Common use of Option to Purchase the Project Clause in Contracts

Option to Purchase the Project. The Developer shall have, and is hereby granted, the option to purchase all or any portion of the City’s interest in the Project at any time, upon payment in full or redemption of the Outstanding Bonds to be redeemed or provision for their payment or redemption having been made pursuant to Article XIII of the Indenture. To exercise such option, the Developer shall give written notice to the City and to the Trustee, and shall specify therein the date of closing of such purchase, which date shall be not less than 15 nor more than 90 days from the date such notice is mailed, and, in case of a redemption of the Bonds in accordance with the provisions of the Indenture, the Developer shall make arrangements satisfactory to the Trustee for the giving of the required notice of redemption. Notwithstanding the foregoing, if the City or the Trustee provides notice of its intent to exercise its remedies hereunder upon an Event of Default (a “Remedies Notice”), the Developer shall be deemed to have exercised its repurchase option under this Section on the 29th day following the issuance of the Remedies Notice without any further action by the Developer; provided said Remedies Notice has not been rescinded by such date (such option to take place on the 29th day following the issuance of the Remedies Notice). The Developer may rescind such exercise by providing written notice to the City and the Trustee on or before the 29th day and by taking such action as may be required to cure the default that led to the giving of the Remedies Notice. The purchase price payable by the Developer in the event of its exercise of the option granted in this Section shall be the sum of the following: (a) an amount of money which, when added to the amount then on deposit in the Bond Fund, will be sufficient to redeem all or a portion of the then-Outstanding Bonds on the earliest redemption date next succeeding the closing date, including, without limitation, principal and interest to accrue to said redemption date and redemption expense; plus (b) an amount of money equal to the Trustee’s and the Paying Agent’s agreed to and reasonable fees, charges and expenses under the Indenture accrued and to accrue until such redemption of the Bonds; plus (c) an amount of money equal to the City’s reasonable charges and expenses incurred in connection with the Developer exercising its option to purchase all or a portion of the Project; plus (d) an amount of money equal to all payments due and payable pursuant to the Development and Performance Agreement through the end of the calendar year in which the date of purchase occurs; plus (e) the sum of $10.00.

Appears in 5 contracts

Samples: Memorandum of Lease Agreement, Lease Agreement, Lease Agreement

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Option to Purchase the Project. The Developer Company shall have, and is hereby granted, the option to purchase all or any portion of the City’s interest in the Project at any time, prior to the expiration of the Lease Term upon payment in full or redemption of the all Bonds then Outstanding Bonds to be redeemed or provision for their payment or redemption having been made pursuant to Article XIII of the Indenture. To exercise such option, option the Developer Company shall give written notice to the City Issuer and to the Trustee, if any, of the Bonds as shall then be unpaid or provision for their payment shall not have been made in accordance with the provisions of the Indenture, and shall specify therein the date of closing of such purchase, which date shall be not less than 15 30 nor more than 90 180 days from the date such notice is mailed, and, and in case of a redemption of the Bonds in accordance with the provisions of the Indenture, Indenture the Developer Company shall make arrangements satisfactory to the Trustee for the giving of the required notice of redemption. Notwithstanding the foregoing, if the City or the Trustee provides notice of its intent to exercise its remedies hereunder upon an Event of Default (a “Remedies Notice”), the Developer shall be deemed to have exercised its repurchase option under this Section on the 29th day following the issuance of the Remedies Notice without any further action by the Developer; provided said Remedies Notice has not been rescinded by such date (such option to take place on the 29th day following the issuance of the Remedies Notice). The Developer may rescind such exercise by providing written notice to the City and the Trustee on or before the 29th day and by taking such action as may be required to cure the default that led to the giving of the Remedies Notice. The purchase price payable by the Developer Company in the event of its exercise of the option granted in this Section shall be the sum of the following: (a) an amount of money which, when added to the amount then on deposit in the Bond Fund, will be sufficient to redeem all or a portion of the then-then Outstanding Bonds on the earliest redemption date next succeeding the closing date, including, without limitation, principal and interest to accrue to said redemption date and redemption expense; plus (b) an amount of money equal to the Trustee’s and the Paying Agent’s agreed to and reasonable fees, charges fees and expenses under the Indenture accrued and to accrue until such redemption of the Bonds; plus (c) an amount of money equal to the CityIssuer’s costs, expenses, including reasonable charges and expenses incurred in connection with attorney’s fees, related to conveying the Developer exercising its option Project to purchase all or a portion of the ProjectCompany; plus (d) an amount of money equal to all payments due and payable pursuant to the Development and Performance Agreement through the end of the calendar year in which the date of purchase occurs; plus (e) the sum of $10.00100.

Appears in 2 contracts

Samples: Lease Agreement, Lease Agreement

Option to Purchase the Project. The Developer Company shall have, and is hereby granted, the option to purchase all or any portion of the City’s interest in the Project at any timetime prior to the expiration of the term of this Lease, and through the notice periods hereinafter provided, upon payment in full or redemption of the Outstanding Bonds to be redeemed Bond or provision for their its payment or redemption having been made pursuant to Article XIII of the IndentureBond Purchase Agreement. To exercise such option, option the Developer Company shall give written notice to the City and to the TrusteeBank, if the Bond shall then be unpaid or provision for its payment shall not have been made in accordance with the provisions of the Bond Purchase Agreement, and shall specify therein the date of closing of such purchase, which date shall be not less than 15 forty-five (45) nor more than 90 ninety (90) days from the date such notice is mailed, and, in case of a redemption of the Bonds in accordance with the provisions of the Indenture, the Developer shall make arrangements satisfactory to the Trustee for the giving of the required notice of redemption. Notwithstanding the foregoing, if the City or the Trustee provides notice of its intent to exercise its remedies hereunder upon an Event of Default (a “Remedies Notice”), the Developer shall be deemed to have exercised its repurchase option under this Section on the 29th day following the issuance of the Remedies Notice without any further action by the Developer; provided said Remedies Notice has not been rescinded by such date (such option to take place on the 29th day following the issuance of the Remedies Notice). The Developer may rescind such exercise by providing written notice to the City and the Trustee on or before the 29th day and by taking such action as may be required to cure the default that led to the giving of the Remedies Notice. The purchase price payable by the Developer Company in the event of its exercise of the option granted in this Section shall be the sum of the following: (a) an the full amount which is required to provide the City and the Bank with funds sufficient, in accordance with the terms of money whichthe Bond Purchase Agreement, when added to pay at final maturity or, if the Bond is subject to earlier redemption, to redeem and pay in full (A) the unpaid principal of the Bond, (B) all interest due thereon to date of maturity or earlier redemption, whichever first occurs; and (C) all costs and expenses incident to the amount then on deposit in redemption and payment of the Bond Fundin full, will be sufficient to redeem all or a portion of the then-Outstanding Bonds on the earliest redemption date next succeeding the closing date, including, without limitation, principal and interest to accrue to said redemption date and redemption expense; plus (b) an amount the sum of money equal $100. In the event that the Company does not give written notice to the Trustee’s and the Paying Agent’s agreed to and reasonable fees, charges and expenses under the Indenture accrued and to accrue until such redemption City of the Bonds; plus (c) an amount of money equal Company’s election to the City’s reasonable charges and expenses incurred in connection with the Developer exercising exercise its option to purchase all or a portion hereunder prior to the expiration of the Project; plus term of this Lease, then City shall give the Company an initial written notice of the Company’s failure to exercise the option hereunder, and if Company does not then exercise the option hereunder within ten (d10) an amount days following receipt of money equal to all payments due and payable pursuant City’s initial notice, then City shall give a second written notice to the Development Company of its failure to exercise the option hereunder, and Performance Agreement through if Company does not then exercise the end option hereunder within ten (10) days of receipt of the calendar year in which City’s second notice, then the date of purchase occurs; plus (e) the sum of $10.00option hereunder shall terminate.

Appears in 1 contract

Samples: Lease Agreement (Brookstone Inc)

Option to Purchase the Project. The Developer Company shall have, and is hereby granted, have the option right to purchase all or any portion of the City’s Project, including the Issuer's leasehold interest in the Project at Site on any timeinterest payment date during the Lease Term, upon payment in full including any renewals or redemption extensions thereof. The purchase price shall be the greater of (a) the fair market value of the Outstanding Project financed by the net proceeds of the Bonds (i.e., excluding the Project Site and the Issuer's leasehold interest in the Project Site), as determined by an independent appraiser mutually acceptable to be redeemed the Issuer and the Company or provision for their payment (b) the amount required to redeem the Bonds in whole pursuant to Section 3.01 or redemption having been made 3.02 of the Indenture or to defease the Bonds pursuant to Article XIII of the Indenture. To exercise such option, the Developer shall give written notice to the City and to the Trustee, and shall specify therein the date of closing of such purchase, which date shall be not less than 15 nor more than 90 days from the date such notice is mailed, and, in case of a redemption of the Bonds in accordance with the provisions VII of the Indenture, the Developer shall make arrangements satisfactory including, but not limited to the Trustee for the giving of the required notice of redemption. Notwithstanding the foregoing, if the City or the Trustee provides notice of its intent to exercise its remedies hereunder upon an Event of Default (a “Remedies Notice”), the Developer shall be deemed to have exercised its repurchase option under this Section on the 29th day following the issuance of the Remedies Notice without any further action by the Developer; provided said Remedies Notice has not been rescinded by such date (such option to take place on the 29th day following the issuance of the Remedies Notice). The Developer may rescind such exercise by providing written notice to the City and the Trustee on or before the 29th day and by taking such action as may be required to cure the default that led to the giving of the Remedies Notice. The purchase price payable by the Developer in the event of its exercise of the option granted in this Section shall be the sum of the following: (a) an amount of money which, when added to the amount then on deposit in the Bond Fund, will be sufficient to redeem all or a portion of the then-Outstanding Bonds on the earliest redemption date next succeeding the closing date, including, without limitation, principal and interest to accrue to said redemption date and redemption expense; plus (b) an amount of money equal to the Trustee’s and the Paying Agent’s agreed to and reasonable feesprincipal, charges and expenses under the Indenture interest accrued and to accrue until such accrue, and redemption premium, if any, to the date of purchase or, if later, redemption of the Bonds; plus (c) . To exercise its purchase option, the Company shall give the Issuer written notice not later than eight months prior to the date of purchase and shall deliver to the Trustee an opinion of Xxxxx & Xxxxxx or other nationally recognized bond counsel acceptable to the Owners of a majority in aggregate principal amount of money equal the Bonds Outstanding to the City’s reasonable charges and expenses effect that such exercise will not adversely affect the exclusion from gross income of the Holders of the Bonds for federal income tax purposes of the interest on the Bonds. All costs incurred in connection with the Developer exercising exercise by the Company of its option hereunder, including the cost of the appraisal, title work, etc., shall be paid by the Company. In the event the Company exercises its option to purchase all or a the Project, including the Issuer's interest in the Project Site pursuant to this Section 5.5, the Issuer agrees and directs the Company to transfer to the Trustee the portion of the Project; plus (d) an amount of money equal purchase price required to all payments due and payable pursuant to redeem the Development and Performance Agreement through the end of the calendar year Bonds in which whole on the date of purchase occurs; plus of the Project. The Company covenants and agrees to transfer to the Issuer the portion of the purchase price in excess of the amount necessary to redeem the Bonds. Promptly upon receipt from the Company of notice that it shall exercise its purchase option hereunder, the Issuer shall transmit notice to the Trustee that the Bonds will be redeemed in whole and directing the Trustee to (ea) transmit notice of redemption to Bondholders in accordance with Section 3.03 of the sum Indenture and (b) redeem the Bonds in whole on the redemption date. In the event that the Company exercises its option to purchase the Project, as set forth above, and becomes the fee owner of $10.00.the Project and the Project Site, the Company's fee interest in the Project and the Project Site shall merge with the Company's leasehold interest under this Agreement. [END OF ARTICLE V]

Appears in 1 contract

Samples: Lease Agreement (Sjit Inc)

Option to Purchase the Project. The Developer Company or its successors under this Lease shall have, and is hereby granted, the option to purchase all or any a portion of the City’s interest in the Project at any time, prior to the expiration of the Lease Term upon payment in full of all or redemption a portion of the Outstanding Bonds to be redeemed then outstanding or provision for their payment or redemption having been made pursuant to Article XIII of the Indenture. To exercise such option, option the Developer Company shall give written notice to the City and to the Trustee, if any of the Bonds shall then be unpaid or provision for their payment shall not have been made in accordance with the provisions of the Indenture, and shall specify therein the date of closing of such purchase, which date shall be not less than 15 thirty (30) nor more than 90 180 days from the date such notice is mailed, and, and in case of a redemption of the Bonds in accordance with the provisions of the Indenture, Indenture the Developer Company shall make arrangements satisfactory to the Trustee for the giving of the required notice of redemption. Notwithstanding the foregoing, if the City or the Trustee provides notice of its intent to exercise its remedies hereunder upon an Event of Default (a “Remedies Notice”), the Developer shall be deemed to have exercised its repurchase option under this Section on the 29th day following the issuance of the Remedies Notice without any further action by the Developer; provided said Remedies Notice has not been rescinded by such date (such option to take place on the 29th day following the issuance of the Remedies Notice). The Developer may rescind such exercise by providing written notice to the City and the Trustee on or before the 29th day and by taking such action as may be required to cure the default that led to the giving of the Remedies Notice. The purchase price payable by the Developer Company in the event of its exercise of the option granted in this Section shall be the sum of the following: (a) an amount of money which, when added to the amount then on deposit in the Bond FundFund (or the amount deemed then on deposit in the Bond Fund if the Company is the sole Bondowner), will be sufficient to redeem all or a portion of the then-Outstanding then outstanding Bonds on the earliest redemption date as defined in Article III of the Indenture next succeeding the closing datedate of the purchase, including, without limitation, principal and interest to accrue to said redemption date and redemption expense; plus (b) an amount of money equal to the Additional Rent due for the remaining Lease Term; plus (c) an amount of money equal to the Trustee’s 's and the Paying Agent’s 's agreed to and reasonable fees, charges fees and expenses under the Indenture accrued and to accrue until such redemption of the Bonds; plus (c) an amount of money equal to the City’s reasonable charges and expenses incurred in connection with the Developer exercising its option to purchase all or a portion of the ProjectBond; plus (d) an amount of money equal to all payments due and payable pursuant to the Development and Performance Agreement through the end of the calendar year in which the date of purchase occurs; plus (e) the sum of $10.00100.00 for the purchase of all the Project. At its option, to be exercised at least five (5) days prior to the date of closing such purchase, the Company may deliver to the Trustee for cancellation Bonds not previously paid, and the Company shall receive a credit against the purchase price payable by the Company in an amount equal to 100% of the principal amount of the Bonds so delivered for cancellation.

Appears in 1 contract

Samples: Lease Agreement (Mastercard Inc)

Option to Purchase the Project. The Developer Company shall have, and is hereby granted, the option to purchase all or any portion of the City’s interest in the Project at any time, prior to the expiration of the Lease Term upon payment in full or redemption of the Outstanding all Bonds to be redeemed then outstanding or provision for their payment or redemption having been made pursuant to Article XIII of the Indenture. To exercise such option, option the Developer Company shall give written notice to the City and to the Trustee, if any of the Bonds shall then be unpaid or provision for their payment shall not have been made in accordance with the provisions of the Indenture, and shall specify therein the date of closing of such purchase, which date shall be not less than 15 30 nor more than 90 days from the date such notice is mailed, and, and in case of a redemption of the Bonds in accordance with the provisions of the Indenture, Indenture the Developer Company shall make arrangements satisfactory to the Trustee for the giving of the required notice of redemption. Notwithstanding the foregoing, if the City or the Trustee provides notice of its intent to exercise its remedies hereunder upon an Event of Default (a “Remedies Notice”), the Developer shall be deemed to have exercised its repurchase option under this Section on the 29th day following the issuance of the Remedies Notice without any further action by the Developer; provided said Remedies Notice has not been rescinded by such date (such option to take place on the 29th day following the issuance of the Remedies Notice). The Developer may rescind such exercise by providing written notice to the City and the Trustee on or before the 29th day and by taking such action as may be required to cure the default that led to the giving of the Remedies Notice. The purchase price payable by the Developer Company in the event of its exercise of the option granted in this Section shall be the sum of the following: (a) an amount of money which, when added to the amount then on deposit in the Bond Fund, will be sufficient to redeem all or a portion of the then-Outstanding then outstanding Bonds on the earliest redemption date next succeeding the closing date, including, without limitation, principal and interest to accrue to said redemption date and redemption expense; plus (b) an amount of money equal to the Trustee’s 's and the Paying Agent’s 's agreed to and reasonable fees, charges fees and expenses under the Indenture accrued and to accrue until such redemption of the Bonds; plus (c) an amount of money equal to the City’s reasonable charges and expenses incurred in connection with the Developer exercising its option to purchase all or a portion of the Project; plus (d) an amount of money equal to all Grant payments due and payable pursuant to the Development and Performance Grant Agreement through the end which shall have accrued as of the calendar year in which the date of purchase occurspurchase; plus (ed) the sum of $10.001,000. At its option, to be exercised at least 5 Business Days prior to the date of closing such purchase, the Company may deliver to the Trustee for cancellation Bonds not previously paid, and the Company shall receive a credit against the purchase price payable by the Company in an amount equal to 100% of the principal amount of the Bonds so delivered for cancellation, plus the accrued interest thereon.

Appears in 1 contract

Samples: Lease Agreement

Option to Purchase the Project. The Developer Company shall have, and is hereby granted, the option to purchase all or any portion of the City’s interest in the Project at any time, upon payment in full or redemption of the Outstanding all Bonds to be redeemed then outstanding or provision for their payment or redemption having been made pursuant to Article XIII of the Indenture. To exercise such option, option the Developer Company shall give written notice to the City and to the Trustee, and shall specify therein the date of closing of such purchase, which date shall be not less than 15 nor more than 90 days from the date such notice is mailed, and, and in case of a redemption of the Bonds in accordance with the provisions of the Indenture, the Developer Company shall make arrangements satisfactory to the Trustee for the giving of the required notice of redemption. Notwithstanding the foregoingforgoing, if the City or the Trustee provides notice of its intent to exercise its remedies hereunder upon an Event of Default (a “Remedies Notice”), the Developer Company shall be deemed to have exercised its repurchase option under this Section on the 29th day following the issuance of the Remedies Notice without any further action by the DeveloperCompany; provided said Remedies Notice notice has not been rescinded by such date (such option to take place on the 29th day following the issuance of the Remedies Notice). The Developer Company may rescind such exercise by providing written notice to the City and the Trustee on or before prior to the 29th day and by taking such action as may be required to cure the default that led to the giving of the Remedies Notice. The purchase price payable by the Developer Company in the event of its exercise of the option granted in this Section shall be the sum of the following: (a) an amount of money which, when added to the amount then on deposit in the Bond Fund, will be sufficient to redeem all or a portion of the then-Outstanding then outstanding Bonds on the earliest redemption date next succeeding the closing date, including, without limitation, principal and interest to accrue to said redemption date and redemption expense; plus (b) an amount of money equal to the Trustee’s and the Paying Agent’s agreed to and reasonable fees, charges and expenses under the Indenture accrued and to accrue until such redemption of the Bonds; plus (c) an amount of money equal to the City’s reasonable charges and expenses incurred in connection with the Developer exercising its option to purchase all or a portion of the Project; plus (d) an amount of money equal to all payments due and payable pursuant to the Development and Performance Agreement through the end of the calendar year in which the date of purchase occurs; plus (ed) the sum of $10.00100.00. At its option, to be exercised at least 5 days prior to the date of closing such purchase, the Company may deliver to the Trustee for cancellation Bonds not previously paid, and the Company shall receive a credit against the purchase price payable by the Company in an amount equal to 100% of the principal amount of the Bonds so delivered for cancellation, plus the accrued interest thereon.

Appears in 1 contract

Samples: Lease Agreement

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Option to Purchase the Project. The Developer Company shall have, and is hereby granted, the option to purchase all or any portion of the City’s interest in the Project at any time, upon payment in full or redemption of the Outstanding Bonds to be redeemed or provision for their payment or redemption having been made pursuant to Article XIII of the Indenture. To exercise such option, the Developer Company shall give written notice to the City and to the Trustee, and shall specify therein the date of closing of such purchase, which date shall be not less than 15 nor more than 90 days from the date such notice is mailed, and, in case of a redemption of the Bonds in accordance with the provisions of the Indenture, the Developer Company shall make arrangements satisfactory to the Trustee for the giving of the required notice of redemption. Notwithstanding the foregoing, if the City or the Trustee provides notice of its intent to exercise its remedies hereunder upon an Event of Default (a “Remedies Notice”), the Developer Company shall be deemed to have exercised its repurchase option under this Section on the 29th day following the issuance of the Remedies Notice without any further action by the DeveloperCompany; provided said Remedies Notice has not been rescinded by such date (such option to take place on the 29th day following the issuance of the Remedies Notice). The Developer Company may rescind such exercise by providing written notice to the City and the Trustee on or before the 29th day and by taking such action as may be required to cure the default that led to the giving of the Remedies Notice. The purchase price payable by the Developer Company in the event of its exercise of the option granted in this Section shall be the sum of the following: (a) an amount of money which, when added to the amount then on deposit in the Bond Fund, will be sufficient to redeem all or a portion of the then-Outstanding Bonds on the earliest redemption date next succeeding the closing date, including, without limitation, principal and interest to accrue to said redemption date and redemption expense; plus (b) an amount of money equal to the Trustee’s and the Paying Agent’s agreed to and reasonable fees, charges and expenses under the Indenture accrued and to accrue until such redemption of the Bonds; plus (c) an amount of money equal to the City’s reasonable charges and expenses incurred in connection with the Developer Company exercising its option to purchase all or a portion of the Project; plus (d) an amount of money equal to all payments due and payable pursuant to the Development and Performance Agreement through the end of the calendar year in which the date of purchase occurs; plus (e) the sum of $10.00. At its option, to be exercised at least 5 days before the date of closing such purchase, the Company may deliver to the Trustee for cancellation Bonds not previously paid, and the Company shall receive a credit against the purchase price payable by the Company in an amount equal to 100% of the principal amount of the Bonds so delivered for cancellation, plus the accrued interest thereon.

Appears in 1 contract

Samples: Lease Agreement

Option to Purchase the Project. The Developer Lessee shall have, and is hereby granted, the option to purchase all or any portion of the City’s interest in the Project at any time, prior to the expiration of the Lease Term upon payment in full of all Bonds then Outstanding and any payments due pursuant to the Lease or redemption the Indenture and satisfaction of the Outstanding Bonds terms and conditions of this Article XI. The Lessee shall not be permitted to exercise, however, the option to purchase the Project if the Lessee is in default hereunder until all defaults hereunder are cured, and the Lessee shall not be redeemed or provision for their payment or redemption having been made pursuant permitted to Article XIII exercise the option to purchase the Project after an Event of Default has occurred unless the IndentureA Bondowner, the City and the Trustee consent to such exercise. To exercise such option, option the Developer Lessee shall give written notice to the City and to the Trustee, if any of the Bonds shall then be unpaid or provision for their payment shall not have been made in accordance with the provisions of the Indenture, and shall specify therein the date of closing of such purchasepurchase (the “Closing Date”), which date shall be not less than 15 forty-five (45) nor more than 90 ninety (90) days from the date such notice is mailed, and, and in case of a redemption of the Bonds in accordance with the provisions of the Indenture, the Developer Lessee shall make arrangements satisfactory to the Trustee for the giving of the required notice of redemption. Notwithstanding The Lessee shall further provide the foregoing, if Trustee and the City with such indemnification, assurances, insurances and documents as the Trustee or the Trustee provides notice of its intent to exercise its remedies hereunder upon an Event of Default (a “Remedies Notice”), the Developer shall be deemed to have exercised its repurchase option under this Section on the 29th day following the issuance of the Remedies Notice without any further action by the Developer; provided said Remedies Notice has not been rescinded by such date (such option to take place on the 29th day following the issuance of the Remedies Notice). The Developer City may rescind such exercise by providing written notice to the City and the Trustee on or before the 29th day and by taking such action as may be required to cure the default that led to the giving of the Remedies Noticerequire. The purchase price payable by the Developer Lessee in the event of its exercise of the option granted in this Section shall be the sum of the following: (a) an amount of money which, when added to the amount then on deposit in the Bond Fund, will be sufficient to redeem all or a portion of the then-Outstanding then outstanding Bonds on the earliest redemption date next succeeding the closing date, including, without limitation, principal principal, the Redemption Premium, if due and payable at such time, interest to accrue to said redemption date date, and redemption expense; plus (b) an amount of money equal to the Trustee’s and the Paying Agent’s agreed to and reasonable fees, charges advances, charges, indemnities and expenses under the Indenture accrued and to accrue until such redemption of the Bonds; plus (c) an amount of money equal to the City’s reasonable charges costs and expenses incurred expenses, including attorney fees, in connection with the Developer exercising its option to purchase all or a portion redemption of the ProjectBonds; plus (d) an amount of money equal to all payments any Additional Payments then due and payable pursuant to the Development and Performance Agreement through the end of the calendar year in which the date of purchase occurspayable; plus (e) the sum of $10.00100.

Appears in 1 contract

Samples: Lease Agreement

Option to Purchase the Project. The Developer It is acknowledged that WCIC, pursuant to the Lease, has an option to purchase the Project at any time. By execution of this Sublease, WCIC hereby assigns such right (and the City consents to such assignment by its execution hereof) to Valent. Valent shall have, and is hereby granted, the option to purchase all or any portion of the City’s interest in the Project at any time, upon payment in full or redemption of the Outstanding outstanding Bonds to be redeemed or provision for their payment or redemption having been made pursuant to Article XIII X of the Indenture. To exercise such option, the Developer Valent shall give written notice to the City City, the Trustee and to the TrusteeWCIC, and shall specify therein the date of closing of such purchase, which date shall be not less than 15 nor more than 90 days from the date such notice is mailed, and, in case of a redemption of the Bonds in accordance with the provisions of the Indenture, the Developer Valent shall make arrangements satisfactory to the Trustee for the giving of the required notice of redemption. Notwithstanding the foregoing, if the City or the Trustee WCIC provides notice of its intent to exercise its remedies hereunder upon an Event of Default (a “Remedies Notice”), the Developer Valent shall be deemed to have exercised its repurchase option under this Section on the 29th day following the issuance of the Remedies Notice without any further action by the DeveloperValent; provided said Remedies Notice has not been rescinded by such date (such option to take place on the 29th day following the issuance of the Remedies Notice). The Developer Valent may rescind such exercise by providing written notice to the City and the Trustee WCIC on or before the 29th day and by taking such action as may be required to cure the default that led to the giving of the Remedies Notice. The purchase price payable by the Developer Valent in the event of its exercise of the option granted in this Section shall be the sum of the following: (a) an amount of money which, when added to the amount then on deposit in the Bond Fund, will be sufficient to redeem all or a portion of the then-Outstanding then outstanding Bonds on the earliest redemption date next succeeding the closing date, including, without limitation, principal and interest to accrue to said redemption date and redemption expense; plus (b) an amount of money equal to the Trustee’s and the Paying Agent’s agreed to and reasonable fees, charges charges, costs and expenses under the Indenture accrued and to accrue until such redemption of the Bonds; plus (c) an amount of money equal to the City’s reasonable charges and expenses incurred in connection with the Developer exercising its option to purchase all or a portion of the Project; plus (d) an amount of money equal to all payments due and payable pursuant to this Sublease, the Development and Performance Agreement and the Indenture through the end of the calendar year in which the date of purchase occurs, including all fees pursuant to Section 6.4 and Section 7.2 of the Performance Agreement; plus (ed) the sum of $10.00. At its option, to be exercised at least 5 days before the date of closing such purchase, Valent may deliver to WCIC, for delivery to the Trustee, for cancellation Bonds not previously paid, and Valent shall receive a credit against the purchase price payable by Valent in an amount equal to 100% of the principal amount of the Bonds so delivered for cancellation, plus the accrued interest thereon.

Appears in 1 contract

Samples: Sublease Agreement (Lmi Aerospace Inc)

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