Exercise of Call. (a) Exercise of Call shall be notified by the Issuer to the Bond Trustee at least ten (10) Business Days prior to the relevant Repayment Date.
(b) Partial exercise of Call shall be carried out pro rata between the Bonds (according to the procedures in the CSD).
Exercise of Call. (i) If Slaine’s employment with the Company shall be terminated for any reason, the Company shall have the right, but not the obligation, by one or more written notices to the Shareholders (each, a “Call Notice”) delivered on or prior to the Put/Call Termination Date (unless such Call is being exercised after the occurrence of a Material Breach Event, in which case such Call Notice may be delivered at any time after the occurrence of such Material Breach Event), to Call all or any specified portion of the Call Securities owned by any such Shareholder or any of his or its Permitted Transferees at the Put/Call Price. Each Call Notice shall set forth the Call Securities applicable to such Call and the Put/Call Price with respect to such Call Securities as determined in good faith by the Board.
(ii) If, at any time prior to the Put/Call Termination Date, the Company shall determine not to exercise a Call right pursuant to this Section 3 with respect to any Shareholder and/or his or its Permitted Transferees, then the Company shall promptly notify Silver Lake and Warburg Pincus of such determination. In such event, Silver Lake (and/or its assignee) and Warburg Pincus (and/or its assignee) shall have a pro rata right (based on their relative ownership of Shares at the time of delivery of such notification by the Company) to exercise such Call right pursuant to the terms and conditions of this Section 3 in the same manner as the Company; provided that in the event that any Sponsor (and/or its assignees) (the “Non-Exercising Sponsor”) elects not to exercise its Call right for all or any portion of its pro rata share of the Call Securities subject to such Call (the “Non-Exercised Call Securities”), the Company shall promptly notify the other Sponsor of such determination (including the amount of Non-Exercised Call Securities) and, in such event, such other Sponsor (and/or its assignees) shall have a right to exercise such Call right with respect to all or any portion of the Non-Exercised Call Securities pursuant to the terms and conditions of this Section 3 in the same manner as the Company.
Exercise of Call. The Company shall have ninety days following the occurrence of a Type A Event, except as otherwise provided in Section 3(b)(i)(A)(5) (the "Call Period") to exercise the Call by forwarding written notice to Doan xx his Successor. Pursuant to the Call purchase right of the Company, the Company shall have the right at any time during the Call Period to purchase the Shares held by Doan xx his Successor, and the portion of the Option then exercisable but which is unexercised. The purchase price for the Option shall be the product of (i) the number of Shares that may be purchased pursuant to that portion of the Option that is then exercisable (less any Shares previously purchased pursuant to the exercise of the Option) times (ii) the difference of (A) the per Share Purchase Price of the Call purchase right minus (B) the per Share Exercise Price (or weighted average thereof) of the portion of the Option then exercisable but unexercised.
Exercise of Call. The Company shall have ninety days following the occurrence of a Type B Event to exercise the Call purchase right by forwarding written notice to Doan or his Successor. Pursuant to the Call purchase right of the Company, the Company shall have the right at any time during the Call Period to purchase the Shares held by Doan xx his Successor and the portion of the Option then exercisable but which is unexercised. The purchase price for the portion of the Option then exercisable but unexercised shall be $1.00.
Exercise of Call. Each Call shall be exercised by not less than 120 days prior written notice sent by Borrower to Lender at Lender's address set forth below (which notice shall be irrevocable once given). Each such notice ("Call Notice") shall: (i) be executed by an officer of Borrower and shall reference this Agreement and (ii) set forth the number of shares of Stock Lender is required to transfer to Borrower pursuant to such Call. Lender shall acknowledge its receipt of every Call Notice and shall designate in such acknowledgment where and in what manner the purchase price of the shares of Stock subject to the Call should be remitted and such acknowledgment shall be accompanied by the Stock certificate then in Lender's possession; upon the closing of the Call Borrower agrees to promptly issue a replacement certificate for the number of shares of Stock of the prior certificate reduced by the number of shares of Stock subject to the Call. If Lender owns no shares of Stock following the closing of a Call, no replacement certificate shall be issued by Borrower. All shares of Stock subject to a Call shall be paid for by Borrower in cash on the closing dates as specified below.
Exercise of Call. Option If the Issuer intends to redeem the Notes pursuant to Condition 8(c) (Redemption for tax reasons) or Condition 8
Exercise of Call. Unless this Section 2.4 expires pursuant to Section 2.4(e) below, the Call shall be exercised by the Company, at its sole discretion, by delivery to each of the Purchasers of a written notice (the “Call Notice”), specifying the aggregate amount being called (the “Call Amount”) and, if less than the full amount, each Purchaser’s pro rata portion of the Call Shares and the intended closing date (the “Call Closing”). The Call Closing shall occur no earlier than ten (10) days and no later than thirty (30) days after delivery of the Call Notice. At the Call Closing, the Company shall deliver to each Purchaser a certificate representing the Call Shares purchased by the Purchaser and the Purchaser shall deliver payment in full, by check or wire transfer, for an amount equal to the Purchaser’s portion of the Call Amount. Except as set forth herein, the terms and conditions of the Call Shares shall be consistent with the terms and conditions of the Closing, the representations and warranties of the Company set forth in Section 3 hereof (and the Schedule of Exceptions) shall speak as of the Closing and the Company shall have no obligation to update any such disclosure, and the representations and warranties of the Purchasers in Section 4 hereof shall speak as of such Call Closing.
Exercise of Call. Rights Under Swap Agreement --------------------------------------------
Exercise of Call. Beginning on the date of this Agreement, the ---------------- Company may exercise the Call. The Company shall exercise the Call by written notice to Gibralter at any time (the "Call Notice"); provided, however, that the Company's exercise of the Call pursuant to the Call Notice shall not become effective unless and until such time as the board of directors and a majority of shareholders of the Company approve the Call Notice.
Exercise of Call. Purchasers hereby exercise their right to purchase all of the Call Securities, effective as of the Effective Date. Each of MDP, OGF and OEF hereby purchases the Call Securities, in exchange for their respective share of the Exercise Price as set forth in Schedule 1 to this Agreement.
