Common use of Excess Cash Flow Redemption Clause in Contracts

Excess Cash Flow Redemption. (a) If the Company and its Restricted Subsidiaries have Excess Cash Flow for any six-month period (provided that the first period shall commence from the Acquisition Closing Date), then, within 65 days after the end of any such applicable period, the Company will be required to redeem (an “Excess Cash Flow Redemption”) the maximum principal amount of Notes that can be redeemed with 75% of such Excess Cash Flow for such period (the “Excess Cash Flow Redemption Amount”). The redemption price for such Excess Cash Flow Redemption shall be an amount in cash equal to 106% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date of redemption, in accordance with the procedures set forth in the Indenture. (b) With respect to each Excess Cash Flow Redemption, the Company shall be entitled to reduce the applicable Excess Cash Flow Redemption Amount with respect thereto by an amount equal to the sum of (x) the aggregate repurchase price paid for any Notes theretofore repurchased by the Company in the open market (and cancelled by the Company) to the extent that such open market purchase was offered to all holders of the Notes on a pro rata basis and (y) the aggregate redemption price paid for any Notes theretofore redeemed pursuant to one or more optional redemptions (other than any redemptions pursuant to Section 3.07(a) and Section 3.07(b) of the Indenture), in each case, during the period with respect to which such Excess Cash Flow was being computed. (c) Notwithstanding the foregoing, the Company shall not be entitled to reduce the applicable Excess Cash Flow Redemption Amount by the aggregate repurchase price of any Notes theretofore repurchased by the Company pursuant to any Asset Sale Offers, Change of Control Offers or Excess Cash Flow Redemptions during such period. (d) Any Excess Cash Flow Redemption under this section 9 and Section 4.19 of the Indenture shall be made pursuant to the provisions of Sections 3.01 through 3.06 of the Indenture.

Excess Cash Flow Redemption. (a) If the Company and its Restricted Subsidiaries have Excess Cash Flow for any six-month period Amount (provided that the first period shall commence from the Acquisition Closing Date), then, within 65 days after the end of any such applicable periodas defined below) on a Cash Flow Measurement Date is greater than zero, the Company will shall within fifteen (15) Business Days of such Cash Flow Measurement Date mail or cause to be required mailed, by first-class mail, postage prepaid (or delivered in accordance with the applicable procedures of DTC), a notice of redemption to each Holder whose Securities are to be redeemed at its registered address, with a copy to the Trustee, and shall, no more than ten (10) calendar days after delivery of such notice, redeem (an “Excess Cash Flow Redemption”) the maximum Securities and the Participating Notes (pro rata in accordance with Section 3.13) in an aggregate principal amount of Notes that can be redeemed with 75% of such equal to the Excess Cash Flow for Notes Amount as of such period (the “Excess Cash Flow Redemption Amount”). The Measurement Date at a redemption price for such Excess Cash Flow Redemption shall be an amount in cash equal to 106100% of the principal amount thereof, plus together with accrued and unpaid interest, if any, interest to the date of such redemption, in accordance with the procedures set forth in the Indenture. (b) With respect to On each Cash Flow Measurement Date, the Company and its Subsidiaries shall retain 5.0% of the Excess Cash Flow RedemptionAmount for general corporate purposes (each, a “Constellation Excess Cash Sweep Allocation”), which shall be deposited within fifteen (15) Business Days following each such Cash Flow Measurement Date in a segregated unrestricted account in the name of the Company shall be entitled to reduce or Constellation Overseas (the applicable “Constellation Excess Cash Flow Redemption Amount with respect thereto by an amount equal to the sum of (x) the aggregate repurchase price paid for any Notes theretofore repurchased by the Company in the open market (and cancelled by the Company) to the extent that such open market purchase was offered to all holders of the Notes on a pro rata basis and (y) the aggregate redemption price paid for any Notes theretofore redeemed pursuant to one or more optional redemptions (other than any redemptions pursuant to Section 3.07(a) and Section 3.07(b) of the IndentureSweep Allocation Account”), in each case, during the period with respect to which such Excess Cash Flow was being computed. (c) Notwithstanding Other than as specifically provided in this Section 3.10 (including, for the foregoingavoidance of doubt the periods for any redemption notices and payments), the Company shall not be entitled to reduce the applicable Excess Cash Flow Redemption Amount by the aggregate repurchase price of any Notes theretofore repurchased by the Company redemption pursuant to any Asset Sale Offers, Change of Control Offers or Excess Cash Flow Redemptions during such period. (d) Any Excess Cash Flow Redemption under this section 9 and Section 4.19 of the Indenture 3.10 shall be made pursuant to the provisions of Sections 3.01 through 3.06 of the Indenturehereof.

Excess Cash Flow Redemption. (a) If the Company and its Restricted Subsidiaries have Excess Cash Flow for Amount on any six-month period (provided that the first period shall commence from the Acquisition Closing Quarterly Calculation Date), thencommencing on March 31, 2023, is greater than U.S.$0.00, within 65 days after the end twenty five (25) Business Days of any such applicable period, Quarterly Calculation Date:‌ (1) the Company will be required shall apply:‌ (A) 74.5648% of the Tranche 2/3 Entitlement to redeem (an “Excess Cash Flow Redemption”) the maximum aggregate principal amount of Notes that can be redeemed with 75% (after giving effect to all such redemptions and repayments pursuant to this Section 3.10) equal to a maximum of such Excess Cash Flow for such period U.S.$31,074,568 (the “Excess Cash Flow Redemption Amount”). The redemption price for such Excess Cash Flow Redemption shall be plus accrued and unpaid interest (including an amount in of cash equal to 106all accrued and unpaid PIK Interest) due thereon up to, but excluding, the date of redemption); and (B) 25.4352% of the Tranche 2/3 Entitlement to repay an aggregate principal amount of the Restructured Bradesco Debt (after giving effect to all such redemptions and repayments pursuant to this Section 3.10) equal to a maximum of U.S.$10,600,000 (together with payment in cash of accrued and unpaid interest due on the amount prepaid up to the date of prepayment), at par and otherwise in accordance with the terms of the Restructured Bradesco Debt; and (2) following the redemption or repayment in full of the maximum aggregate principal amounts of Notes and Restructured Bradesco Debt set forth in clause (1) above, the Company shall apply any remaining Tranche 2/3 Entitlement to redeem or repay, as applicable, on a pro rata basis, any principal amounts outstanding under the Notes and the Restructured Bradesco Debt. (b) Any redemption of the Notes by the Company pursuant to clause (a) above shall be at a redemption price equal to 100% of the principal amount thereofof such Notes to be redeemed, plus accrued and unpaid interestinterest (including an amount of cash equal to all accrued and unpaid PIK Interest) due thereon up to, if anybut excluding, the date of redemption. Any repayment of the Restructured Bradesco Debt pursuant to clause (a) above shall be at par (together with payment in cash of accrued and unpaid interest due on the amount prepaid up to the date of redemption, prepayment) and otherwise in accordance with the procedures set forth in the Indenture. (b) With respect to each Excess Cash Flow Redemption, the Company shall be entitled to reduce the applicable Excess Cash Flow Redemption Amount with respect thereto by an amount equal to the sum of (x) the aggregate repurchase price paid for any Notes theretofore repurchased by the Company in the open market (and cancelled by the Company) to the extent that such open market purchase was offered to all holders terms of the Notes on a pro rata basis and (y) the aggregate redemption price paid for any Notes theretofore redeemed pursuant to one or more optional redemptions (other than any redemptions pursuant to Section 3.07(a) and Section 3.07(b) of the Indenture), in each case, during the period with respect to which such Excess Cash Flow was being computedRestructured Bradesco Debt. (c) Notwithstanding If the foregoingCompany is required to redeem Notes with a portion of the Excess Cash Flow Amount pursuant to this Section 3.10, the Company shall not be entitled to reduce within fifteen (15) Business Days of the applicable Excess Cash Flow Redemption Amount Quarterly Calculation Date, mail or cause to be mailed, by first-class mail, postage prepaid (or delivered in accordance with the aggregate repurchase price Applicable Procedures of any DTC), a notice of redemption to each Holder whose Notes theretofore repurchased are to be redeemed at its registered address, with a copy to the Trustee, and shall, no more than five (5) Business Days after delivery of such notice, redeem the Notes as required by the Company pursuant to any Asset Sale Offers, Change of Control Offers or Excess Cash Flow Redemptions during such periodclause (a) above. (d) Any The Company shall apply the Tranche 1 Entitlement to repay Indebtedness outstanding under the Restructured ALB Loans; provided that the Company shall not apply any Adjusted Unrestricted Cash in excess of the Excess Cash Flow Redemption under this section 9 and Section 4.19 Amount in an amount greater than 100% of the Indenture Tranche 1 Entitlement to the Indebtedness outstanding under the Restructured ALB Loans. (e) Other than as specifically provided in this Section 3.10 (including the periods for any redemption notices and payments), any redemption pursuant to this Section 3.10 shall be made pursuant to the provisions of Sections 3.01 through 3.06 of the Indenturehereof.

Excess Cash Flow Redemption. (a) If the Company and its Restricted Subsidiaries have Excess Cash Flow for any six-month period Amount (provided that the first period shall commence from the Acquisition Closing Date), then, within 65 days after the end of any such applicable periodas defined below) on a Cash Flow Measurement Date is greater than zero, the Company will shall within fifteen (15) Business Days of such Cash Flow Measurement Date mail or cause to be required mailed, by first-class mail, postage prepaid (or delivered in accordance with the applicable procedures of DTC), a notice of redemption to each Holder whose Securities are to be redeemed at its registered address, with a copy to the Trustee, and shall, no more than ten (10) calendar days after delivery of such notice, redeem (an “Excess Cash Flow Redemption”) the maximum Securities and the Stub Notes (pro rata in accordance with Section 3.13) in an aggregate principal amount of Notes that can be redeemed with 75% of such equal to the Excess Cash Flow for Notes Amount as of such period (the “Excess Cash Flow Redemption Amount”). The Measurement Date at a redemption price for such Excess Cash Flow Redemption shall be an amount in cash equal to 106100% of the principal amount thereof, plus together with accrued and unpaid interest, if any, interest to the date of such redemption, in accordance with the procedures set forth in the Indenture. (b) With respect to On each Cash Flow Measurement Date, the Company and its Subsidiaries shall retain 5.0% of the Excess Cash Flow RedemptionAmount for general corporate purposes (each, a “Constellation Excess Cash Sweep Allocation”), which shall be deposited within fifteen (15) Business Days following each such Cash Flow Measurement Date in a segregated unrestricted account in the name of the Company shall be entitled to reduce or Constellation Overseas (the applicable “Constellation Excess Cash Flow Redemption Amount with respect thereto by an amount equal to the sum of (x) the aggregate repurchase price paid for any Notes theretofore repurchased by the Company in the open market (and cancelled by the Company) to the extent that such open market purchase was offered to all holders of the Notes on a pro rata basis and (y) the aggregate redemption price paid for any Notes theretofore redeemed pursuant to one or more optional redemptions (other than any redemptions pursuant to Section 3.07(a) and Section 3.07(b) of the IndentureSweep Allocation Account”), in each case, during the period with respect to which such Excess Cash Flow was being computed. (c) Notwithstanding Other than as specifically provided in this Section 3.10 (including, for the foregoingavoidance of doubt the periods for any redemption notices and payments), the Company shall not be entitled to reduce the applicable Excess Cash Flow Redemption Amount by the aggregate repurchase price of any Notes theretofore repurchased by the Company redemption pursuant to any Asset Sale Offers, Change of Control Offers or Excess Cash Flow Redemptions during such period. (d) Any Excess Cash Flow Redemption under this section 9 and Section 4.19 of the Indenture 3.10 shall be made pursuant to the provisions of Sections 3.01 through 3.06 of the Indenturehereof.