Redemption of the Redeemed Shares Sample Clauses

The 'Redemption of the Redeemed Shares' clause defines the process by which a company can repurchase or redeem specific shares from shareholders. Typically, this clause outlines the conditions under which shares may be redeemed, the price or formula for determining the redemption amount, and the notice requirements to shareholders. For example, it may specify that certain preferred shares can be redeemed at the company's option after a set period or upon the occurrence of specific events. The core function of this clause is to provide a clear mechanism for returning capital to shareholders and managing the company's share structure, thereby offering flexibility and predictability for both the company and its investors.
Redemption of the Redeemed Shares. (a) Subject to the terms and conditions of this Agreement, VPCO hereby sells, assigns, transfers and delivers to the Master Fund all of the Redeemed Shares free and clear of all liens, security interests, claims, pledges and other encumbrances or restrictions whatsoever (“Liens”). (b) As consideration for the sale and assignment contemplated by Section 1(a), the Master Fund hereby sells, assigns, transfers and delivers to VPCO all of the Master Fund’s right, title and interest in and to the Securities of the Portfolio Companies set forth on Schedules A through L attached hereto. VPCO hereby acknowledges receipt of copies of the documents, agreements, notes, certificates and instruments related to the Securities (the “Transaction Documents”). Except as otherwise set forth in this Agreement, from and after the date hereof, solely to the extent of the transferred interests in the Securities, (i) VPCO shall be a party to and be bound by the provisions of the Transaction Documents and shall acquire the Master Fund’s rights and assume its obligations thereunder, and (ii) the Master Fund shall relinquish its rights and be released from its obligations under the Transaction Documents. (c) The Master Fund will deliver to VPCO any certificates representing any of the Securities and will take all actions and execute any documents necessary or convenient to cause the Securities to be properly transferred to VPCO and to be properly registered in the name of VPCO (the “Transfer Documents”), including assistance updating any book entry Securities. In connection therewith, the Master Fund by its execution of this Agreement irrevocably makes, constitutes and appoints VPCO as its true and lawful agent and attorney-in-fact, with full power of substitution, and full power and authority in the Master Fund’s name, place and stead, to make, execute, sign, acknowledge, swear to, record and file any such Transfer Documents. (d) Except for the right to receive the Securities in accordance with this Agreement, all rights of VPCO with respect to the Redeemed Shares are hereby terminated and the Redeemed Shares are hereby cancelled.
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Redemption of the Redeemed Shares. Effective as of the Effective Date, Seller is selling and assigning to the Company all of Seller’s right, title and interest in and to the Redeemed Shares, and the Company is purchasing the Redeemed Shares from Seller. Seller is conveying title to the Redeemed Shares to the Company by its execution and delivery of an Assignment Separate from Certificate substantially in the form of Exhibit A attached hereto (the “Assignment”).
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Redemption of the Redeemed Shares. On the terms and subject to conditions of this Agreement, Seller agrees to sell and transfer to the Company at the Closing provided for in Section 8.01 hereof (the "CLOSING") the Redeemed Shares, and in exchange therefor, the Company hereby agrees to (i) pay to Seller $105,000,000.00 (subject to adjustment in accordance with Section 1.04) (such amount, prior to adjustment pursuant to Section 1.04, the "INITIAL CASH REDEMPTION PAYMENT" and, after adjustment pursuant to Section 1.04, the "CASH REDEMPTION PAYMENT") and (ii) issue the Preferred Shares to Seller. The Initial Cash Redemption Payment shall be payable in cash by wire transfer or delivery of other immediately available funds to an account at a bank identified by Seller to the Company and Buyer at least two (2) business days prior to the Closing in an amount equal to the Initial Cash Redemption Payment.
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Redemption of the Redeemed Shares. Each Redeeming Holder hereby sells, assigns, conveys, transfers and delivers to the Company all of its rights, obligations, title and interest in and to such Redeeming Holder’s portion of the Redeemed Shares, and the Company hereby accepts such Redeeming Holder’s portion of the Redeemed Shares from such Redeeming Holder and cancels such Redeemed Shares. In exchange for the Redeemed Shares, the Company will deliver the Purchase Price to the Redeeming Holders by wire transfer of immediately available funds. The allocation of the Redeemed Shares and the Purchase Price among the Redeeming Holders shall be as set forth on Exhibit A attached hereto.
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Redemption of the Redeemed Shares. Upon the terms and subject to the conditions of this Agreement, the Seller hereby sells, transfers, conveys, assigns and delivers the Redeemed Shares to the Company free and clear of all liens, claims and encumbrances, and the Company hereby accepts, acquires and redeems the Redeemed Shares from the Seller.
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Redemption of the Redeemed Shares. (a) Subject to the terms and conditions of this Agreement, at the Closing, the Shareholder shall sell to the Company, and the Company shall redeem and purchase from the Shareholder, 90 shares of Common Stock (the "Redeemed Shares"). The Redeemed Shares to be delivered to the Company at the Closing shall be free and clear of all Liens. (b) The redemption price to be paid by the Company for the Redeemed Shares and the covenant set forth in Section 4.9 shall be $468,000,000 (the "Redemption Price") (as such may be adjusted in Section 1.5). On or prior to the Closing Date, the parties shall agree on the amount of consideration (as described above) being paid by the Company to the Shareholder in respect of the Shareholder's covenant in Section 4.9. At the Closing, the Company shall pay the Shareholder by wire transfer of immediately available funds to previously designated accounts of the Shareholder the Redemption Price, plus or minus an estimate, prepared by the Company and delivered to the Shareholder, of any adjustment to the Redemption Price under Section 1.5 (the Redemption Price plus or minus such estimate of any adjustment under Section 1.5 being hereafter called the "Closing Date Amount").
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Related to Redemption of the Redeemed Shares

  • Repurchase or Redemption of Shares by the Fund 4.1 Any of the outstanding Shares may be tendered for redemption at any time, and the Fund agrees to repurchase or redeem the Shares so tendered in accordance with its Declaration of Trust as amended from time to time, and in accordance with the applicable provisions of the Prospectus. The price to be paid to redeem or repurchase the Shares shall be equal to the net asset value determined as set forth in the Prospectus. All payments by the Fund hereunder shall be made in the manner set forth in Section 4.2 below. 4.2 The Fund shall pay the total amount of the redemption price as defined in the above paragraph pursuant to the instructions of the Distributor on or before the seventh day subsequent to its having received the notice of redemption in proper form. The proceeds of any redemption of Shares shall be paid by the Fund as follows: (i) in the case of Shares subject to a contingent deferred sales charge, any applicable contingent deferred sales charge shall be paid to the Distributor, and the balance shall be paid to or for the account of the redeeming shareholder, in each case in accordance with applicable provisions of the Prospectus; and (ii) in the case of all other Shares, proceeds shall be paid to or for the account of the redeeming shareholder, in each case in accordance with applicable provisions of the Prospectus. 4.3 Redemption of any class and/or series of Shares or payment may be suspended at times when the New York Stock Exchange is closed for other than customary weekends and holidays, when trading on said Exchange is restricted, when an emergency exists as a result of which disposal by the Fund of securities owned by it is not reasonably practicable or it is not reasonably practicable for the Fund fairly to determine the value of its net assets, or during any other period when the Securities and Exchange Commission, by order, so permits.

  • Optional Redemption of the Notes (a) The Company may redeem at its election, at any time or from time to time, some or all of the Notes before they mature at a redemption price equal to the sum of (x) 100% of the principal amount of Notes redeemed plus accrued and unpaid interest, if any, to, but not including, the date of redemption (the “Redemption Date”), subject to the rights of Holders of record of Notes on the relevant record date to receive interest due on the relevant Interest Payment Date plus (y) the Make-Whole Premium. (b) Notwithstanding the foregoing, if the Notes are redeemed on or after the First Par Call Date, the redemption price will not include the Make-Whole Premium. (c) Neither the Trustee nor any Paying Agent shall have any obligation to calculate or verify the calculation of the Make-Whole Premium. (d) The provisions of Section 3.01 through Section 3.06 of the Base Indenture shall not apply to the Notes, and the following provisions shall apply in lieu thereof: (i) In the event that the Company chooses to redeem less than all of the Notes, selection of the Notes for redemption will be made by the Trustee: (A) by a method that complies with the requirements, as certified to the Trustee by the Company, of the principal securities exchange, if any, on which the Notes are listed at such time, and in compliance with the requirements of the relevant clearing system; or (B) if the Notes are not listed on a securities exchange, or such securities exchange prescribes no method of selection and the Notes are not held through a clearing system or the clearing system prescribes no method of selection, by lot. (ii) No Notes of a principal amount of $2,000 or less shall be redeemed in part. (iii) Notice of redemption will be delivered at least 15 but not more than 60 days before the redemption date to each Holder of Notes to be redeemed, the Trustee and the Paying Agent; provided that, if the redemption notice is issued in connection with a defeasance of the Notes or satisfaction and discharge of the Indenture governing the Note in accordance with the Indentures, the notice of redemption may be delivered more than 60 calendar days before the date of redemption. If any Note is to be redeemed in part only, then the notice of redemption that relates to such Note must state the portion of the principal amount thereof to be redeemed. A new Note in a principal amount equal to the unredeemed portion thereof will be issued in the name of the Holder thereof upon cancellation of the original Note (or appropriate adjustments to the amount and beneficial interests in a Global Note will be made). On and after the redemption date, interest will cease to accrue on Notes or portions thereof called for redemption as long as the Company has deposited with the Paying Agent funds in satisfaction of the applicable redemption price. (e) Any redemption or notice of redemption, may, at the Company’s discretion, be subject to one or more conditions precedent.

  • 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).

  • REPURCHASE OR REDEMPTION OF SHARES (a) Any of the outstanding Shares of a Fund may be tendered for redemption at any time, and each Fund agrees to redeem its Shares so tendered in accordance with the applicable provisions set forth in its Prospectus. The price to be paid to redeem the Shares shall be equal to the net asset value determined as set forth in the Prospectus less any applicable contingent deferred sales charge ("CDSC"). Upon any redemption of Shares the Fund shall pay the total amount of the redemption price in New York Clearing House funds in accordance with applicable provisions of the Prospectus. (b) The redemption by a Fund of any of its Class A Shares purchased by or through the Distributor will not affect the applicable front-end sales charge secured by the Distributor or any Selected Dealer in the course of the original sale, except that if any Class A Shares are tendered for redemption within seven business days after the date of the confirmation of the original purchase, the right to the applicable front-end sales charge shall be forfeited by the Distributor and the Selected Dealer which sold such Shares. (c) The proceeds of any redemption of Class A, Class B or Class C Shares shall be paid by each Fund as follows: (i) any applicable CDSC shall be paid to the Distributor or to the Selected Dealer, or, when applicable, pursuant to the Rules of the Association of the National Association of Securities Dealers, Inc. ("NASD"), retained by the Fund and (ii) the balance shall be paid to the redeeming shareholders, in each case in accordance with applicable provisions of its Prospectus in New York Clearing House funds. The Distributor is authorized to direct a Fund to pay directly to the Selected Dealer any CDSC payable by a Fund to the Distributor in respect of Class A, Class B, or Class C Shares sold by the Selected Dealer to the redeeming shareholders. (d) The Distributor is authorized, as agent for the Fund, to repurchase Shares, represented by a share certificate which is delivered to any office of the Distributor in accordance with applicable provisions set forth in each Fund's Prospectus. The Distributor shall promptly transmit to the transfer agent of the Fund for redemption all Shares so delivered. The Distributor shall be responsible for the accuracy of instructions transmitted to the Fund's transfer agent in connection with all such repurchases. (e) The Distributor is authorized, as agent for each Fund, to repurchase Shares held in a shareholder's account with a Fund for which no share certificate has been issued, upon the telephonic request of the shareholders, or at the discretion of the Distributor. The Distributor shall promptly transmit to the transfer agent of the Fund, for redemption, all such orders for repurchase of Shares. Payment for Shares repurchased may be made by a Fund to the Distributor for the account of the shareholder. The Distributor shall be responsible for the accuracy of instructions transmitted to the Fund's transfer agent in connection with all such repurchases. (f) Redemption of its Shares or payment by a Fund may be suspended at times when the New York Stock Exchange is closed, when trading on said Exchange is restricted, when an emergency exists as a result of which disposal by a Fund of securities owned by it is not reasonably practicable or it is not reasonably practicable for a Fund fairly to determine the value of its net assets, or during any other period when the SEC, by order, so permits. (g) With respect to its Shares tendered for redemption or repurchase by any Selected Dealer on behalf of its customers, the Distributor is authorized to instruct the transfer agent of a Fund to accept orders for redemption or repurchase directly from the Selected Dealer on behalf of the Distributor and to instruct the Fund to transmit payments for such redemptions and repurchases directly to the Selected Dealer on behalf of the Distributor for the account of the shareholder. The Distributor shall obtain from the Selected Dealer, and shall maintain, a record of such orders. The Distributor is further authorized to obtain from the Fund, and shall maintain, a record of payment made directly to the Selected Dealer on behalf of the Distributor.

  • SALE AND REDEMPTION OF SHARES 1. Whenever the Fund shall sell any shares issued by the Fund (“Shares”) it shall deliver to Custodian a Certificate or, Instructions specifying the amount of money and/or Securities to be received by Custodian for the sale of such Shares and specifically allocated to an Account for such Fund. 2. Upon receipt of such money, Custodian shall credit such money to an Account in the name of the Fund for which such money was received. 3. Except as provided hereinafter, whenever the Fund desires Custodian to make payment out of the money held by Custodian hereunder in connection with a redemption of any Shares, it shall furnish to Custodian a Certificate or Instructions specifying the total amount to be paid for such Shares. Custodian shall make payment of such total amount to the transfer agent specified in such Certificate or Instructions out of the money held in an Account of the appropriate Fund. 4. Notwithstanding the above provisions regarding the redemption of any Shares, whenever any Shares are redeemed pursuant to any check redemption privilege which may from time to time be offered by the Fund, Custodian, unless otherwise instructed by a Certificate or Instructions, shall, upon presentment of such check;, charge the amount thereof against the money held in the Account of the Fund of the Shares being redeemed, provided, that if the Fund or its agent timely advises Custodian that such check is not to be honored, Custodian shall return such check unpaid.