Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third Business Day following the date of such notice, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof. (b) Subject to Section 10 below, all outstanding Loans, if any, shall terminate on the Facility Termination Date, and all Loaned Shares, if any, then outstanding shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the Facility Termination Date; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. (c) Subject to Section 10 below, if a Loan is terminated upon the occurrence of a Default as set forth in Section 9, the Loaned Shares in respect of such Loan shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. (d) If at any time the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loans (or portions thereof) to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect of such terminated Loans (or portions thereof) shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the first date as of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
Appears in 3 contracts
Samples: Share Lending Agreement, Share Lending Agreement (Molycorp, Inc.), Share Lending Agreement (Molycorp, Inc.)
Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third Business Day following the date of such noticeLender, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 below, all All outstanding Loans, if any, shall terminate on the date this Agreement terminates pursuant to Section 13 (the “Facility Termination Date, ”) and all Loaned Shares under outstanding Loans shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the fifth Business Day following the Facility Termination Date.
(c) If on any date, the aggregate number of Loaned Shares under outstanding Loans exceeds the Maximum Number of Shares, if any, then outstanding the number of Loaned Shares in excess of the Maximum Number of Shares shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the Facility Termination Date; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(c) Subject to Section 10 below, if a Loan is terminated upon the occurrence date. Upon receipt of a Default as set forth in Section 9conversion notice from any holder of Convertible Notes, the Loaned Shares in respect Lender shall notify Borrower within two Business Days of receipt of such Loan shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereofconversion notice.
(d) If at If, as a result of complying with this Section 4 as promptly as reasonably practicable (but subject to applicable law, regulation or policy), (i) the “beneficial ownership” (within the meaning of Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder) of Common Stock by Borrower or any time the aggregate number affiliate of Loaned Shares outstanding Borrower subject to aggregation with Borrower under this Agreement exceeds the Maximum Number of Sharessuch Section 11 and such rules would exceed 9.9%, then the outstanding Loans as determined by Borrower in its sole discretion, or (or portions thereofii) to the extent of such excess shall immediately terminate and, Borrower would be subject to Section 10 below16(b) of the Exchange Act, such excess number of as determined by Borrower in its sole discretion, then Borrower shall be permitted to extend the date on which Loaned Shares are due under this Section 4 for all or a portion of the corresponding delivery obligation but in respect no event longer than such time to allow Borrower to return such Loaned Shares, through one transaction or a series of transactions, without causing such terminated Loans (“beneficial ownership” to be in excess of 9.9% or portions thereofBorrower to become subject to Section 16(b) shall be delivered of the Exchange Act, as determined by the Borrower in its sole discretion. In addition, if Borrower is unable to satisfy its obligations to deliver any Common Stock under this Section 4 due to illiquidity in the market for Common Stock, Borrower shall, upon prior written notice to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the first date deliver such Common Stock as of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereofpromptly as reasonably practicable thereafter.
Appears in 2 contracts
Samples: Share Lending Agreement, Share Lending Agreement (Flotek Industries Inc/Cn/)
Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares under such Loan to Lender no later than the third Business Day following the date of such noticeLender, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 below, all outstanding Loans, if any, on the last day of the Loan Availability Period shall terminate on the date this Agreement terminates pursuant to Section 13 (the "Facility Termination Date, ") and all Loaned SharesShares then outstanding, if any, then outstanding shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third fifth Business Day following the Facility Termination Date; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(c) Subject to Section 10 below, if a Loan is terminated upon the occurrence of a Default as set forth in Section 9, the Loaned Shares in respect of such Loan shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the termination date of such Loan Loan, as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(d) If at any time the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loans (or portions thereof) shall immediately terminate to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect of such terminated Loans (or portions thereof) shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third fifth Business Day following the first date as of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
Appears in 2 contracts
Samples: Share Lending Agreement (DryShips Inc.), Share Lending Agreement (DryShips Inc.)
Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third Business Day following the date of such noticeLender, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 below, all All outstanding Loans, if any, shall terminate on the Facility Termination Date, Date and all Loaned SharesShares then outstanding, if any, then outstanding shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the fifth Business Day following the Facility Termination Date.
(c) If on any date, the number of Loaned Shares exceeds the Maximum Number of Shares, the number of Loaned Shares in excess of the Maximum Number of Shares shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the Facility Termination Date; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereofdate.
(cd) Subject to Section 10 below, if If a Loan is terminated upon the occurrence of a Default as set forth in Section 911, the Loaned Shares in respect of such Loan shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof11.
(d) If at any time the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loans (or portions thereof) to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect of such terminated Loans (or portions thereof) shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the first date as of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
Appears in 2 contracts
Samples: Share Lending Agreement (Charter Communications Inc /Mo/), Share Lending Agreement (Charter Communications Inc /Mo/)
Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third Business Day following the date of such noticeLender, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 below, all outstanding Loans, if any, on the last day of the Loan Availability Period shall terminate on the first Business Day following the date on which this Agreement terminates pursuant to Section 14 (the “Facility Termination Date, ”) and all outstanding Loaned Shares, if any, then outstanding Shares shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third fifth Business Day following the Facility Termination Date; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(c) Subject to Section 10 below, if a Loan is terminated upon the occurrence of a Default as set forth in Section 9, the Loaned Shares in respect of such Loan shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(d) If Subject to Section 10 below, if any of the adjustments to the Maximum Number of Shares set forth in clauses (e), (f) or (g) of the definition of Maximum Number of Shares occurs and if at any time such date the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loans (or portions thereof) to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect excess of such terminated Loans (or portions thereof) the Maximum Number of Shares shall be delivered by Borrower to Lender, Lender without any consideration being payable in respect thereof by Lender to Borrower, no later than the third fifth Business Day following the first date as occurrence of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereofadjustment.
Appears in 2 contracts
Samples: Share Lending Agreement (Great Atlantic & Pacific Tea Co Inc), Share Lending Agreement (Great Atlantic & Pacific Tea Co Inc)
Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third Business Day following the date of such noticeLender, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 below, all All outstanding Loans, if any, on the last day of the Loan Availability Period shall terminate on the first Business Day following the last day of the Loan Availability Period (the “Facility Termination Date, ”) and all outstanding Loaned Shares shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the fifth Business Day following the Facility Termination Date.
(c) If on any date, the number of Loaned Shares exceeds the Maximum Number of Shares, if any, then outstanding the number of Loaned Shares in excess of the Maximum Number of Shares shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following such date (the Facility Termination “Delivery Due Date; provided that ”). If as a result of complying with this Section 6(c), Borrower would become a Beneficial Owner of more than 9.9% of the shares of Common Stock outstanding at such termination time, then Borrower shall not relieve be permitted to extend the Delivery Due Date for all or a portion of the corresponding delivery obligation and in no event no longer than such time to allow Borrower from to return, as promptly as reasonably practicable (but subject to applicable law, regulation or policy), such Loaned Shares, through one transaction or a series of transactions, without causing Borrower to become, directly or indirectly a Beneficial Owner of more than 9.9% of the obligation to make shares of Common Stock outstanding at such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(c) Subject to Section 10 below, if time. If a Loan is terminated upon the occurrence of a Default as set forth in Section 911, the Loaned Shares in respect of such Loan shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof11.
(d) If the Lender notifies the Borrower in writing at any time least seven Business Days prior to the aggregate number anticipated consummation of Loaned Shares outstanding under this Agreement exceeds an Early Return Event (the Maximum Number of “Anticipated Early Return Event Closing Date”), that it wishes to have the Loans terminated with respect to all Unused Shares, then no later than the outstanding Loans (or portions thereof) Business Day prior to the extent Anticipated Early Return Event Closing Date, Borrower shall transfer to Lender all Unused Shares as of such excess shall immediately terminate and, subject the fifth Business Day prior to Section 10 below, such excess number of Loaned Shares in respect of such terminated Loans (or portions thereof) shall be delivered by Borrower to Lenderthe Anticipated Early Return Closing Date, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the first date as of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
Appears in 2 contracts
Samples: Share Lending Agreement (Sunpower Corp), Share Lending Agreement (Sunpower Corp)
Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares under such Loan to Lender no later than the third Business Day following the date of such notice(or its Nominee), without any consideration being payable in respect thereof by Lender (or its Nominee) to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 below, the Loan or any portion thereof outstanding on the last day of the Loan Availability Period shall terminate on the date this Agreement terminates pursuant to Section 13 (the "Facility Termination Date") and all outstanding LoansLoaned Shares then outstanding, if any, shall terminate on the Facility Termination Date, and all Loaned Shares, if any, then outstanding shall be delivered by Borrower to LenderLender (or its Nominee), without any consideration being payable in respect thereof by Lender (or its Nominee) to Borrower, no later than the third fifth Business Day following the Facility Termination Date; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(c) Subject to Section 10 below, if a the Loan or any portion thereof is terminated upon the occurrence of a Default as set forth in Section 9, the Loaned Shares in respect of such Loan shall be delivered by Borrower to LenderLender (or its Nominee), without any consideration being payable in respect thereof by Lender (or its Nominee) to Borrower, no later than the third Business Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereofLoan.
(d) If at any time the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loans (or portions thereof) Loan shall immediately terminate to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect of such terminated Loans (or portions thereof) shall be delivered by Borrower to LenderLender (or its Nominee), without any consideration being payable in respect thereof by Lender (or its Nominee) to Borrower, no later than the third fifth Business Day following the first date as of which such excess exists; provided that such termination shall not relieve .
(e) For the avoidance of doubt, all obligations of Borrower from the obligation to make such other payments and/or deliveries required to be made by it hereunder to Lender hereunder, including any in respect of the relevant Loaned Shares shall be satisfied upon the crediting of such payments and/or deliveries pursuant Loaned Shares to Lender's Designated Account in accordance with Section 5 hereof11 below (or such account of Lender's Nominee).
Appears in 2 contracts
Samples: Share Lending Agreement (Ship Finance International LTD), Share Lending Agreement (Ship Finance International LTD)
Loan Terminations. (a) Borrower may terminate all or any portion of a the Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third fifth Business Day following the date of such notice, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 6 hereof. Any such loan Loan termination shall be effective immediately upon delivery of the applicable Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 11 below, all outstanding Loans, if any, the Loan shall terminate on the Facility Termination Date, and all Loaned Shares, if any, then outstanding shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third fifth Business Day following the Facility Termination Date; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 6 hereof.
(c) Subject to Section 10 11 below, if a the Loan is terminated upon the occurrence of a Default as set forth in Section 910, the Loaned Shares in respect of such Loan shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third fifth Business Day following the termination date of such the Loan as provided in Section 910; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 6 hereof.
(d) If at any time the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loans (or portions thereof) to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect of such terminated Loans (or portions thereof) shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the first date as of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
Appears in 2 contracts
Samples: Share Lending Agreement, Share Lending Agreement (Intrexon Corp)
Loan Terminations. (a) Borrower may terminate all or any portion of a the Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third Business Day following the date of such noticeLender, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 below, all outstanding Loans, if any, the Loan shall terminate on the Facility Termination Date, and all Loaned Shares, if any, then outstanding shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third twenty fifth Business Day following the Facility Termination Date; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(c) Subject to Section 10 below, if a the Loan is terminated upon the occurrence of a Default as set forth in Section 9, the Loaned Shares in respect of such Loan shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third twenty fifth Business Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(d) If Subject to Section 10 below, if at any time the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loans Loan (or portions thereof) to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect of such terminated Loans Loan (or portions thereof) shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third twenty fifth Business Day (or such earlier date, to the extent commercially practicable, as determined by Borrower acting in good faith) following the first date as of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(e) Subject to Section 10 below, if the Common Stock shall be exchanged for or converted into any other security, assets and / or other consideration, which in each case includes cash, the Loan shall terminate on the fifth Business Day following the date on which holders of shares of Common Stock receive such cash, and the Loan shall continue with respect to any such other property.
Appears in 1 contract
Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third Business Day following the date of such noticeLender, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof. Borrower agrees that, insofar as it is the record owner of any Loaned Shares from time to time, it will consider in good faith and in consultation with the Company the extent to which such Loaned Shares are or may become necessary for use in connection with directly or indirectly facilitating the sale of the Convertible Debentures and hedging activities (including short sales of such Loaned Shares) relating to the Convertible Debentures by the holders thereof, or whether it could return any such Loaned Shares to Lender, provided that any determination as to whether and when to return any such Loaned Shares shall be made in the sole discretion of Borrower.
(b) Subject to Section 10 below, all outstanding Loans, if any, shall terminate on the Facility Termination Date, Date and all Loaned SharesShares then outstanding, if any, then outstanding shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third fifth Business Day following the Facility Termination Date; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(c) Subject to Section 10 below, if a Loan is terminated upon the occurrence of a Default as set forth in Section 9, the Loaned Shares in respect of such Loan shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(d) If at any time the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loans (or portions thereof) shall immediately terminate to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect of such terminated Loans (or portions thereof) shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third fifth Business Day following the first date as of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
Appears in 1 contract
Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third Business Day following the date of such notice, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 below, all outstanding Loans, if any, shall terminate on the Facility Termination Date, and all Loaned Shares, if any, then outstanding shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower. Any such loan termination shall be effective upon such written notice in accordance with the terms hereof and Lender shall amend its LLC Agreement (and in any event, no later than without the third necessity of any action by Lender, Lender's LLC Agreement shall automatically be deemed to be amended) to reflect the reduction in the number of outstanding Units.
(b) All outstanding Loans shall terminate on the first Business Day following the Facility Termination Date; provided that such termination Date and all Loaned Units then outstanding, if any, shall not relieve Borrower from be cancelled by Lender by amending its LLC Agreement (and in any event, without the obligation to make such other payments and/or deliveries required necessity of any action by Lender, Lender's LLC Agreement shall automatically be deemed to be made amended), without any consideration being payable in respect thereof by it Lender to Lender hereunderBorrower, including any such payments and/or deliveries pursuant to Section 5 hereofon the day that Borrower receives the Loaned Shares under the Share Lending Agreement from its Borrower thereunder.
(c) Subject If on any date, the number of Loaned Units exceeds the Maximum Number of Units, the number of Loaned Units in excess of the Maximum Number of Units shall be cancelled by Lender by amending its LLC Agreement (and in any event, without the necessity of any action by Lender, Lender's LLC Agreement shall automatically be deemed to Section 10 belowbe amended), if without any consideration being payable in respect thereof by Lender to Borrower, on the day that Borrower receives the Loaned Shares under the Share Lending Agreement from its Borrower thereunder.
(d) If a Loan is terminated upon the occurrence of a Default as set forth in Section 98, the Loaned Shares in respect of such Loan Units shall be delivered cancelled by Borrower Lender by amending its LLC Agreement (and in any event, without the necessity of any action by Lender, Lender's LLC Agreement shall automatically be deemed to Lenderbe amended), without any consideration being payable in respect thereof by Lender to Borrower, no later than on the third Business Day following day that Borrower receives the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(d) If at any time the aggregate number of Loaned Shares outstanding under this the Share Lending Agreement exceeds the Maximum Number of Shares, then the outstanding Loans (or portions thereof) to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect of such terminated Loans (or portions thereof) shall be delivered by from its Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the first date as of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereofthereunder.
Appears in 1 contract
Samples: Unit Lending Agreement (Charter Communications Inc /Mo/)
Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third Business Day following the date of such notice, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 below, all outstanding Loans, if any, shall terminate on the Facility Termination Date, and all Loaned Shares, if any, then outstanding shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower. Any such loan termination shall be effective upon such written notice in accordance with the terms hereof and Lender shall amend its LLC Agreement (and in any event, no later than without the third necessity of any action by Lender, Lender's LLC Agreement shall automatically be deemed to be amended) to reflect the reduction in the number of outstanding Units.
(b) All outstanding Loans shall terminate on the first Business Day following the Facility Termination Date; provided that such termination Date and all Loaned Units then outstanding, if any, shall not relieve Borrower from be cancelled by Lender by amending its LLC Agreement (and in any event, without the obligation to make such other payments and/or deliveries required necessity of any action by Lender, Lender's LLC Agreement shall automatically be deemed to be made amended), without any consideration being payable in respect thereof by it Lender to Lender hereunderBorrower, including any such payments and/or deliveries pursuant to Section 5 hereofon the day that Borrower receives the Loaned Shares under the Share Lending Agreement from its Borrower thereunder.
(c) Subject If on any date, the number of Loaned Units exceeds the Maximum Number of Units, the number of Loaned Units in excess of the Maximum Number of Units shall be cancelled by Lender by amending its LLC Agreement (and in any event, without the necessity of any action by Lender, Lender's LLC Agreement shall automatically be deemed to Section 10 belowbe amended), if without any consideration being payable in respect thereof by Lender to Borrower, on the day that Borrower receives the equivalent number of Loaned Shares under the Share Lending Agreement from its Borrower thereunder.
(d) If a Loan is terminated upon the occurrence of a Default as set forth in Section 98 or if the Share Lending Agreement is terminated puruant to Section 11 thereof, the Loaned Shares in respect of such Loan Units shall be delivered cancelled by Borrower Lender by amending its LLC Agreement (and in any event, without the necessity of any action by Lender, Lender's LLC Agreement shall automatically be deemed to Lenderbe amended), without any consideration being payable in respect thereof by Lender to Borrower, no later than on the third Business Day following day that Borrower receives the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(d) If at any time the aggregate number of Loaned Shares outstanding under this the Share Lending Agreement exceeds the Maximum Number of Shares, then the outstanding Loans (or portions thereof) to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect of such terminated Loans (or portions thereof) shall be delivered by from its Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the first date as of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereofthereunder.
Appears in 1 contract
Samples: Unit Lending Agreement (Charter Communications Inc /Mo/)
Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third Business Day following the date of such notice, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 7 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 12 below, all outstanding Loans, if any, shall terminate on the Facility Termination Date, and all Loaned Shares, if any, then outstanding shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the Facility Termination Date; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 7 hereof.
(c) Subject to Section 10 12 below, if a Loan is terminated upon the occurrence of a Default as set forth in Section 911, the Loaned Shares in respect of such Loan shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the termination date of such Loan as provided in Section 911; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 7 hereof.
(d) If at any time the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loans (or portions thereof) to the extent of such excess shall immediately terminate and, subject to Section 10 12 below, such excess number of Loaned Shares in respect of such terminated Loans (or portions thereof) shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the first date as of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 7 hereof.
(e) To effect any termination (in whole or in part) of a Loan and the transfer or delivery of Loaned Shares to Lender, Borrower may instruct Custodian to release from the Collateral Account any Loaned Shares pledged as Collateral at the time of such termination and transfer such released Loaned Shares to Lender as provided in Sections 6(a) through (d) above.
Appears in 1 contract
Loan Terminations. (a) The Borrower may terminate all or any portion of a the Loan on any Business Day by giving written notice thereof to the Lender and paying to the Lender in immediately available funds such amount to be agreed to by the Borrower and the Lender corresponding to a number of agreed to Loan Shares, which shall upon the cash payment be deemed transferred to the Lender under the Loan (a "Cash Payment"). The Borrower or Lender may also terminate all or any portion of the Loan after providing the other party with written notice thereof not less than 65 calendar days, or such shorter written notice as is acceptable to both the Borrower and the Lender, prior to such termination (the "Designated Delivery Date") and by transferring on the Designated Delivery Date the corresponding number of Loaned Shares under the Loan to the Lender no later than the third Business Day following the date of such notice, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof(or its nominee). Any such loan termination shall be effective immediately upon delivery of the Loaned Shares or the related Cash Payment in accordance with the terms hereof.
(b) Subject to Section 10 below, the Loan or any portion thereof outstanding on the last day of the Loan Period shall terminate on the date this Agreement terminates pursuant to Section 13 (the "Facility Termination Date") and all outstanding LoansLoaned Shares then outstanding, or a Cash Payment, if any, shall terminate on the Facility Termination Date, and all Loaned Shares, if any, then outstanding shall be delivered by the Borrower to the Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third fifth Business Day following the Facility Termination Date; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(c) Subject to Section 10 below, if a the Loan or any portion thereof is terminated upon the occurrence of a Default as set forth in Section 9, the Loaned Shares in respect of such Loan Shares, or a Cash Payment, shall be delivered by the Borrower to the Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereofLoan.
(d) If at any time the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loans (or portions thereof) Loan shall immediately terminate to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect of such terminated Loans (or portions thereof) shall be delivered by the Borrower to the Lender, without any consideration being payable in respect thereof by the Lender to the Borrower, no later than the third fifth Business Day following the first date as of which such excess exists; provided that .
(e) For the avoidance of doubt, all obligations of the Borrower hereunder to the Lender in respect of the relevant Loaned Shares shall be satisfied upon the crediting of such termination shall not relieve Borrower from Loaned Shares to the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Lender's Designated Account in accordance with Section 5 hereof11 below.
Appears in 1 contract
Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third Business Day following the date of such noticeLender, without any consideration being payable in respect thereof by Lender to Borrower; provided that . Immediately following any such transfer, Borrower shall provide written notice of termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereofas soon as is practicable.
(b) Subject to Section 10 below, all All outstanding Loans, if any, shall terminate on the Facility Termination Date, Date and all Loaned Shares, if any, then Shares under outstanding Loans shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business fifth Scheduled Trading Day following the Facility Termination Date; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(c) Subject to Section 10 belowIf, if a Loan is terminated upon the occurrence of a Default as set forth in Section 9on any date, the aggregate number of Loaned Shares under outstanding Loans exceeds the Maximum Number of Shares, the number of Loaned Shares in respect excess of such Loan the Maximum Number of Shares shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business fifth Scheduled Trading Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereofdate.
(d) If at If, as a result of complying with this Section 6, as promptly as reasonably practicable (but subject to applicable law, regulation or policy), (i) the “beneficial ownership” (within the meaning of Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder) of Common Shares by Borrower or any time affiliate of Borrower subject to aggregation with Borrower under such Section 13 and such rules would exceed 9.0% or violate any applicable risk management, trading or investment policies and procedures of Borrower, as determined by the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of SharesBorrower in its sole discretion, then the outstanding Loans or (or portions thereofii) to the extent of such excess shall immediately terminate and, Borrower would be subject to Section 10 below16(b) of the Exchange Act, such excess number of as determined by the Borrower in its sole discretion, then Borrower shall be permitted to extend the date on which Loaned Shares are due under this Section 6 for all or a portion of the corresponding delivery obligation but in respect no event longer than such time to allow Borrower to return such Loaned Shares, through one transaction or a series of transactions, without causing (i) such “beneficial ownership” to be in excess of 9.0% or to violate any applicable risk management, trading or investment policies and procedures of Borrower, or (ii) Borrower to become subject to Section 16(b) of the Exchange Act.
(e) If Borrower is unable to satisfy its obligations to deliver any Common Shares under this Section 6 due to (i) any requirement under, or possible violation of, any laws, or rules or regulations of any regulatory or self-regulatory authority or related policies and procedures (whether or not such requirements or related policies are imposed by law or have been voluntarily adopted by Borrower) or (ii) illiquidity in the market for Common Shares, each of such terminated Loans clauses (or portions thereofi) shall be delivered and (ii) as determined by the Borrower in its commercially reasonable discretion, Borrower shall, upon prior written notice to Lender, without any consideration being payable be permitted to extend the date on which Loaned Shares are due under this Section 6 to a date, as determined by the Borrower in respect thereof by Lender its commercially reasonable discretion, as promptly as practicable after the conditions described in clause (i) or (ii), as applicable, cease to Borrower, no later than the third Business Day following the first date as of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereofexist.
Appears in 1 contract
Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares under such Loan to Lender no later than the third Business Day following the date of such noticeLender, without any consideration being payable in respect thereof by Lender Lxxxxx to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan Loan termination shall be effective immediately upon delivery by Borrower to Lender of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 below, the Loan or any portion thereof outstanding on the last day of the Loan Availability Period shall terminate on the date this Agreement terminates pursuant to Section 13 (the “Facility Termination Date”) and all outstanding LoansLoaned Shares then outstanding, if any, shall terminate on the Facility Termination Date, and all Loaned Shares, if any, then outstanding shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third fifth Business Day following the Facility Termination Date; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(c) Subject to Section 10 below, if a the Loan or any portion thereof is terminated upon the occurrence of a Default as set forth in Section 9, the Loaned Shares shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lxxxxx to Borrower, no later than the third Business Day following the termination date of such Loan.
(d) If at any time the number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loan shall immediately terminate to the extent of such excess and, subject to Section 10 below, such excess number of Loaned Shares shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(d) If at any time the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loans (or portions thereof) to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect of such terminated Loans (or portions thereof) shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third fifth Business Day following the first date as of which such excess exists; provided that such termination shall not relieve .
(e) For the avoidance of doubt, all obligations of Borrower from the obligation to make such other payments and/or deliveries required to be made by it hereunder to Lender hereunder, including any such payments and/or deliveries pursuant to in respect of return of the relevant Loaned Shares shall be satisfied in accordance with Section 5 hereof11 below.
Appears in 1 contract
Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third Business Day following the date of such noticeLender, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 below, all All outstanding Loans, if any, on the last day of the Loan Availability Period shall terminate on the first Business Day following the last day of the Loan Availability Period (the “Facility Termination Date, ”) and all outstanding Loaned Shares shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the fifth Business Day following the Facility Termination Date.
(c) If on any date, the number of Loaned Shares exceeds the Maximum Number of Shares, if any, then outstanding the number of Loaned Shares in excess of the Maximum Number of Shares shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following such date (the Facility Termination Date; provided that “Conversion Notice Period”). Upon receipt of a conversion notice from any holder of Convertible Notes, Lender shall notify Borrower within five Business Days of such termination conversion notice. If Lender fails to provide Borrower with such notice and as a result of complying with such Section 6(c), Borrower would become a Beneficial Owner of more than 9.9% of the shares of Common Stock outstanding at such time, then Borrower shall not relieve be permitted to extend the Conversion Notice Period for no longer than such time to allow Borrower from to return such Loaned Shares, through one transaction or a series of transactions, without causing Borrower to become, directly or indirectly a Beneficial Owner of more than 9.9% of the obligation to make shares of Common Stock outstanding at such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereoftime.
(cd) Subject to Section 10 below, if If a Loan is terminated upon the occurrence of a Default as set forth in Section 911, the Loaned Shares in respect of such Loan shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof11.
(d) If at any time the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loans (or portions thereof) to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect of such terminated Loans (or portions thereof) shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the first date as of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
Appears in 1 contract
Loan Terminations. (a) Borrower may terminate all or any portion of a the Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third Business Day following the date of such noticeLender, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 below, all outstanding Loans, if any, the Loan shall terminate on the Facility Termination Date, and all Loaned Shares, if any, then outstanding shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third twenty fifth Business Day following the Facility Termination Date; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(c) Subject to Section 10 below, if a the Loan is terminated upon the occurrence of a Default as set forth in Section 9, the Loaned Shares in respect of such Loan shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third tenth Business Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(d) If Subject to Section 10 below, if at any time the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loans Loan (or portions thereof) to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect of such terminated Loans Loan (or portions thereof) shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third twenty fifth Business Day (or such earlier date, to the extent commercially practicable, as determined by Borrower acting in good faith) following the first date as of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
Appears in 1 contract
Loan Terminations. (a) Borrower may terminate all or any portion of a the Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third Business Day following the date (with an amount of such noticecash determined by Borrower in its reasonable discretion in lieu of fractional Loaned Shares), without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 below10, all outstanding Loans, if any, the Loan shall terminate on the date this Agreement terminates pursuant to Section 13 (the “Facility Termination Date, ”) and all outstanding Loaned Shares, if any, then outstanding Shares shall be delivered by Borrower to LenderLender (with an amount of cash determined by Borrower in its reasonable discretion in lieu of fractional Loaned Shares), without any consideration being payable in respect thereof by Lender to Borrower, no later than the third fifth Business Day following the Facility Termination Date; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(c) Subject to Section 10 below10, if a the Loan or any portion thereof is terminated upon the occurrence of a Default as set forth in Section 9, the Loaned Shares in respect of such Loan shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the termination date of such Loan Loan, as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(d) If at If, pursuant to a Merger Event, the Common Stock is changed, reclassified, exchanged for, or converted into, Reference Property, then:
(i) if such Reference Property consists entirely of cash, the Loan shall terminate on the date of effectiveness of any time such change, reclassification, exchange or conversion and Borrower shall, on or prior to the aggregate fifth Business Day following such effective date, pay, in full satisfaction of any obligation to return Loaned Shares hereunder, cash in an amount equal to the product of (A) the number of Loaned Shares outstanding under this Agreement exceeds immediately prior to such effective date and (B) the Maximum Number amount of Sharescash per share of Common Stock received by holders of Common Stock in such event; and
(ii) if such Reference Property consists of both cash and securities or other property, then (A) the outstanding Loans Loan shall not terminate as a result of any such event, (B) the amount of Loaned Shares shall be adjusted as set forth in the definition thereof, and (C) Borrower shall, on the fifth Business Day following the effective date of any such exchange or portions thereof) conversion, pay cash in an amount equal to the extent product of such excess shall immediately terminate and, subject to Section 10 below, such excess (1) the number of Loaned Shares outstanding immediately prior to such effective date (without, for the avoidance of doubt, giving effect to any adjustment) and (2) the amount of cash per share of Common Stock received by holders of Common Stock in such event.
(e) For the avoidance of doubt, Borrower may deliver shares of Common Stock that are subject to restrictions under the Securities Act to Lender in respect of such terminated Loans (or portions thereof) shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the first date as part of which such excess exists; provided that such termination shall not relieve Borrower from the its obligation to make such other payments and/or deliveries required to be made by it to Lender return Loaned Shares hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
Appears in 1 contract
Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third Business Day following the date of such noticeLender, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 below, all All outstanding Loans, if any, shall terminate on the date this Agreement terminates pursuant to Section 13 (the “Facility Termination Date, ”) and all Loaned Shares, if any, then Shares under outstanding Loans shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third fifth Business Day following the Facility Termination Date; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(c) Subject to Section 10 below4(d), if a Loan is terminated upon the occurrence of a Default as set forth in Section 9on any date, the aggregate number of Loaned Shares under outstanding Loans exceeds the Maximum Number of Shares, the number of Loaned Shares in respect excess of such Loan the Maximum Number of Shares shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(d) If at If, pursuant to a merger, consolidation, other business combination, reorganization, reclassification, recapitalization or other corporate action (including, without limitation, a reorganization in bankruptcy), the Common Stock is exchanged for, or converted into, Reference Property, then:
(i) if such Reference Property consists entirely of cash, all outstanding Loans shall terminate on the date of effectiveness of any time such exchange or conversion and Borrower shall, on or prior to the aggregate fifth Business Day following such effective date, pay, in full satisfaction of any obligation to return Loaned Shares hereunder, cash in an amount equal to the product of (A) the number of Loaned Shares outstanding under this Agreement exceeds immediately prior to such effective date and (B) the amount of cash per share of Common Stock received by holders of Common Stock in such event; and
(ii) if such Reference Property consists of cash and securities or other property, (A) no outstanding Loans shall terminate as a result of any such event, (B) the amount of Loaned Shares and Maximum Number of SharesShares shall be adjusted as set forth in their respective definitions, then and (C) Borrower shall, on the outstanding Loans (fifth Business Day following the effective date of any such exchange or portions thereof) conversion, pay cash in an amount equal to the extent product of such excess shall immediately terminate and, subject to Section 10 below, such excess (1) the number of Loaned Shares outstanding immediately prior to such effective date (without, for the avoidance of doubt, giving effect to any adjustment) and (2) the amount of cash per share of Common Stock received by holders of Common Stock in respect such event.
(e) If, as a result of complying with this Section 4 as promptly as reasonably practicable (but subject to applicable law, regulation or policy), (i) the “beneficial ownership” (within the meaning of Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder) of Common Stock by Borrower or any affiliate of Borrower subject to aggregation with Borrower under such terminated Loans Section 13(d) and such rules would exceed 9.9%, as determined by Borrower in its sole discretion, or (or portions thereofii) Borrower would be subject to Section 16(b) of the Exchange Act, as determined by Borrower in its sole discretion, then Borrower shall be delivered permitted to extend the date on which Loaned Shares are due under this Section 4 for all or a portion of the corresponding delivery obligation but in no event longer than such time to allow Borrower to return such Loaned Shares, through one transaction or a series of transactions, without causing such “beneficial ownership” to be in excess of 9.9% or Borrower to become subject to Section 16(b) of the Exchange Act, as determined by Borrower in its sole discretion. In addition, if Borrower is unable to satisfy its obligations to deliver any Common Stock under this Section 4 due to illiquidity in the market for Common Stock, Borrower shall, upon prior written notice to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the first date deliver such Common Stock as of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereofpromptly as reasonably practicable thereafter.
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Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third Business Day following the date of such noticeLender, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 below, all All outstanding Loans, if any, on the last day of the Loan Availability Period shall terminate on the first Business Day following the last day of the Loan Availability Period (the “Facility Termination Date, ”) and all outstanding Loaned Shares shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the fifth Business Day following the Facility Termination Date.
(c) If on any date, the number of Loaned Shares exceeds the Maximum Number of Shares, if any, then outstanding the number of Loaned Shares in excess of the Maximum Number of Shares shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following such date (the Facility Termination “Delivery Due Date; provided that ”). If as a result of complying with this Section 6(c), Borrower Group would become a Beneficial Owner of more than 9.0% of the shares of Common Stock outstanding at such termination time, or an Interested Stockholder of Lender, then Borrower shall not relieve be permitted to extend the Delivery Due Date for all or a portion of the corresponding delivery obligation and in no event no longer than such time to allow Borrower from to return, as promptly as reasonably practicable (but subject to applicable law, regulation or policy), such Loaned Shares, through one transaction or a series of transactions, without causing Borrower Group to become, directly or indirectly a Beneficial Owner of more than 9.0% of the obligation to make shares of Common Stock outstanding at such other payments and/or deliveries required to be made by it to Lender hereundertime, including any such payments and/or deliveries pursuant to Section 5 hereofor an Interested Stockholder of Lender.
(cd) Subject to Section 10 below, if If a Loan is terminated upon the occurrence of a Default as set forth in Section 911, the Loaned Shares in respect of such Loan shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof11.
(d) If at any time the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loans (or portions thereof) to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect of such terminated Loans (or portions thereof) shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the first date as of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
Appears in 1 contract
Samples: Share Lending Agreement (Energy Conversion Devices Inc)
Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares under such Loan to Lender no later than the third Business Day following the date of such noticeLender, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 below, the Loan or any portion thereof outstanding on the last day of the Loan Availability Period shall terminate on the date this Agreement terminates pursuant to Section 13 (the "Facility Termination Date") and all outstanding LoansLoaned Shares then outstanding, if any, shall terminate on the Facility Termination Date, and all Loaned Shares, if any, then outstanding shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third fifth Business Day following the Facility Termination Date; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(c) Subject to Section 10 below, if a the Loan or any portion thereof is terminated upon the occurrence of a Default as set forth in Section 9, the Loaned Shares in respect of such Loan shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereofLoan.
(d) If at any time the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loans (or portions thereof) Loan shall immediately terminate to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect of such terminated Loans (or portions thereof) shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third fifth Business Day following the first date as of which such excess exists; provided that such termination shall not relieve
(e) For the avoidance of doubt, all obligations of Borrower from the obligation to make such other payments and/or deliveries required to be made by it hereunder to Lender hereunder, including any in respect of the relevant Loaned Shares shall be satisfied upon the crediting of such payments and/or deliveries pursuant Loaned Shares to Lender's Designated Account in accordance with Section 5 hereof11 below.
Appears in 1 contract
Samples: Share Lending Agreement (Ship Finance International LTD)
Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third Business Day following the date of such noticeLender, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 below, all All outstanding Loans, if any, on the last day of the Loan Availability Period shall terminate on the first Business Day following the last day of the Loan Availability Period (the “Facility Termination Date, ”) and all outstanding Loaned Shares shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the fifth Business Day following the Facility Termination Date.
(c) If on any date, the number of Loaned Shares exceeds the Maximum Number of Shares, if any, then outstanding the number of Loaned Shares in excess of the Maximum Number of Shares shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following such date (the Facility Termination “Delivery Due Date; provided that ”). If as a result of complying with such termination Section 6(c), as promptly as reasonably practicable (but subject to applicable law, regulation or policy), Borrower would become a Beneficial Owner of more than 9.9% of the shares of Common Stock outstanding at such time, then Borrower shall not relieve be permitted to extend the Delivery Due Date for all or a portion of the corresponding delivery obligation and in no event no longer than such time to allow Borrower from to return such Loaned Shares, through one transaction or a series of transactions, without causing Borrower to become, directly or indirectly a Beneficial Owner of more than 9.9% of the obligation to make shares of Common Stock outstanding at such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(c) Subject to Section 10 below, if time. If a Loan is terminated upon the occurrence of a Default as set forth in Section 911, the Loaned Shares in respect of such Loan shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof11.
(d) If at any time the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loans (or portions thereof) to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect of such terminated Loans (or portions thereof) shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the first date as of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
Appears in 1 contract
Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third Business Day following the date of such noticeLender, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 below, all All outstanding Loans, if any, on the last day of the Loan Availability Period shall terminate on the first Business Day following the last day of the Loan Availability Period (the “Facility Termination Date, ”) and all outstanding Loaned Shares shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the fifth Business Day following the Facility Termination Date.
(c) If on any date, the number of Loaned Shares exceeds the Maximum Number of Shares, if any, then outstanding the number of Loaned Shares in excess of the Maximum Number of Shares shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following such date (the Facility Termination “Delivery Due Date; provided that ”). Upon receipt of a conversion notice from any holder of Convertible Notes, Lender shall notify Borrower within five Business Days of receipt of such termination conversion notice. If as a result of complying with such Section 6(c), as promptly as reasonably practicable (but subject to applicable law, regulation or policy), Borrower would become a Beneficial Owner of more than 9.9% of the shares of Common Stock outstanding at such time, then Borrower shall not relieve be permitted to extend the Delivery Due Date for all or a portion of the corresponding delivery obligation and in no event no longer than such time to allow Borrower from to return such Loaned Shares, through one transaction or a series of transactions, without causing Borrower to become, directly or indirectly a Beneficial Owner of more than 9.9% of the obligation to make shares of Common Stock outstanding at such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereoftime.
(cd) Subject to Section 10 below, if If a Loan is terminated upon the occurrence of a Default as set forth in Section 911, the Loaned Shares in respect of such Loan shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof11.
(d) If at any time the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loans (or portions thereof) to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect of such terminated Loans (or portions thereof) shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the first date as of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
Appears in 1 contract
Loan Terminations. (a) Borrower may terminate all or any portion of a the Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third Business Day following the date of such noticeLender, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 11 below, all outstanding Loans, if any, shall terminate on the first Business Day following the date on which this Agreement terminates pursuant to Section 15 (the “Facility Termination Date, ”) and all outstanding Loaned Shares, if any, then outstanding Shares shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third fifth Business Day following the Facility Termination Date; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(c) Subject to Section 10 11 below, if a Loan is terminated upon the occurrence of a Default as set forth in Section 910, the Loaned Shares in respect of such Loan shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof10.
(d) If Subject to Section 11 below, if any of the adjustments to the Maximum Number of Shares set forth in clause (e) of the definition of Maximum Number of Shares occurs and if at any time such date the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loans (or portions thereof) to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect excess of such terminated Loans (or portions thereof) the Maximum Number of Shares shall be delivered by Borrower to Lender, Lender without any consideration being payable in respect thereof by Lender to Borrower, no later than the third fifth Business Day following the first date as occurrence of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereofadjustment.
Appears in 1 contract
Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares to Lender no later than the third Business Day following the date of such notice, without any consideration being payable in respect thereof by Lender to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 below, all All outstanding Loans, if any, on the last day of the Loan Availability Period shall terminate on the first Business Day following the last day of the Loan Availability Period (the "FACILITY TERMINATION DATE") and all outstanding Loaned Shares shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the fifth Business Day following the Facility Termination Date
(c) If on any date, and all the number of Loaned Shares exceeds the Maximum Number of Shares, if any, then outstanding the number of Loaned Shares in excess of the Maximum Number of Shares shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the Facility Termination Date; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereofdate.
(cd) Subject to Section 10 below, if If a Loan is terminated upon the occurrence of a Default as set forth in Section 911, the Loaned Shares in respect of such Loan shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof11.
(d) If at any time the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loans (or portions thereof) to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect of such terminated Loans (or portions thereof) shall be delivered by Borrower to Lender, without any consideration being payable in respect thereof by Lender to Borrower, no later than the third Business Day following the first date as of which such excess exists; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
Appears in 1 contract
Loan Terminations. (a) Borrower may terminate all or any portion of a Loan on any Business Day by giving written notice thereof to Lender and transferring the corresponding number of Loaned Shares under such Loan to Lender no later than the third Business Day following the date of such notice(or its Nominee), without any consideration being payable in respect thereof by Lender (or its Nominee) to Borrower; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof. Any such loan termination shall be effective immediately upon delivery of the Loaned Shares in accordance with the terms hereof.
(b) Subject to Section 10 below, the Loan or any portion thereof outstanding on the last day of the Loan Availability Period shall terminate on the date this Agreement terminates pursuant to Section 13 (the "Facility Termination Date") and all outstanding LoansLoaned Shares then outstanding, if any, shall terminate on the Facility Termination Date, and all Loaned Shares, if any, then outstanding shall be delivered by Borrower to LenderLender (or its Nominee), without any consideration being payable in respect thereof by Lender (or its Nominee) to Borrower, no later than the third fifth Business Day following the Facility Termination Date; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereof.
(c) Subject to Section 10 below, if a the Loan or any portion thereof is terminated upon the occurrence of a Default as set forth in Section 9, the Loaned Shares in respect of such Loan shall be delivered by Borrower to LenderLender (or its Nominee), without any consideration being payable in respect thereof by Lender (or its Nominee) to Borrower, no later than the third Business Day following the termination date of such Loan as provided in Section 9; provided that such termination shall not relieve Borrower from the obligation to make such other payments and/or deliveries required to be made by it to Lender hereunder, including any such payments and/or deliveries pursuant to Section 5 hereofLoan.
(d) If at any time the aggregate number of Loaned Shares outstanding under this Agreement exceeds the Maximum Number of Shares, then the outstanding Loans (or portions thereof) Loan shall immediately terminate to the extent of such excess shall immediately terminate and, subject to Section 10 below, such excess number of Loaned Shares in respect of such terminated Loans (or portions thereof) shall be delivered by Borrower to LenderLender (or its Nominee), without any consideration being payable in respect thereof by Lender (or its Nominee) to Borrower, no later than the third fifth Business Day following the first date as of which such excess exists; provided that such termination shall not relieve
(e) For the avoidance of doubt, all obligations of Borrower from the obligation to make such other payments and/or deliveries required to be made by it hereunder to Lender hereunder, including any in respect of the relevant Loaned Shares shall be satisfied upon the crediting of such payments and/or deliveries pursuant Loaned Shares to Lender's Designated Account in accordance with Section 5 hereof11 below (or such account of Lender's Nominee).
Appears in 1 contract
Samples: Share Lending Agreement (Ship Finance International LTD)
