Redemption Mechanics Clause Samples
The Redemption Mechanics clause defines the procedures and conditions under which a party can redeem or repurchase securities, tokens, or other financial instruments. Typically, it outlines the timing, pricing, and notice requirements for redemption, and may specify any limitations or penalties associated with early redemption. This clause ensures both parties understand the process and terms for redemption, thereby providing clarity and reducing the risk of disputes regarding how and when redemptions can occur.
POPULAR SAMPLE Copied 1 times
Redemption Mechanics. Notwithstanding anything herein to the contrary, in connection with any redemption under this Certificate of Designations at a time a Holder is entitled to receive a cash payment under any of the other Transaction Documents, at the option of such Holder delivered in writing to the Corporation, the applicable Redemption Price hereunder shall be increased by the amount of such cash payment owed to such Holder under such other Transaction Document and, upon payment in full or conversion in accordance herewith, shall satisfy the Corporation’s payment obligation under such other Transaction Document. In the event of a redemption of less than all of the Preferred Shares, the Corporation shall promptly cause to be issued and delivered to such Holder a new Preferred Share Certificate (in accordance with Section 17) representing the number of Preferred Shares which have not been redeemed. In the event that the Corporation does not pay the applicable Redemption Price to a Holder within the time period required for any reason (including to the extent such payment is prohibited pursuant to the NRS), at any time thereafter and until the Corporation pays such unpaid Redemption Price in full, such Holder shall have the option, in lieu of redemption, to require the Corporation to promptly return to such Holder all or any of the Preferred Shares that were submitted for redemption and for which the applicable Redemption Price (together with any Late Charges thereon) has not been paid. Upon the Corporation’s receipt of such notice, (x) the applicable Redemption Notice shall be null and void with respect to such Preferred Shares, and (y) the Corporation shall immediately return the applicable Preferred Share Certificate, or issue a new Preferred Share Certificate (in accordance with Section 17(d)), to such Holder, and in each case the Additional Amount of such Preferred Shares shall be increased by an amount equal to the difference between (1) the applicable Redemption Price (as the case may be, and as adjusted herein, if applicable) minus (2) the Stated Value portion of the Conversion Amount submitted for redemption.
Redemption Mechanics. On the CPE Redemption Date the following shall occur:
(1) the Company shall (A) revise Exhibit A to reflect (i) that the Rio Tinto Members will hold no Common Membership Units following the CPE Redemption Date and (ii) if CPE exercises the CPE Redemption Assumption Right, the number of Common Membership Units held by CPE following the CPE Redemption Date, and (B) deliver to CPE all transfer tax stamps or funds therefor, if required in connection with the exercise of the CPE Redemption Right;
(i) if CPE has not exercised the CPE Redemption Assumption Right, the Company shall deliver to the Rio Tinto Members a Cash Settlement for the CPE Redeemed Units or (ii) if CPE has exercised the CPE Redemption Assumption Right, CPE shall deliver to the Rio Tinto Members (or such other party that the Rio Tinto Members may designate) one of the following:
(A) in the event that CPE determines to pay the Rio Tinto Members the Share Settlement, CPE shall (x) issue to the Rio Tinto Members in such name or names as the Rio Tinto Members may direct the Share Settlement and (y) deliver or cause to be delivered at the office of CPE's transfer agent, a certificate or certificates representing the number of full shares of CPE Common Stock issuable in a Share Settlement, if the CPE Common Stock is certificated, issued in the name of the Rio Tinto Members or in such other name or names as the Rio Tinto Members may direct;
(B) in the event that CPE determines to pay the Rio Tinto Members the Cash Settlement, CPE shall pay to the Rio Tinto Members or such other Person as the Rio Tinto Members may direct the Cash Settlement; or
(C) in the event that CPE determines to pay the CPE Redemption Share/Cash Settlement, CPE shall (x) issue to the Rio Tinto Members in such name or names as the Rio Tinto Members may direct the Partial Share Settlement, (y) deliver or cause to be delivered at the office of CPE's transfer agent, a certificate or certificates representing the number of full shares of CPE Common Stock issuable upon redemption in a Partial Share Settlement, if the CPE Common Stock is certificated, issued in the name of the Rio Tinto Members or in such other name or names as the Rio Tinto Members may direct, and (z) pay to the Rio Tinto Members or such other Persons as the Rio Tinto Members may direct the Partial Cash Settlement. If CPE exercises the CPE Redemption Assumption Right, the acquisition of the CPE Redeemed Units pursuant to this Section 8.3 shall be deemed to have been eff...
Redemption Mechanics. (i) Subject to the satisfaction of any Redemption Contingency that is specified in the relevant Redemption Notice, the Redemption shall be completed on the Redemption Date. A Redemption Notice shall not be revocable or modifiable unless a valid Cash Election has not been made and the Managing Member gives written consent.
(ii) Unless a member of the PubCo Holdings Group has elected its Call Right pursuant to Section 4.6(f), on the Redemption Date (to be effective immediately prior to the close of business on the Redemption Date)
(A) the Redeeming Member shall transfer and surrender the Units to be redeemed (and a corresponding number of Class B Shares) to the Company, in each case free and clear of all liens and encumbrances, (B) unless, in the event of a Cash Election by the Company, the Company in its discretion elects to fund any part of the consideration the Redeeming Member is entitled to receive under Section 4.6(a)(i) without a contribution from a member of the PubCo Holdings Group, Managing Member Blocker (or such other member(s) of the PubCo Holdings Group designated by Managing Member Blocker) shall contribute to the Company the consideration the Redeeming Member is entitled to receive under Section 4.6(a)(i) and, as described in Section 4.1(e), the Company shall issue to Managing Member Blocker (or such other member(s) of the PubCo Holdings Group), as applicable, a number of Units or other Equity Securities of the Company as consideration for such contribution, (C) the Company shall (x) cancel the redeemed Units, (y) transfer to the Redeeming Member the consideration the Redeeming Member is entitled to receive under Section 4.6(a)(i), and (z) if the Units are certificated, issue to the Redeeming Member a certificate for a number of Units equal to the difference (if any) between the number of Units evidenced by the certificate surrendered by the Redeeming Member pursuant to Section 4.6(b)(ii)(A) and the number of redeemed Units, and (D) PubCo shall cancel the surrendered Class B Shares. Notwithstanding any other provisions of this Agreement to the contrary, in the event that the Company makes a valid Cash Election, the PubCo Holdings Group shall only be obligated to contribute to the Company an amount in cash equal to the net proceeds (after deduction of the Discount) from the sale by PubCo of a number of Class A Shares equal to the number of Units and Class B Shares to be redeemed with such cash or from the sale of other PubCo Equity Securities ...
Redemption Mechanics. Within thirty (30) days following its receipt of a Redemption Notice, the Corporation shall provide written notice to the holder that submitted the Redemption Notice notifying such holder of the Redemption Date and specifying the Preferred Redemption Price and the place where said Preferred Redemption Price shall be payable. The notice shall be addressed to such holder at its address as shown by the records of the Corporation. Upon receipt of the such notice, the holder of shares of Series A Preferred shall surrender the certificate or certificates representing the shares to be redeemed to the Corporation, duly assigned or endorsed for transfer (or accompanied by duly executed stock powers relating thereto), or shall deliver an affidavit of loss with respect to such certificates at the principal executive office of the Corporation or such other place as the Corporation may from time to time designate by notice to such holder, and on the Redemption Date corresponding to such Redemption Notice each surrendered certificate shall be canceled and retired and the Corporation shall thereafter make payment of the Preferred Redemption Price; provided, however, that if the Corporation has insufficient funds legally available to redeem all shares required to be redeemed, such holder shall, in addition to receiving the payment of the portion of the aggregate Preferred Redemption Price that the Corporation is not legally prohibited from paying to such holder, receive a new stock certificate for those shares of Series A Preferred subject to such Redemption Notice but not so redeemed. From and after the close of business on the Redemption Date corresponding to such Redemption Notice, unless there shall have been a default in the payment of the Preferred Redemption Price, all rights of such holders of shares of Series A Preferred (except the right to receive the Preferred Redemption Price) shall cease with respect to the shares actually redeemed on such Redemption Date, and such shares shall not thereafter be transferred on the books of the Corporation or be deemed to be outstanding for any purpose whatsoever. If the funds of the Corporation legally available for redemption of shares of Series A Preferred on such Redemption Date are insufficient to redeem the total number of shares of Series A Preferred subject to such Redemption Notice, the holders of such shares shall share ratably in any funds legally available for redemption according to the respective amounts which w...
Redemption Mechanics. (a) No action is required on the part of any Debenture Holder(s) at the time of redemption of the Debentures. On the relevant Redemption Date, the relevant amounts shall be paid by the Company, in accordance with paragraph 5 (Payments) of this Schedule, to those Debenture Holders whose names appear on the Register of Beneficial Owners as on the Record Date and, for these purposes, a statement issued by the Depository shall be conclusive evidence in respect thereof.
(b) All Debentures that are redeemed in full on any Redemption Date will forthwith be cancelled and extinguished through appropriate corporate action. Any partial redemption of a Debenture on any Redemption Date will to that extent be a good discharge to the Debenture Holder in respect of the amounts payable by the Company.
Redemption Mechanics. The minimum redemption required is RM50 Cash Credit and Cardholders may redeem in multiples of RM50.
Redemption Mechanics. Prior to the undertaking by Genesis MLP of any contractual obligations to any underwriter or other purchaser to complete any sale of Common Units by Genesis MLP pursuant to this Agreement, the Participating Holders shall transfer to a custodian, pursuant to custodial arrangements satisfactory to Genesis MLP and the Participating Holders, certificates representing Common OLP Units equal to the Aggregate Redemption Number. After the completion of a sale of Common Units by Genesis MLP pursuant to this Agreement, Genesis MLP shall transfer to Genesis OLP the proceeds of the sale of a number of Common Units equal to the Aggregate Redemption Number, net of underwriting discounts and commissions or placement fees, if any, with respect to such sale. Genesis OLP shall thereafter send a notice (a "Redemption Notice") to each Participating Holder that has not withdrawn in accordance with clause (ii) of Section 2.1(a) of this Agreement specifying (i) that the sale is complete and (ii) that Genesis OLP will redeem the Individual Redemption Number of Common OLP Units of such Participating Holder. Within ten (10) days after the date of the Redemption Notice, Genesis OLP shall submit payment of the Redemption Price to the Participating Holders.
Redemption Mechanics. Subject to the terms and conditions of this Agreement, effective the date hereof (the “Transaction Closing Date”), the Holder hereby irrevocably and unconditionally (i) surrenders all of the Holder's Existing CRA Preferred Shares, including any of the Holder's rights, powers, preferences, limitations, duties and obligations as a holder of Existing CRA Preferred Shares, in exchange for payment on the Transaction Closing Date by the Company of $401,662.95 by wire transfer of immediately available funds pursuant to the wire transfer instructions designated by Holder on Exhibit B hereto and (ii) delivers to the Company for cancellation, pursuant to the Stock Power delivered to the company in the form attached hereto as Exhibit C, the share certificate(s) representing the Holder's Existing CRA Preferred Shares so surrendered for Redemption.
Redemption Mechanics. Closing of the redemption of the Class A Preferred Shares pursuant to this Article [1]A(iii) (the “Early Redemption Closing”) shall take place within sixty (60) days from the receipt of the Early Redemption Notice. At the Early Redemption Closing, subject to Applicable Laws, the Company shall redeem all of the Class A Preferred Shares outstanding at the time from the Class A Preferred Shareholder by paying the Early Redemption Price.
Redemption Mechanics. On or prior to the Redemption Date, each holder of the Triumph Notes shall surrender such Triumph Notes to the Company, in the manner and at the place designated in the notice required by Section 6.5 of the Triumph Purchase Agreement and thereupon the outstanding principal and accrued interest on such Triumph Notes shall be payable to the order of the person whose name appears on such Triumph Notes as the owner thereof and each surrendered Triumph Note shall be cancelled. From and after the Redemption Date, unless there shall have been a default in the payment of the Redemption Price, all rights of the holders of the Triumph Notes (except the right to receive the Redemption Price without interest upon surrender of their Triumph Notes) shall cease with respect to such Triumph Notes, and such Triumph Notes shall not thereafter be transferred on the books of the Company or be deemed to be outstanding for any purpose whatsoever.