Automatic Redemption. Notwithstanding anything in this Note to the contrary, in the event of a Bankruptcy (as defined in Section 6.6), without the need for any further notice or action by any party hereunder, Issuer shall automatically be required to immediately redeem this Note in whole at Made-Whole Redemption Price. The term “Made-Whole Redemption Price”, in respect of a Redemption Amount, is an amount that would have been received by Investor if the Redemption Amount were to be invested in this Note for the Presumed Duration and that would result in Investor receiving a premium, which in aggregate of the interest accrued and outstanding under Clause 2 and any incremental interest accrued and outstanding under Section 4.5, will provide to the Investor the applicable Return Rate.
Automatic Redemption. (a) Each Restricted Member is willing to subject his Restricted Units to the automatic redemption provisions of this Section 3.9.
(b) In the event that a Restricted Member voluntarily terminates his services to the Company or the Company terminates such Restricted Member’s services to the Company for any or no reason, with or without Cause, the Restricted Units held by such Restricted Member shall, upon the date of such termination (the “Redemption Date”), be automatically redeemed by the Company for no consideration (other than any Tax Distribution to which such Restricted Member is entitled with respect to the Restricted Units in accordance with Section 5.7 following the allocation of Profits and Losses through the Redemption Date). Upon the automatic redemption of any Restricted Units, the Company shall become the legal and beneficial owner of the Restricted Units so redeemed and all rights and interest therein or related thereto without further action by the Restricted Member.
(c) The Restricted Units shall be released from automatic redemption pursuant to Section 3.9(b) in the following manner:
i. One third (1/3rd) of the Restricted Units shall be considered “Time Vested Restricted Units”. One third (1/3rd) of the Time Vested Restricted Units shall be automatically released from automatic redemption pursuant to Section 3.9(b), and shall no longer be treated as Restricted Units for purposes of this Section 3.9, on each of the first three annual anniversaries of the date of the grant of such Profits Interest Units.
ii. Two thirds (2/3rd) of the Restricted Units shall be considered “Performance-Based Restricted Units”.
A.1 All of the Performance-Based Restricted Units shall be released from automatic redemption pursuant to Section 3.9(b), and shall no longer be treated as Restricted Units for purposes of this Section 3.9, if (x) the Company’s average 12-month EBITDA for the 24 months preceding a Liquidity Event is above $19 million; and (y) the Company’s 12-month EBITDA for the second 12 months preceding a Liquidity Event is at least 95% of the 12-month EBITDA for the first 12 months preceding the Liquidity Event.
A.2 Only three fourths (3/4th) of the Performance-Based Restricted Units shall be released from automatic redemption pursuant to Section 3.9(b), and shall no longer be treated as Restricted Units for purposes of this Section 3.9, if (x) the Company’s average 12-month EBITDA for the 24 months preceding a Liquidity Event is above $18 million and ...
Automatic Redemption. On the date that is five (5) years after the date shares of Series F Preferred Stock are initially issued (the "Automatic Redemption Date"), such shares of Series F Preferred Stock shall automatically, with no further action required to be taken by the Corporation or the holder thereof, be redeemed (unless otherwise prevented by law) in cash, at a redemption price per share equal to the greater of (i) the Accreted Value plus, as provided in Section 3 above, all accrued and unpaid dividends through the Automatic Redemption Date, if any, with respect to each share of Series F Preferred Stock or (ii) the product of the Per Share Price and the number of shares of Common Stock into which the Series F Preferred Stock is convertible on such Automatic Redemption Date. Written notice of such Automatic Redemption Date shall be delivered in person, mailed by certified mail, return receipt requested , mailed by overnight mail or sent by telecopier not less than thirty (30), nor more than sixty (60), days prior to the Automatic Redemption Date to the holders of record of the shares of Series F Preferred Stock such notice to be addressed to each such holder at its address as shown in the records of the Corporation. The total sum payable per share of Series F Preferred Stock to be redeemed (the "Redeemed Shares") on the Automatic Redemption Date is referred to as the "Redemption Price," and the payment to be made on the Automatic Redemption Date for the Redeemed Shares is referred to as the "Redemption Payment." The Redemption Payment shall be made by wire transfer of immediately available funds to accounts designated in writing by the holders of shares of Series F Preferred Stock. Upon notice from the Corporation, each holder of shares of Series F Preferred Stock so redeemed shall promptly surrender to the Corporation, at any place where the Corporation shall maintain a transfer agent for its shares of Series F Preferred Stock, certificates representing the shares so redeemed, duly endorsed in blank or accompanied by proper instruments of transfer. Notwithstanding anything to the contrary set forth in this Certificate of Designation, any holder of Series F Preferred Stock may convert its shares of Series F Preferred Stock pursuant to Section 7(a) hereof until the Redemption Price has been paid by the Corporation to any such holders hereto.
Automatic Redemption. Upon the occurrence of a Triggering Event, and without any action on the part of the Corporation or any holder of outstanding share(s) of Series B Preferred Stock, each outstanding share of Series B Preferred Stock not previously converted pursuant to Section 6 shall be redeemed by the Corporation on the Redemption Date at the Redemption Price. Payments in cash shall be made solely out of funds legally available therefor.
Automatic Redemption. If a Closing Deadline Failure occurs and shares of Series B-1 12.75% Preferred Stock remain outstanding on the later of (i) December 31, 2012 or (ii) the one-year anniversary of such Closing Deadline Failure, the Corporation shall, subject to the provisions of the DGCL, redeem all outstanding shares of Series B-1 12.75% Preferred Stock for, at the Corporation’s sole discretion, cash or SWU Consideration in an amount equal to (i) the product of (A) the Liquidation Preference of such shares plus an amount per share equal to accrued but unpaid Dividends not previously added to the Liquidation Preference on such shares of Series B-1 12.75% Preferred Stock from and including the immediately preceding Dividend Payment Date to, but excluding, the date of redemption and (B) the Factor.
Automatic Redemption. All outstanding Loan Notes which have not previously been redeemed by the Company shall be redeemed by the Company on the second Business Day after the period of six months after the date of their issue.
Automatic Redemption. The Class II Units held by the Class II Unitholder, to the extent still outstanding and not previously redeemed, shall be automatically redeemed by the Company, without any action required by the Class II Unitholder, pursuant to the following schedule:
(a) One Class II Unit shall be redeemed on the day following the first anniversary of the date hereof;
(b) One Class II Unit shall be redeemed on the second anniversary of the date hereof; and
(c) One Class II Unit shall be redeemed on the third anniversary of the date hereof (each such date of redemption set forth in this Section 5.1, an “Automatic Redemption Trigger Date”). Each Class II Unit is to be redeemed out of funds lawfully available therefor at a price per Class II Unit equal to the Redemption Price (calculated as of the date of such Automatic Redemption Trigger Date and net of any amount paid pursuant to the proviso at the end of this sentence), which shall be paid, without interest, within ten (10) days of the Final Determination of the Redemption Price pursuant to Section 5.5(b) of this Agreement (or if the Final Determination of the Redemption Price occurs before the Automatic Redemption Trigger Date, within three
Automatic Redemption. Unless previously redeemed or exchanged and cancelled as herein provided, any outstanding Exchangeable Loan will be automatically redeemed by the Company on the Maturity Date at 100% of the Principal Amount (and any interest accrued thereon) of such outstanding Exchangeable Loan (“Automatic Redemption”). In the event that an Automatic Redemption event occurs pursuant to the above, the Company shall issue a redemption notice in the form or substantially the form set out in Schedule 1 to the Agreement. The Company shall, as soon as practicable, but in any event not more than seven (7) Business Days after the delivery of the redemption notice (“Maturity Payment Date”), pay the redemption amount determined in accordance with Clause 11.1, in cash to the Investors by way of a cashier’s order drawn on a licensed bank in Singapore (or as otherwise agreed with the Investors).
Automatic Redemption. The Company shall automatically redeem the Preferred Shares held by the Purchasers at a price of $3.00 per share if the Company fails to complete an Initial Public Offering at an offering price of $3.00 or higher per share within two (2) years from the Closing Date (the “Automatic Redemption”). In the event of an Automatic Redemption, the Purchasers shall retain ownership of the Warrants.
Automatic Redemption. The Company shall redeem the Notes, in whole but not in part, at the applicable Redemption Price on an Anniversary Date if the Observed 2Yr CMT Rate on the fifth Business Day prior to such Anniversary Date (an “Observation Date”) is less than or equal to the Strike Rate. The “Strike Rate” equals 4.76%. As used herein, the “Redemption Price” per $1,000 original offering price per unit of the Notes, if automatically redeemed, shall equal: • $1,040 for the first Anniversary Date occurring in August of 2007; or • $1,080 for the second Anniversary Date occurring in February of 2008; or • $1,120 for the third Anniversary Date occurring in August of 2008; or • $1,160 for the fourth Anniversary Date occurring in February of 2009; or • $1,200 for the fifth Anniversary Date occurring in August of 2009; or • $1,240 for the sixth Anniversary Date occurring in February of 2010. Thereafter, the Notes will no longer be outstanding and no additional payments will be made on the Notes on any subsequent Anniversary Date or on the Stated Maturity Date. As used herein, an “Anniversary Date” will occur on the 2nd day of February and August of each year, from and including August 2, 2007 to and including the Stated Maturity Date.
