the Trustee shall not be affected by any notice to the contrary. The Indenture and the rights and obligations of the Authority and of the owners of the Bonds and of the Trustee may be modified or amended from time to time and at any time in the manner, expenses to the extent, and disbursements incurred upon the terms provided in the Indenture; provided that no such modification or amendment shall (a) extend the maturity of or reduce the interest rate on any Bond or otherwise alter or impair the obligation of the Authority to pay the principal, interest or redemption premiums at the time and place and at the rate and in the currency provided therein of any Bond without the express written consent of the owner of such Bond, (b) reduce the percentage of Bonds required for the written consent to any such amendment or modification, or (c) without its written consent thereto, modify any of the rights or obligations of the Trustee, all as more fully set forth in the Indenture. It is hereby certified by the Company Entities Authority that all things, conditions and acts required to exist, to have happened and to have been performed precedent to and in connection with the Formation Transactions issuance of this Bond do exist, have happened and IPOhave been performed in due time, including, without limitation, those items set forth on Exhibit B attached hereto, net of any such expenses to form and manner as required by the extent previously paid; (iii) amounts needed to fully repay the outstanding balance Constitution and accrued interest statutes of the term indebtedness set forth on Exhibit C heretoState of California and by the Act, and that the amount of this Bond, together with all associated fees and penalties, net of any such fees and penalties to the extent previously paid; (iv) amounts needed to fully repay the outstanding balance and accrued interest other indebtedness of the construction indebtedness set forth on Exhibit C heretoAuthority, together with all associated fees and penalties, net of does not exceed any such fees and penalties to limit prescribed by the extent previously paid; (v) construction accounts payable with respect to the Construction Properties; and (vi) the aggregate amount Constitution or statutes of the Completion Funds and Escrowed Funds (both hereinafter defined) as State of Closing (California or by the “Construction Reserve”)Act. This Bond shall not be entitled to any benefit under the Indenture, and plus or become valid or obligatory for any purpose, until the other items, if any, set forth on Exhibit D hereto. Items (i) through (iv) above certificate of authentication hereon shall collectively be defined as have been signed by the “Transaction CostsTrustee.” As used herein, the term “Gross Offering Proceeds” shall mean the product of (x) the number of shares of Common Stock sold pursuant to the Registration Statement, excluding any shares of Common Stock sold pursuant to the underwriters’ exercise of their over-allotment option as set forth in the Registration Statement (the “Green Shoe”), multiplied by (y) the gross offering price per share.