EXCHANGE NOTICE Sample Clauses

EXCHANGE NOTICE. In the event all of the conditions described in Section 1 are satisfied as of the Determination Date and Shareholder elects to exercise its right to exchange its Exchangeable Subject Shares (as hereinafter defined), Shareholder shall provide written notice thereof (the "Exchange Notice") to APS, which Exchange Notice must be received by APS not later than the date (the "Expiration Date") which is one hundred eighty (180) calendar days after the Determination Date. In the event (i) any of the conditions required for an exchange to be permissible, as described in Section 1 above, fail to be satisfied on or prior to the Determination Date, or (ii) any of the conditions specified in subsections (b), (c) and (d) of Section 1 fail to be satisfied on or prior to the Closing Date, or (iii) APS fails to receive an Exchange Notice from Shareholder on or prior to the Expiration Date; then, in any such case, all of Shareholder's rights under this Agreement shall automatically terminate and be of no further force or effect whatsoever.
EXCHANGE NOTICE. An Exchangeable Unit Member shall exercise its right to an Elective Exchange by delivering to the Company, with a contemporaneous copy delivered to the Managing Member, in each case during normal business hours at the principal executive offices of the Company and the Managing Member, respectively, a written election of exchange in respect of the Exchangeable Units to be exchanged (an “Elective Exchange Notice”), duly executed by such the Exchangeable Unit Member. An Elective Exchange Notice must be delivered at least one week before the proposed Elective Exchange Date or such other date as may be specified in the Policies then in effect, unless otherwise consented by the Managing Member. (i) An Exchangeable Unit Member may specify, in an applicable Elective Exchange Notice, that the Elective Exchange is to be contingent (including as to timing) upon the occurrence of any transaction or event, including the consummation of a purchase by another Person (whether in a tender or exchange offer, an underwritten offering, change of control transaction or otherwise) of shares of Class A Common Stock or any merger, consolidation or other business combination. The failure of such contingency to occur shall terminate all of the Exchangeable Unit Member’s, Company’s and Managing Member’s rights and obligations arising from that particular Elective Exchange Notice, and all actions taken to effect the Elective Exchange contemplated by that Elective Exchange Notice shall be deemed rescinded. (ii) After the Elective Exchange Notice and corresponding Certificates have been delivered to the Managing Member, and unless such Exchangeable Unit Member timely has delivered a Retraction Notice pursuant to Section 12.1(b)(iii) or the Company or Managing Member, as applicable, has refused to honor the request in full pursuant to Section 12.2(c), the Company or Managing Member, as applicable, will effect the Elective Exchange in accordance with the Policies and inform the Exchangeable Unit Member of the effective date of such Elective Exchange (the “Elective Exchange Date”). (iii) Notwithstanding any provisions of this Agreement to the contrary, if there is a five percent (5%) or greater drop in the reported closing trading price of a share of Class A Common Stock on the principal U.S. securities exchange or automated or electronic quotation system on which the Class A Common Stock trades after the delivery of an Elective Exchange Notice and prior to 5:00 p.m., Pacific time, on the...
EXCHANGE NOTICE. If you want to exchange this Note into ADSs of the Guarantor, check the box: To exchange only part of this Note, state the principal amount to be exchanged (which must be $200,000 or an integral multiple of $1,000 in excess thereof): $ If you want the share certificate, if any, made out in another person’s name, fill in the form below: Signature Guarantee: Note: Signatures must be guaranteed by an “eligible guarantor institution” meeting the requirements of the Registrar, which requirements include membership or participation in the Note Transfer Agent Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Registrar in addition to, or in substitution for, STAMP, all in accordance with the Exchange Act of 1934, as amended. To: ▇▇▇▇▇ Fargo Bank, National Association Corporate Trust Services MAC ▇▇▇▇▇-▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇. ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: Corsicanto Ltd. Account Manager Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ The undersigned registered owner of this Note hereby acknowledges receipt of a notice from Corsicanto Limited (the “Company”) as to the occurrence of a Fundamental Change with respect to the Issuer and specifying the Fundamental Change Purchase Date and requests and instructs the Issuer to pay to the registered holder hereof in accordance with the applicable provisions of the Indenture referred to in this Note (1) the entire principal amount of this Note, or the portion thereof (that is $200,000 principal amount or an integral multiple of $1,000 thereof) below designated, and (2) if such Fundamental Change Purchase Date does not fall during the period after a Regular Record Date and on or prior to the corresponding Interest Payment Date, accrued and unpaid interest, if any, thereon to, but excluding, such Fundamental Change Purchase Date. In the case of Physical Notes, the certificate numbers of the Notes to be repurchased are as set forth below: Dated: Signature(s) Social Security or Other Taxpayer Identification Number Principal amount to be repaid (if less than all): $ ,000 NOTICE: The above signature(s) of the Holder(s) hereof must correspond with the name as written upon the face of the Note in every particular without alteration or enlargement or any change whatever. The undersigned registered owner of this Note hereby acknowledges receipt of a notice from Corsicanto Limited (the “Issuer”) as to the occurrence of a Repurchase Date and specifying the Repurchase Date and requests and instructs the ...
EXCHANGE NOTICE. To exchange this Note as provided in the Indenture, check the box: o
EXCHANGE NOTICE. The Exchange Notice will state (i) if the Exchange Securities are not to be issued in the name of the Holder, the name of the person to whom the certificates representing such Exchange Securities; and (ii) the address to which certificates representing Exchange Securities are to be delivered.
EXCHANGE NOTICE. Any notice of exchange of shares of Series G Preferred Stock by a Holder pursuant to Section 4(a) shall be in the form attached hereto as ANNEX II.
EXCHANGE NOTICE. (a) In order to exchange any portion of the --------------- principal of, and accrued interest on, this Note, the Holder shall send by facsimile transmission, at any time prior to 8 p.m., New York time, on the date on which the Holder wishes to effect such Exchange (the "Exchange Date"), a notice of exchange in the form of Exhibit B hereto (an "Exchange Notice") to the Company and to the Transfer Agent, stating (i) the principal amount of the Note to be exchanged, including compoundings of interest pursuant to Section 2.1(b), which amount shall not be less than $100,000 (or such lesser amount remaining unpaid on the final Exchange Date), (ii) the amount of interest accrued on the then unpaid principal balance of the Note, up to and including the Exchange Date, (iii) the applicable Exchange Price, and (iv) a calculation of the number of shares of BLCI Stock to be delivered on such Exchange. The Holder shall not be required physically to surrender this Note to the Company or to the Transfer Agent in order to effect an Exchange; provided, however, that the amounts outstanding under this Note shall automatically be reduced by the amounts of any such portion of the principal and accrued interest exchanged for Exchange Shares pursuant to this Section 3. (b) The Company shall maintain a record showing, at any given time, the unpaid principal amount of this Note, the accrued but unpaid interest thereon, and the date of each Exchange or other payment of principal hereof. The Holder shall amend Exhibit A hereto on any such Exchange or payment of principal to reflect the unpaid principal amount hereof; provided, that the failure to do so shall not affect the Company's obligations hereunder.
EXCHANGE NOTICE. To Telesat Partnership LP (the “Partnership”) This notice is given pursuant to Section 2.1(a) of Schedule A of the Amended and Restated Limited Partnership Agreement, as amended from time to time, between Telesat Corporation (“Topco”), in its own capacity and as general partner, and the other parties thereto (the Limited Partnership Agreement”). All capitalized words and expressions used in this notice that are defined in the Limited Partnership Agreement have the meanings ascribed to such words and expressions in such Limited Partnership Agreement. The undersigned hereby notifies the Partnership that the undersigned desires to have the Partnership exchange in accordance with the terms of the Limited Partnership Agreement: ¨ all Class _____ Exchangeable Unit(s) held by the undersigned; or ¨ _________ Class _____ Exchangeable Unit(s) held by the undersigned, on __________ (the “Exchange Date”).
EXCHANGE NOTICE. (i) In the event that the applicable Principal Holder (or Partner Holdings on its behalf), has satisfied the notice procedures in Section 2.2(b), the broker administering a Plan on behalf of the applicable Principal Holder through Partner Holdings may exercise the right to Exchange Common Units set forth in Section 2.2(a) above by providing an Exchange Notice in accordance with Section 2.1(c) or a Block Exchange Notice in accordance with Section 2.1(b). Any notice of exchange with respect to a Plan Exchange shall be irrevocable. (ii) To the extent permitted by applicable law, PubCo shall take all reasonable and necessary action to cooperate with any Principal Holder (and Partner Holdings) who shall have notified PubCo of its intention to adopt or amend a 10b5-1 Plan to implement such 10b5-1 Plan, including: (i) cooperating directly with the broker or brokers who will administer such 10b5-1 Plan, (ii) promptly advising any broker or brokers identified in advance to the PubCo as administering such 10b5-1 Plan of (A) any record date established with respect to any dividend payable with respect to Class A Shares at least five (5) Business Days prior to such record date and (B) any change to the Exchange Rate at least one (1) Business Day prior to its effectiveness, and (iii) to the extent the Chief Compliance or Legal Officer of PubCo (or any designee thereof) is entitled under any applicable policy of PubCo to review and pre-approve the 10b5-1 Plan, such review consists of determining that the 10b5-1 Plan conforms to all requirements of Section 240.10b5-1(c)(1)(i) of the Code of Federal Regulations as then in effect and conforms to any other applicable legal requirements reasonably deemed appropriate by PubCo.
EXCHANGE NOTICE. (a) In accordance with the terms of this Agreement, if a party shall elect to exchange all or any portion of the Senior Loan owed to it pursuant to Section 2.16 of the Loan Agreement during an applicable Exchange Period (as defined herein), the Administrative Agent, acting on behalf of such party, shall deliver a notice (an “Exchange Notice”) specifying the principal amount of such Senior Loan to be exchanged for Convertible Notes to the Company prior to 5:00 PM (New York City time) three (3) Business Days (as defined herein) prior to the date of the proposed Exchange (as defined herein). For purposes of this Section 1.2, an “Exchange Period” shall mean: (i) for an Exchange (as defined herein) where the Company shall issue At-the-Market Notes (as defined below) (the “At-the-Market Exchange”), thirty (30) calendar days beginning on the date the Officer’s Certificate set forth in Section 4.13 hereof is delivered to the Administrative Agent; or (ii) for an Exchange where the Company shall issue Below Market Notes (as defined below), the Exchange Period shall begin on the date hereof and continue until the later of (x) ninety (90) days following the date hereof and (y) thirty (30) days after the Stockholder Meeting (as defined herein) (the “Below Market Exchange”).