Redemption of Series D Preferred Units Clause Samples

The 'Redemption of Series D Preferred Units' clause defines the conditions and procedures under which holders of Series D Preferred Units can have their units repurchased by the issuing entity. Typically, this clause outlines the timing, notice requirements, redemption price, and any limitations or restrictions on when and how redemptions may occur. For example, it may specify that redemptions can only happen after a certain date or upon the occurrence of specific events, and at a predetermined price or formula. The core function of this clause is to provide a clear mechanism for investors to exit their investment under agreed terms, thereby offering liquidity and protecting both the issuer and investors from uncertainty regarding the process.
Redemption of Series D Preferred Units. Subject to the provisions of Section 19.4:
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Redemption of Series D Preferred Units. Subject to the provisions of Section 19.4: A. On or after the first anniversary of the original date of issuance, with respect to each Series D Preferred Unit, each Holder of Series D Preferred Units shall have the right (subject to the terms and conditions set forth herein and in any separate agreement entered into between the Partnership and the Holder of such Series D Preferred Unit that provides otherwise) to require the Partnership to redeem all or a portion of all of such Holder’s Tendered Series D Preferred Units in exchange for a cash amount per Series D Preferred Unit equal to the Series D Preferred Redemption Amount, unless the terms of such Series D Preferred Units or such separate agreement provides that such Series D Preferred Units are not entitled to a right of Series D Preferred Redemption or are entitled to consideration other than the Series D Preferred Redemption Amount. The tendering Series D Preferred Unit Holder shall have no right, with respect to any Series D Preferred Units so redeemed, to receive any distributions paid on or after the Series D Preferred Redemption Date. Any Series D Preferred Redemption shall be exercised pursuant to a Notice of Series D Preferred Redemption delivered to the General Partner by the Tendering Series D Preferred Unit Holder and surrender to the General Partner of certificates representing the Series D Preferred Units, if any. The Series D Preferred Redemption Amount shall be payable to the Tendering Series D Preferred Unit Holder on the Series D Preferred Redemption Date. B. Notwithstanding Paragraph 7.A above, if a Series D Preferred Unit Holder has delivered to the General Partner a Notice of Series D Preferred Redemption and the certificates representing the Series D Preferred Units, if any, then the Parent may, in its sole and absolute discretion (subject to the limitations on ownership and transfer of REIT Shares set forth in the Charter), elect to assume and satisfy the Partnership’s Series D Preferred Redemption obligation and acquire some or all of the Tendered Series D Preferred Units from the Tendering Series D Preferred Unit Holder in exchange for the Series D Preferred REIT Shares Amount (as of the Series D Preferred Redemption Date) and, if the Parent so elects, the Tendering Series D Preferred Unit Holder shall sell the Tendered Series D Preferred Units to the Parent in exchange for the Series D Preferred REIT Shares Amount (to the extent then permitted by the rules of the New York Stoc...
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Related to Redemption of Series D Preferred Units

  • Preferred Units Notwithstanding anything to the contrary, the provisions of Section 14.3 are not applicable to Preferred Units or the holders of Preferred Units. Holders of Preferred Units shall have no voting, approval or consent rights under this Article XIV. Voting, approval and consent rights of holders of Preferred Units shall be solely as provided for and set forth in Article XVI.

  • Series A Preferred Stock The Series A Preferred Stock shall have the following rights, preferences and limitations: i. The Series A Preferred Stock shall have a liquidation preference of $100 per share or an aggregate liquidation preference of $6.4 million. The liquidation preference shall be senior to all other securities of the Company including the Series B, C and D Preferred Stock described below and the Common Stock. ii. The Series A Preferred Stock shall not have specified dividends but shall be entitled to participate on an as-converted basis in any dividends paid on the Common Stock of the Company or the Series B, C or D Preferred Stock. iii. The Series A Preferred Stock shall not be subject to mandatory redemption at the election of the Investors but shall be subject to redemption at a redemption price of $100 per share by the Company at any time on or after ten (10) years after the original date of issuance. iv. The Series A Preferred Stock shall be convertible into shares of Common Stock at a conversion price of $1.00 per share. Each share of Series A Preferred Stock shall be initially convertible into 100 shares of Common Stock based on the $100 liquidation preferential amount thereof. The conversion price and number of shares will be subject to customary anti-dilution adjustments for stock splits, share dividends, recapitalizations, stock issuances, etc., with the anti-dilution adjustment for the issuance of shares at less than the conversion price being determined on the "weighted average method." v. Subject to the provisions of Section 3A hereof, the Series A Preferred Stock, voting as a single class, shall be entitled to elect a majority (4) of the Board of Directors. On all other matters, the holders of the Series A Preferred Stock shall vote together with the holders of the Common Stock and the Series B, C and D Preferred Stock and shall be entitled to cast one vote for each share of Common Stock into which the Series A Preferred Stock is convertible. vi. The approval of the Series A Preferred Stock, voting as a separate class, shall be required for the issuance of any securities having liquidation or other rights senior or superior or equal in any respect to the rights of the Series A Preferred Stock.

  • Series B Preferred Stock 1 Shares.......................................................................1

  • Redemption of Shares PNC shall process requests to redeem Shares as follows: (i) All requests to transfer or redeem Shares and payment therefor shall be made in accordance with the Fund’s prospectus, when the shareholder tenders Shares in proper form, accompanied by such documents as PNC reasonably may deem necessary. (ii) PNC reserves the right to refuse to transfer or redeem Shares until it is satisfied that the endorsement on the instructions is valid and genuine and that the requested transfer or redemption is legally authorized, and it shall incur no liability for the refusal to process transfers or redemptions that PNC, in its judgment, deems improper or unauthorized, or until it is reasonably satisfied that there is no basis to any claims adverse to such transfer or redemption. (iii) When Shares are redeemed, PNC shall deliver to the Fund’s custodian (the “Custodian”) and the Fund or its designee a notification setting forth the number of Shares redeemed. Such redeemed Shares shall be reflected on appropriate accounts maintained by PNC reflecting outstanding Shares of the Fund and Shares attributed to individual accounts. (iv) PNC shall, upon receipt of the monies provided to it by the Custodian for the redemption of Shares, pay such monies as are received from the Custodian, all in accordance with the procedures established from time to time between PNC and the Fund. (v) When a broker-dealer notifies PNC of a redemption desired by a customer, and the Custodian provides PNC with funds, PNC shall prepare and send the redemption proceeds to the broker-dealer on behalf of its customer, unless otherwise instructed in writing by the broker-dealer. (vi) PNC shall not process or effect any redemption requests with respect to Shares of the Fund after receipt by PNC or its agent of notification of the suspension of the determination of the net asset value of the Fund.

  • Redemption of Units Any redemption of Units by the Company permitted under Article III shall be conducted in accordance with this Section 3.13. (a) The Company shall, not later than 30 days before the date fixed for redemption, give notice of redemption to the Member at its last address designated on the records of the Company or the Transfer Agent, by registered or certified mail, postage prepaid, or overnight courier of national reputation. The notice shall be deemed to have been given when so mailed. The notice shall specify the Redeemable Units, the date fixed for redemption, the place of payment, that payment of the redemption price will be made upon the redemption of the Redeemable Units (or, if later in the case of Redeemable Units evidenced by Certificates, upon surrender of the Certificates evidencing such Redeemable Units) and that on and after the date fixed for redemption no further allocations or distributions to which the Member would otherwise be entitled in respect of the Redeemable Units will accrue or be made. (b) The aggregate redemption price for Redeemable Units shall be an amount equal to the Current Market Price (the date of determination of which shall be the date fixed for redemption) of Units of the class to be so redeemed multiplied by the number of Units of each such class included among the Redeemable Units, net of any costs or expenses incurred by the Company in connection with such redemption. Subject to the Delaware Act, the redemption price shall be paid, as determined by the Company in its sole discretion, (i) in cash, (ii) by delivery of a promissory note of the Company in the principal amount of the redemption price, bearing interest at the rate of 8% annually and payable in three equal annual installments of principal together with accrued interest, the first such installment commencing one year after the redemption date (or, if later in the case of Redeemable Units evidenced by Certificates, upon surrender of the Certificates evidencing such Redeemable Units) or (iii) a combination of cash and a promissory note having the terms described in clause (ii). (c) The Member or its duly authorized representative shall be entitled to receive the payment for Redeemable Units at the place of payment specified in the notice of redemption (i) in the case of uncertificated Redeemable Units, on the redemption date or (ii) in the case of Redeemable Units evidenced by Certificates, upon surrender, on the redemption date or thereafter, by or on behalf of the Member, of the Certificates evidencing the Redeemable Units, duly endorsed in blank or accompanied by an assignment duly executed in blank. (d) After the redemption date, Redeemable Units shall no longer constitute Outstanding Units.