Common use of Redemption Mechanics Clause in Contracts

Redemption Mechanics. At least 20 but not more than 30 days prior to the Redemption Date, written notice (the "Redemption Notice") shall be given by the Corporation by mail, postage prepaid, or by telex to non-U.S. residents, to each holder of record (at the close of business on the business day next preceding the day on which the Redemption Notice is given) of shares of Series A Convertible Preferred Stock notifying such holder of the redemption and specifying the Redemption Price, the Redemption Date and the place where said Redemption Price shall be payable. The Redemption Notice shall be addressed to each holder at his address as shown by the records of the Corporation. From and after the close of business on the Redemption date, unless there shall have been a default in the payment of the Redemption Price, all rights of holders of shares of Series A Convertible Preferred Stock (except the right to receive the Redemption Price) shall cease with respect to such shares, 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 Convertible Preferred Stock on the Redemption Date are insufficient to redeem the total number of outstanding shares of Series A Convertible Preferred Stock, the holders of shares of Series A Convertible Preferred Stock shall share ratably in any funds legally available for redemption of such shares according to the respective amounts which would be payable with respect to the full number of shares owned by them if all such outstanding shares were redeemed in full. The shares of Series A Convertible Preferred Stock not redeemed shall remain outstanding and entitled to all rights and preferences provided herein. At any time thereafter when additional funds of the Corporation are legally available for the redemption of such shares of Series A Convertible Preferred Stock, such funds will be used, at the end of the next succeeding fiscal quarter, to redeem the balance of such shares, or such portion thereof for which funds are then legally available, on the basis set forth above.

Redemption Mechanics. At least 20 but not more than 30 days prior to the Redemption Date, written notice (the "Redemption Notice") shall be given by the Corporation by mail, postage prepaid, or by telex to non-U.S. residents, to each holder of record (at the close of business on the business day next preceding the day on which the Redemption Notice is given) of shares of Series A Convertible convertible Preferred Stock notifying such holder of the redemption and specifying the Redemption Price, the Redemption Date date and the place where said Redemption Price shall be payable. The Redemption Notice shall be addressed to each holder at his address as shown by the records of the Corporation. From and after the close of business on the Redemption dateDate, unless there shall have been a default in the payment of the Redemption Price, all rights of holders of shares of Series A Convertible Preferred Stock (except the right to receive the Redemption Price) shall cease with respect to such shares, 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 the redemption of shares of Series A Convertible Preferred Stock on the Redemption Date are insufficient to redeem the total number of outstanding shares of Series A Convertible convertible Preferred Stock, the holders of shares of Series A Convertible convertible Preferred Stock shall share ratably in any funds legally available for redemption of such shares according to the respective amounts which would be payable with respect to the full number of shares owned by them if all such outstanding shares were redeemed in full. The shares of Series A Convertible Preferred Stock not redeemed shall remain outstanding and entitled to all rights and preferences provided herein. At any time thereafter when additional funds of the Corporation are legally available for the redemption of such shares of Series A Convertible Preferred Stock, such funds will be used, at the end of the next succeeding fiscal quarter, to redeem the balance of such shares, or such portion thereof for which funds are then legally available, on the basis set forth above.

Redemption Mechanics. At least 20 but not more than 30 days prior (i) Prior to commencing a Mandatory Redemption, the Redemption Date, written Company shall send a notice (the "“Mandatory Redemption Notice"”) shall be given by the Corporation by mail, postage prepaid, or by telex to non-U.S. residents, to each holder Holder, which shall state: (A) that a Mandatory Redemption is being made and that all of record (at the close of business on the business day next preceding the day on which the Redemption Notice is given) of such ▇▇▇▇▇▇’s shares of Series A Convertible Preferred Stock notifying such holder of the redemption and specifying will be redeemed pursuant to this Section 6; (B) (1) the Redemption Price, (2) the Redemption Date and bank or trust company with which the place where said aggregate Redemption Price shall be payable. The deposited on or prior to the Mandatory Redemption Notice shall be addressed Date and (3) the Mandatory Redemption Date (or, to each holder the extent not ascertainable at his address as shown by the records time of such notice, a good faith estimate of the Corporation. From and after the close of business on the Mandatory Redemption date, unless there shall have been Date); and (C) a default in the payment reasonably detailed description of the Mandatory Redemption PriceEvent, all rights of holders of shares of Series A Convertible Preferred Stock including the terms and conditions thereof. (except ii) On or before any Mandatory Redemption Date, the right to receive Company shall deposit the Redemption Price) shall cease with respect to such shares, and such shares shall not thereafter be transferred on the books amount of the Corporation applicable aggregate Redemption Price with a bank, trust company or be deemed exchange agent having an office in New York City irrevocably in trust for the benefit of such Holders. On the Mandatory Redemption Date, the Company shall immediately cause to be outstanding paid in cash or public securities (or a combination thereof) the applicable Redemption Price for any purpose whatsoever. If the funds of the Corporation legally available for redemption of shares of Series A Convertible Preferred Stock on the Redemption Date are insufficient to redeem the total number of outstanding shares of Series A Convertible Preferred Stock, the holders of shares of Series A Convertible Preferred Stock shall share ratably in any funds legally available for redemption of such shares according to the respective amounts which would be payable with respect to the full number of shares owned by them if all such outstanding shares were redeemed in full. The shares of Series A Convertible Preferred Stock not redeemed shall remain outstanding and entitled to all rights and preferences provided herein. At any time thereafter when additional funds of the Corporation are legally available for the redemption of such shares of Series A Convertible Preferred StockStock to such Holders. Upon such payment in full, such funds shares of Series A Preferred Stock will be useddeemed to have been redeemed, at whether or not the end certificates for such shares of Series A Preferred Stock have been surrendered for redemption and canceled, and Dividends with respect to such redeemed shares of Series A Preferred Stock shall cease to accumulate and all designations, rights, preferences, powers, qualifications, restrictions and limitations of such redeemed shares of Series A Preferred Stock shall forthwith terminate. (iii) In case fewer than all shares of Series A Preferred Stock represented by any certificate are redeemed in accordance with this Section 6, new certificates shall be issued representing the unredeemed shares of Series A Preferred Stock without cost to the Holder thereof. (iv) The Company shall comply, to the extent applicable, with the requirements of Section 14 of the next succeeding fiscal quarter, to redeem the balance Exchange Act and any other securities laws (or rules of such shares, or such portion thereof for any exchange on which funds any Series A Preferred Stock are then legally availablelisted) in connection with a redemption under this Section 6. To the extent there is any conflict between the notice or other timing requirements of this Section 6 and the applicable requirements of Section 14 of the Exchange Act, on Section 14 of the basis set forth aboveExchange Act shall govern.

Redemption Mechanics. At least 20 but not more than 30 days prior to the Redemption Date, written notice (the "Redemption Notice") shall be given by the Corporation by delivery in person, certified or registered mail, postage prepaidreturn receipt requested, facsimile, telecopier or by telex to non-U.S. residentstelex, to each holder of record (at the close of business on the business day next preceding the day on which the Redemption Notice is given) of shares of Series A Convertible Preferred Stock notifying such holder of the redemption and specifying the Redemption Price, the Redemption Date and the place where said Redemption Price shall be payable. The Redemption Notice shall be addressed to each holder at his address as shown by the records of the Corporation. From and after the close of business on the Redemption dateDate, unless there shall have been a default in the payment of the Redemption Price, all rights of holders of shares of Series A Convertible Preferred Stock (except the right to receive the Redemption Price) shall cease with respect to such shares, 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 corporation legally available for redemption of shares of Series A Convertible Preferred Stock on the Redemption Date are insufficient to redeem the total number of outstanding shares of Series A Convertible Preferred Stock, the holders of shares of Series A Convertible Preferred Stock shall share ratably in any funds legally available for redemption of such shares according to the respective amounts which would be payable with respect to the full number of shares owned by them if all such outstanding shares were redeemed in full. The shares of Series A Convertible Preferred Stock not redeemed shall remain outstanding and entitled to all rights and preferences provided herein. At any time thereafter when additional funds of the Corporation are legally available for the redemption of such shares of Series A Convertible Preferred Stock, such funds will be used, at the end of the next succeeding fiscal quarter, to redeem the balance of such shares, or such portion thereof for which funds are then legally egally available, on the basis set forth above.

Redemption Mechanics. At least 20 but not more than 30 Within thirty (30) days prior following its receipt of a Redemption Notice, the Corporation shall provide written notice to the Redemption Date, written notice (the "Redemption Notice") shall be given by the Corporation by mail, postage prepaid, or by telex to non-U.S. residents, to each holder of record (at the close of business on the business day next preceding the day on which that submitted the Redemption Notice is given) of shares of Series A Convertible Preferred Stock notifying such holder of the redemption Redemption Date and specifying the Preferred Redemption Price, the Redemption Date Price and the place where said Preferred Redemption Price shall be payable. The Redemption Notice notice shall be addressed to each such holder at his 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 dateDate 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 Convertible Preferred Stock (except the right to receive the Preferred Redemption Price) shall cease with respect to the shares actually redeemed on such sharesRedemption 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 Convertible Preferred Stock on the such Redemption Date are insufficient to redeem the total number of outstanding shares of Series A Convertible Preferred Stocksubject to such Redemption Notice, the holders of such shares of Series A Convertible Preferred Stock shall share ratably in any funds legally available for redemption of such shares according to the respective amounts which would be payable with respect to them if the full number of shares owned by them if all to be redeemed on such outstanding shares Redemption Date were redeemed in fullactually redeemed. The shares of Series A Convertible Preferred Stock required to be redeemed but not so redeemed shall remain outstanding and the holder thereof shall be entitled to all rights and preferences provided herein. At any time thereafter when additional funds of the Corporation are legally available for the redemption of such shares of Series A Convertible Preferred StockPreferred, such funds will be used, at the end of the next succeeding fiscal quarter, used to redeem the balance of such shares, or such portion thereof for which funds are then legally available, on the basis set forth above. For purposes of this Section 8(d), all references to any Redemption Date shall be deemed to include both transactions on a Redemption Date and, in the case where the Corporation exercises its deferral right pursuant to Section 8(c), the date of the redemption of the remaining unredeemed shares noticed for redemption.

Redemption Mechanics. At least 20 but not more than 30 60 days prior to the Redemption DateDate (in the case of Section 4.2(i) or (ii) above), or, in the case of Section 4.2(iii) above, no more than three days following the Corporation's receipt of notice of redemption from a holder of Class A Preferred Stock, written notice of the Redemption Date, including a copy of any notice of redemption delivered by a holder of Class A Preferred Stock in the case of Section 4.2(iii) (in any such case, the "Redemption Notice") shall be given delivered by the Corporation by mail, postage prepaid, or by telex to non-U.S. residents, to each holder of record (at the close Class B Preferred Stock by delivery in person of business on the business day next preceding the day on which the Redemption Notice Date. At any time on or prior to five days before the Redemption Date (and, in the case of Section 4.2(iii) above, not less than 10 days after delivery of the Redemption Notice, even if such date is given) after the Redemption Date), written notice shall be given to the Corporation by each holder of Class B Preferred Stock who desires to require the Corporation to redeem shares of Series A Convertible Class B Preferred Stock Stock, notifying the Corporation of such holder of the redemption and specifying the Redemption Price, the Redemption Date and the place where said Redemption Price shall number of shares of Class B Preferred Stock to be payable. The Redemption Notice shall be addressed to each holder at his address as shown by the records of the Corporationredeemed from such holder. From and after the close of business on the a Redemption dateDate, unless there shall have been a default in the payment of the Redemption Price, all rights of holders of shares of Series A Convertible Class B Preferred Stock electing to require the Corporation to redeem the Class B Preferred Stock held by each of them (except the right to receive the Redemption Price) shall cease with respect to the shares to be redeemed on such sharesRedemption 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 Convertible the Class B Preferred Stock on the Redemption Date are insufficient to redeem the total number of outstanding shares of Series A Convertible Class B Preferred StockStock electing to be redeemed on such Redemption Date, the holders of such shares of Series A Convertible Preferred Stock shall share ratably in any funds legally available for redemption of such shares according to the respective amounts which that would be payable with respect to them if the full number of shares owned by them if all to be redeemed on such outstanding shares Redemption Date were redeemed in fullactually redeemed. The shares of Series A Convertible Class B Preferred Stock required to be redeemed but not so redeemed shall remain outstanding and entitled to all rights and preferences provided herein. At any time thereafter when additional funds of the Corporation are legally available for the redemption of such shares of Series A Convertible Class B Preferred Stock, such funds will be used, at the end of the next succeeding fiscal quarter, to redeem the balance of such shares, or such portion thereof for which funds are then legally available, on the basis set forth above.

Redemption Mechanics. At least 20 but not more than 30 days prior to (a) Except as otherwise provided in paragraph (b) below, on or after the Redemption Date, written each Holder shall surrender to the Company, at the principal office of the Company, or at such other office or agency as the Company may designate by notice (to such Holder in writing, all certificates held by the "Holder representing the Series A Preferred Shares owned thereby. Upon receipt of any such certificate for Series A Preferred Shares, the Company shall promptly pay the Redemption Notice") Price with respect to such shares to the order of the Holder whose name appears on such certificate or certificates, and each surrendered certificate shall be given by cancelled. In the Corporation by mailcase of any lost, postage prepaidstolen or destroyed certificate, or by telex to non-U.S. residents, to each holder of record (at the close of business on the business day next preceding the day on which Company shall promptly pay the Redemption Notice is given) Price to the Holder of shares of the Series A Convertible Preferred Stock notifying Shares that would have been evidenced by such holder certificate upon such Holder executing an agreement reasonably satisfactory to the Company to indemnify the Company for any loss incurred by it in connection with such lost, stolen or destroyed certificate. In the event the name of the redemption and specifying Person appearing on a certificate or certificates surrendered to the Company by a Holder is other than the name of such Holder, the Company shall promptly pay such Holder the Redemption Price, Price with respect to the Redemption Date and Series A Preferred Shares evidenced by such certificate or certificates upon the place where said Redemption Price shall be payable. The Redemption Notice shall be addressed Holder's title to each holder at his address as shown by such shares being established to the records reasonable satisfaction of the Corporation. Company. (b) From and after the close of business on the Redemption dateDate, unless there shall have been a default in the payment of the Redemption Price, all rights of holders of shares of with respect to the Series A Convertible Preferred Stock Shares subject to repurchase pursuant to these provisions (except the right to receive the Redemption PricePrice therefor in accordance with paragraph (a) above) shall cease with respect to such shares, and such shares shall not thereafter be transferred on the books of the Corporation Company or be deemed to be outstanding for any purpose whatsoever. . (c) If the funds of the Corporation Company legally available for redemption of shares repurchase of Series A Convertible Preferred Stock Shares on the Redemption Date are insufficient to redeem repurchase all the total Series A Preferred Shares required to be repurchased at such date, those funds which are legally available will be used to repurchase ratably from the Holders, according to the Base Price of the Series A Preferred Shares held thereby, the maximum possible number of outstanding shares of Series A Convertible Preferred StockShares. Thereafter, the holders of shares of Series A Convertible Preferred Stock shall share ratably in any funds legally available for redemption of such shares according to the respective amounts which would be payable with respect to the full number of shares owned by them if all such outstanding shares were redeemed in full. The shares of Series A Convertible Preferred Stock not redeemed shall remain outstanding and entitled to all rights and preferences provided herein. At any time thereafter when as additional funds of the Corporation are Company from time to time become legally available for the redemption of such shares repurchase of Series A Convertible Preferred StockShares, such funds will shall immediately be usedapplied towards repurchasing ratably from the Holders, at according to the end Base Price of the next succeeding fiscal quarterSeries A Preferred Shares then held thereby, to redeem the balance of any Series A Preferred Shares which were otherwise required to be repurchased at the Redemption Date. Notwithstanding anything to the contrary contained herein, any Series A Preferred Shares with respect to which the Company has failed to pay the Redemption Price as required shall continue to have all the powers, designations, preferences and other rights (including, without limitation, rights to accrue dividends or convert such shares) which such shares had prior to the Redemption Date, until the Redemption Price shall have been paid in full with respect to such shares. (d) Each Holder shall be entitled to retain the certificate or such portion thereof for certificates evidencing any Series A Preferred Shares which funds the Company has failed to repurchase hereunder, and in the event only part of the Series A Preferred Shares evidenced by any certificate are then legally availablerepurchased, on the basis set forth aboveCompany will issue a new certificate to the Holder evidencing the unpurchased Series A Preferred Shares.

Redemption Mechanics. At least 20 but not more than 30 days prior to the any Redemption Date, written notice (the "Corporation Redemption Notice") shall be given by the Corporation by delivery in person, certified or registered mail, postage prepaidreturn receipt requested, facsimile or by telex to non-U.S. residentstelex, to each holder of record (at the close of business on the business day next preceding the day date on which the Corporation Redemption Notice is given) of shares of Series A Convertible Preferred Stock notifying such holder of the redemption and specifying the Redemption Price, the Redemption Date Date, the consideration to be paid and the place where said Redemption Price redemption shall be payable. The Corporation Redemption Notice shall be addressed to each holder at his his, her or its address as shown by the records of the Corporation. From and after the close of business on the Redemption dateDate, unless there shall have been a default in the payment of the Redemption Price, all rights of holders of shares of Series A Convertible Preferred Stock redeemed on such Redemption Date (except the right to receive the applicable Redemption Price) shall cease with respect to such shares, 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 Convertible Preferred Stock on the Redemption Date are insufficient to redeem the total number of outstanding shares of Series A Convertible Preferred StockStock to be redeemed, the holders of shares of Series A Convertible Preferred Stock to be redeemed shall share ratably in any funds legally available for redemption of such shares according to the respective amounts which would be payable with respect to the full number of shares owned by them if all such outstanding shares were redeemed in full. The shares of Series A Convertible Preferred Stock not redeemed shall remain outstanding and entitled to all rights and preferences provided herein. At any time thereafter when additional funds of the Corporation are legally available for the redemption of such shares of Series A Convertible Preferred Stock, such funds will be used, at the end of the next succeeding fiscal quarter, to redeem the balance of such shares, or such portion thereof for which funds fiends are then legally available, available on the basis set forth above.

Redemption Mechanics. At least 20 but not more than 30 60 days prior to the Redemption Date, written notice (the "Redemption Notice") shall be given by the Corporation by mail, postage prepaid, or by telex to non-U.S. residents, to each holder of record (at the close of business on the business day next preceding the day on which the Redemption Notice is given) of shares of Series A Convertible Y Preferred Stock notifying such holder of the redemption and specifying the Redemption Price, such Redemption Date, the Redemption Date number of shares of Series Y Preferred Stock to be redeemed from such holder and the place where said Redemption Price shall be payablepayable and calling upon such holder to surrender to the Corporation, in the manner and at the place designated his certificate or certificates representing the shares to be redeemed. On or after the Redemption Date, each holder of Series Y Preferred Stock shall surrender to the Corporation the certificate or certificates representing such shares, in the manner and at the place designated in the Redemption Notice, and thereupon the Redemption Price of such shares shall be payable to the order of the person whose name appears on such certificate or certificates as the owner thereof and each surrendered certificate shall be canceled. The Redemption Notice shall be addressed to each holder at his address as shown by the records of the Corporation. From and after the close of business on the Redemption dateDate, unless there shall have been a default in the payment of the Redemption Price, all rights of holders of shares of Series A Convertible Y Preferred Stock (except the right to receive the Redemption Price) shall cease with respect to the shares to be redeemed on such sharesRedemption 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 If, on the Redemption Date, the funds of the Corporation legally available for redemption of shares of (A) Series A Convertible Y Preferred Stock, (B) Series X Preferred Stock and (C) any other class or series of preferred stock (whenever designated or created) that (1) entitles the holders thereof to cause the Corporation to redeem such shares and (2) is on parity with the Redemption Date Series Y Preferred Stock with respect to redemption by the Corporation, are insufficient to redeem the total number of outstanding shares of Series A Convertible Y Preferred Stock, Series X Preferred Stock and any other class or series of preferred stock to be redeemed on such Redemption Date, the holders of such shares of Series A Convertible Preferred Stock shall share ratably in any funds legally available for redemption of such shares according to the respective amounts which would be payable with respect to them if the full number of shares owned by them if all to be redeemed on such outstanding shares Redemption Date were redeemed in fullactually redeemed. The shares of Series A Convertible Y Preferred Stock, Series X Preferred Stock and any other class or series of preferred stock required to be redeemed but not so redeemed shall remain outstanding and entitled to all rights and preferences provided herein. At any time thereafter when additional funds of the Corporation are legally available for the redemption of such shares of Series A Convertible Y Preferred Stock, Series X Preferred Stock and any other class or series of preferred stock, such funds will be used, at the end of the next succeeding fiscal quarter, to redeem the balance of such shares, or such portion thereof for which funds are then legally available, on the basis set forth above. The Series X Preferred Stock shall rank on parity with the Series Y Preferred Stock with respect to redemption by the Corporation.

Redemption Mechanics. At least 20 but not more than 30 days prior to the Redemption Date, written notice (the "Redemption Notice") shall be given by the Corporation by mail, postage prepaid, or by telex to non-U.S. residents, to each holder of record (at the close of business on the business day next preceding the day on which the Redemption Notice is given) of shares of Series A Convertible Preferred Stock notifying such holder of the redemption and specifying the Redemption Price, the Redemption Date and the place where said Redemption Price shall be payable. The Redemption Notice shall be addressed to each holder at his address as shown by the records of the Corporation. From from and after the close of business on the Redemption dateDate, unless there shall have been a default in the payment of the Redemption Price, all rights of holders of shares of Series A Convertible Preferred Stock (except the right to receive the Redemption Price) shall cease with respect to such shares, 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 Convertible Preferred Stock on the Redemption Date are insufficient to redeem the total number of outstanding shares of Series A Convertible Preferred Stock, the holders of shares of Series A Convertible Preferred Stock shall share ratably in any funds legally legal available for redemption of such shares according to the respective amounts which would be payable with respect to the full number of shares owned by them if in all such outstanding shares were redeemed in full. The shares of Series A Convertible Preferred Stock not redeemed shall remain outstanding and entitled to all rights and preferences provided herein. At any time thereafter when additional funds of the Corporation are legally legal available for the redemption of such shares of Series A Convertible Preferred Stock, such funds will be used, at the end of the next succeeding fiscal quarter, to redeem the balance of such shares, or such portion thereof for which funds are then legally available, on the basis set forth above.