Early Redemption Right Clause Samples
Early Redemption Right. (a) Without limiting Section 5.13, Purchaser may, at any time within two (2) years after the Closing Date and following (i) it becoming aware of the occurrence of an Early Redemption Event (as defined in Section 5.14(b) below) or (ii) it receiving a notice in writing from the Company notifying it of the occurrence of an Early Redemption Event, elect, in its sole discretion, by giving written notice to the Company (the “Early Redemption Notice”), to require the Company to redeem all (but not less than all) of the Remaining Subject Shares held by Purchaser as of the date of the Early Redemption Notice. Such Redemption Notice shall be delivered to the Company’s registered office address and business address at ▇▇▇▇▇▇▇▇ ▇▇. ▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇ ▇▇-▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, People’s Republic of China.
(b) Any of the following events that occurs within two (2) years after the Closing Date shall constitute an early redemption event (each, an “Early Redemption Event”):
(i) The ADSs cease to be listed on the NASDAQ;
(ii) The ADSs are suspended from trading on the NASDAQ for more than ten (10) Business Days due to reasons other than normal corporate and business activities;
(iii) ▇▇. ▇▇▇ ceases to directly or indirectly own 20% or more of the total outstanding and issued Shares on a fully-diluted and as-converted basis partially or solely due to an acquisition, in one or more transactions, of Equity Securities by Smilegate Entertainment Inc., a company incorporated under the laws of the Republic of Korea, and/or any of its Affiliates (“Smilegate Acquisition”);
(iv) ▇▇. ▇▇▇ ceases to directly or indirectly own 20% or more of the total outstanding and issued Shares on a fully-diluted and as-converted basis due to any reason other than a Smilegate Acquisition;
(v) Any material breach by the Company of any of its obligations under this Agreement or any material breach by HK Holdco of any of its obligations under the Option Deed or Account Charge;
(vi) The occurrence of any Major Indebtedness Default;
(vii) Removal of the Purchaser Director from the board of directors of HK Holdco or as a co-signatory to the Collateral Account, any material breach of HK Holdco’s articles of association or the Shareholders’ Agreement, or any amendment, modification or change to or of HK Holdco’s articles of association without the consent of Purchaser;
(viii) Any representation or statement made or deemed to be made by the HK Holdco or the Company in th...
Early Redemption Right. (a) If the Trustee fails to receive notice from the Callholder in accordance with the Call Option on or prior to 4:00 p.m. (New York City time) on the Call Exercise Date that it intends to exercise the Call Option, the Trustee, on behalf of the Certificateholders, shall, immediately thereafter, instruct the Book-Entry Depositary to give irrevocable written notice to Yorkshire Finance (the "Early Redemption Notice") that the Book-Entry Depositary will exercise the Early Redemption Right on the Settlement Date in accordance with the terms of the Notes and the Indenture.
(b) Subject to prior compliance with Section 8.3(a), the Early Redemption Right shall be exercised by the Book-Entry Depositary at the direction of the Trustee by delivery of the Notes to Yorkshire Finance at the time and in the manner specified in the Notes, together with such other documents as may be required by, and by satisfying such other applicable terms of, the Notes.
(c) Notwithstanding any other term of this Agreement, if the Callholder exercises the Call Option in accordance with the terms thereof but fails to make payment in full thereon by 2:00 p.m. (London time) on the Business Day preceding the Settlement Date, the Trustee, on behalf of the Trust, shall, immediately upon notice of or the occurrence of such default by the Callholder, instruct the Book-Entry Depositary to give irrevocable written notice to Yorkshire Finance that the Book-Entry Depositary intends to exercise the Early Redemption Right on the Settlement Date in accordance with the terms of the Notes. In such event, the Early Redemption Right shall then be exercised by the Book-Entry Depositary at the direction of the Trustee by surrender of the Notes to Yorkshire Finance at the time and in the manner specified in the Notes, together with such other documents as may be required by, and by satisfying any other applicable terms of, the Notes.
Early Redemption Right. 39 ARTICLE IX Concerning the Trustee............................................40