Failure to Redeem. If the Corporation is unable or shall fail to discharge its obligation to redeem all outstanding shares of Senior Preferred Stock pursuant to paragraph (5)(b) or 5(c) (each, a "Mandatory Redemption Obligation"), such Mandatory Redemption Obligation shall be discharged as soon as the Corporation is able to discharge such Mandatory Redemption Obligation. If and so long as any Mandatory Redemption Obligation with respect to the Senior Preferred Stock shall not be fully discharged, the Corporation shall not (i) directly or indirectly, redeem, purchase, or otherwise acquire any Parity Security or discharge any mandatory or optional redemption, sinking fund or other similar obligation in respect of any Parity Securities (except in connection with a redemption, sinking fund or other similar obligation to be satisfied pro rata with the Senior Preferred Stock) or (ii) in accordance with paragraph 3(e), declare or make any Junior Securities Distribution, or, directly or indirectly, discharge any mandatory or optional redemption, sinking fund or other similar obligation in respect of the Junior Securities.
Failure to Redeem. If the Company fails to redeem all of the Redemption Units on the Redemption Date, then the Company shall be deemed to have breached Section 11.1. If the Company’s breach is due to insufficient funds, then those funds which are available to the Company will be used to redeem, pro rata, based on the aggregate Redemption Price payable to the Redeeming Party, the maximum possible number of Redemption Units. Any subsequent redemption by the Company shall be for the remaining Redemption Units of the Redeeming Party, allocated pro rata based on the Redeeming Party’s ownership of the remaining Redemption Units. In the event of such a breach, in addition to any other remedies available to the Redeeming Party at law or in equity, between the Redemption Date and such time as the redemption is completed, the Redemption Price for the Redeeming Party’s Units shall bear interest at the rate of six percent (6%) per annum, compounded annually; provided that such rate shall increase by two percent (2%) on the date that is six (6) months after the Redemption Date, and subject to applicable law, shall further increase by an additional two percent (2%) on the last day of every quarter thereafter, until such Redemption Units are fully redeemed. If the Company redeems fewer than all of the Redemption Units offered for redemption, the holders of the Units not redeemed shall continue to receive the benefit of the rights and privileges afforded the Units hereunder.
Failure to Redeem. In the event that the Company fails to redeem the Shares on the Mandatory Redemption Date, the Redemption Price of unredeemed Shares will increase by 1% on each of the 30th, 60th, and 90th day following the Mandatory Redemption Date. If the Company fails to redeem the Shares by the 90th day following the Mandatory Redemption Date (the "Note Date"), the Redemption Price will be paid by the issuance of Senior Subordinated Notes (the "Notes"), which Notes will be substantially in the form of Note attached hereto as Exhibit B and all outstanding Shares shall be deemed to be retired and no longer outstanding.
Failure to Redeem. (a) If the Partnership fails to redeem in full the Class A Preferred Partnership Interests on or prior to the Class A Redemption Date, then in that event no cash distributions in respect of the Class B Preferred Partnership Interests shall be made until the Class A Preferred Partnership Interests have been fully redeemed.
(b) If the Partnership fails to redeem the unconverted Class B Preferred Partnership Interests on or prior to the Class B Redemption Date and if the Class A Preferred Partnership Interests have been fully redeemed, then in that event, no cash distributions other than Minimum Tax Distributions, shall be made to Partners until the Class B Preferred Partnership Interests have been fully redeemed.
(c) If the Partnership fails to redeem both the Class A and the unconverted Class B Preferred Partnership Interests on or prior to their respective Redemption Dates, then in that event, any distribution in redemption thereof shall be made to the Partners holding all unredeemed Preferred Partnership Interests, pro rata based upon each Partner's Unrecovered Capital plus the accrued but unpaid Preferred Return with respect thereto.
Failure to Redeem. If the Corporation fails, for any reason or for no reason, to redeem on any Redemption Date (as defined in paragraph 7) all of the shares of Preferred Stock required to be redeemed on such Redemption Date in accordance with the terms and conditions of paragraph 7, the Conversion Price then in effect shall be immediately reduced to an amount equal to 90% thereof. Thereafter, until such redemption has been made in full in accordance with such terms and conditions, the Conversion Price shall be further reduced on the 90th day following such Redemption Date and at the end of each 90-day period thereafter to an amount equal to 90% of the Conversion Price in effect immediately prior to each such reduction.
Failure to Redeem. If the Company shall for any reason fail to redeem any shares of Series A Preferred Stock as required by this Section (e), and such failure shall continue for a period of 30 days, then notwithstanding anything to the contrary contained in this Certificate of Designation, with respect to all shares of Series A Preferred Stock then outstanding:
(i) the conversion rights set forth in Section (d) hereof shall continue beyond any date for redemption specified in said Section, and said rights may be exercised at any time; and (ii) the Company may not, other than in the ordinary course of business, incur any indebtedness for money borrowed or borrow or reborrow any amounts under any lines of credit or any other borrowing facility which it may then have outstanding without the prior written consent of the holders of at least a majority of the then outstanding shares of Series A Preferred Stock, unless the proceeds of such incurrence of such indebtedness or borrowing or reborrowing are to be used to make all redemptions then required to be made; and (iii) dividends shall continue to accrue and be paid in accordance with and as defined in Section (a), and, to the extent not paid, shall be added to the Series A Redemption Price. Nothing herein shall limit the Company's obligations to redeem as set forth above, or limit the remedies available to the holders of Series A Preferred Stock in the event of a failure of the Company to honor such obligations.
Failure to Redeem. If the corporation is unable or shall fail to discharge its obligation to redeem all outstanding shares of Convertible Preferred Stock pursuant to paragraph II.
Failure to Redeem. (a) In the event the Company or its assignee, as the case may be, does not consummate a redemption pursuant to Section 9.1(a)(i) during the Involuntary Redemption Period, then the Investor may sell the Shares, the Warrants, the Underlying Shares, Call Shares and the Call Right and transfer the related rights under this Agreement, the Stockholder Agreement and the Registration Rights Agreement to any party without regard to the restrictions on transferability set forth therein, including any right of first refusal, tag along right or consent right; provided that the mandatory time periods within which the Warrants or the Call Right must be exercised shall still apply following such transfer and, provided further, that the transfer of the Investor Rights shall be subject to the transferee acquiring the Minimum Investment (an "Unrestricted Transfer").
(b) In the event the Company or its assignee, as the case may be, does not consummate a redemption pursuant to Section 9.1(a)(ii) during the Involuntary Redemption Period, then the Investor may effect an Unrestricted Transfer except that such Transfer shall be subject to the tag along provisions in Section 4.1(d) of the Stockholder Agreement.
(c) In the event the Company or its assignee, as the case may be, does not consummate a redemption pursuant to Section 9.2 during the Default Redemption Period, then, for a period of 180 days after the expiration of the Default Redemption Period (the "Investor Recourse Period"), the Investor, in its sole discretion, shall have the right to effect an Unrestricted Transfer or an Accelerated Buyout. If, at the end of the Investor Recourse Period, the Investor has not effected either an Unrestricted Transfer or Accelerated Buyout, then the Company shall have a 30-day period during which to effect a redemption at the Default Redemption Price. If the Company does not effect redemption during such period, then the Investor shall have the right to effect a Company Sale pursuant to Section 9.5.
Failure to Redeem. In the event the Company or its assignee, as the case may be, does not consummate a redemption pursuant to Section 9.2 during the Default Redemption Period, then, for a period of 180 days after the expiration of the Default Redemption Period (the "Investor Recourse Period"), the Investor may sell the Shares and the Conversion Shares and transfer the related rights under this Agreement, the Stockholder Agreement and the Registration Rights Agreement to any party without regard to the restrictions on transferability set forth therein, including any consent right; provided that the transfer of the Investor Rights shall be subject to the transferee acquiring the Minimum Investment (an "Unrestricted Transfer"). If, at the end of the Investor Recourse Period, the Investor has not effected an Unrestricted Transfer, then the Company shall have a 30-day period during which to effect a redemption at the Default Redemption Price. If the Company does not effect redemption during such period, then the Investor shall have the right to effect a Company Sale pursuant to Section 9.5.
Failure to Redeem. In the event that the limitations set forth above ----------------- in Section IX.B prevent the redemption of all of the Series A Preferred Stock on the Maturity Date, any unredeemed Series A Preferred Stock shall be redeemed as set forth in Section IX.A as soon as additional funds become legally available for redemption of Series A Preferred Stock. Until the Redemption Price for a share of Series A Preferred Stock has been paid to the registered Holder thereof in full, such share of Series A Preferred shall continue to be outstanding and governed by all of the terms of this Certificate of Designations and such share shall continue to accrue dividends at the rate provided in Section III.A and shall remain fully convertible in accordance with this Certificate of Designations.
