Common use of Redemption at Option of Holder Clause in Contracts

Redemption at Option of Holder. 7. A holder of Preference Shares shall be entitled to require the Corporation to redeem at any time or times after September 26, 1985, all or any of the Preference Shares registered in the name of such holder on the books of the Corporation by tendering to the Corporation at its head office a share certificate or share certificates representing the preference shares, or, if a part only of the shares held by the registered holder is to be redeemed, the number thereof, which the registered holder desires to have the Corporation redeem together with a request in writing specifying (i) that the registered holder desires to have the Preference Shares represented by such certificate or certificates redeemed by the Corporation and (ii) the business day (in this clause 7 referred to as the “redemption date”) on which the holder desires to have the Corporation redeem such Preference Shares. Requests in writing shall specify a redemption date which shall be not less than thirty (30) days after the day on which the request in writing is given to the Corporation; upon receipt of a share certificate or share certificates representing the Preference Shares which the registered holder desires to have the Corporation redeem together with such a request the Corporation shall on the redemption date redeem such Preference Shares by paying to such registered holder an amount equal to the aggregate par value of the Preference Shares being redeemed together with all accrued and unpaid fixed preferential cumulative cash dividends thereon (which for such purpose shall be calculated as if such dividends were accruing on a daily basis up to the redemption date); such payment shall be made by cheque payable at par at any branch of the Corporation’s bankers for the time being in Canada; the said Preference Shares shall be redeemed on the redemption date and from and after the redemption date such shares shall cease to be entitled to dividends and the holders thereof shall not be entitled to exercise any of the rights of holders of Preference Shares in respect thereof unless payment of the redemption price is not made on the redemption date, in which event the rights of the holders of the said shares shall continue unaffected.

Appears in 1 contract

Samples: Amalgamation Agreement (Thermadyne Holdings Corp /De)

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Redemption at Option of Holder. 7. A holder Subject to the terms and conditions of Preference Shares the Indenture, the Company shall be entitled become obligated to require purchase, at the Corporation to redeem at any time or times after September 26, 1985option of the Holder, all or any portion of the Preference Shares Securities held by such Holder, in any integral multiple of $1,000, on May 15, 2006, May 15, 2011 and May 15, 2016 (each, a "Purchase Date") at a purchase price per Security equal to 100% of the aggregate principal amount of the Security (the "Purchase Price"), together with accrued and unpaid interest up to but not including the Purchase Date (provided that, if the Purchase Date is on or after an interest record date but on or prior to the related interest payment date, interest will be payable to the Holders in whose names the Securities are registered at the close of business on the relevant record date) upon delivery of a Purchase Notice containing the information set forth in the name Indenture, at any time from the opening of business on the date that is 20 Business Days prior to such Purchase Date until the close of business on the fifth Business Day prior to such Purchase Date, and upon delivery of the Securities to the Paying Agent by the Holder as set forth in the Indenture. Holders have the right to withdraw any Purchase Notice by delivering to the Paying Agent a written notice of withdrawal in accordance with the provisions of the Indenture. If cash sufficient to pay the Purchase Price of and accrued and unpaid interest on, all Securities or portions thereof to be purchased as of the Purchase Date is deposited with the Paying Agent on the Business Day following the Purchase Date, the holder thereof shall have no other rights other than the right to receive the Purchase Price, together with accrued and unpaid interest to but not including the Purchase Date, upon surrender of such Security. If a Fundamental Change (as defined below) occurs, each holder of Securities shall have the right, at the holder's option, to require the Company to repurchase all of such holder's Securities, or any portion thereof that is an integral multiple of $1,000, on the books of date (the Corporation by tendering to the Corporation at its head office a share certificate or share certificates representing the preference shares, or, if a part only of the shares held "Fundamental Change Purchase Date") selected by the registered holder Company that is to be redeemed, the number thereof, which the registered holder desires to have the Corporation redeem together with a request in writing specifying (i) that the registered holder desires to have the Preference Shares represented by such certificate or certificates redeemed by the Corporation and (ii) the business day (in this clause 7 referred to as the “redemption date”) on which the holder desires to have the Corporation redeem such Preference Shares. Requests in writing shall specify a redemption date which shall be not less than thirty (30) 10 nor more than 30 days after the Final Surrender Date (as defined below), at a price equal to 100% of the principal amount thereof, plus accrued interest to the Fundamental Change Purchase Date (the "Fundamental Change Purchase Price"). Unless the Company shall have theretofore called for redemption all the outstanding Securities, on or before the 30th day after the occurrence of a Fundamental Change, the Company is obligated to mail or cause the Trustee to mail to all holders of record of the Securities a notice (the "Company Notice") describing, among other things, the occurrence of such Fundamental Change and of the repurchase right arising as a result thereof. The Company must deliver a copy of the Company Notice to the Trustee and cause a copy of such notice to be published in a newspaper of general circulation in the Borough of Manhattan, The City of New York. To exercise the repurchase right, a holder of Securities must surrender, on or before the date which, subject to any contrary requirements of applicable law, is 60 days after the date of mailing of the Company Notice (the "Final Surrender Date") the Securities with respect to which the request right is being exercised, which, in writing is given the case of definitive Securities, must be duly endorsed for transfer to the Corporation; upon receipt of a share certificate or share certificates representing the Preference Shares which the registered holder desires to have the Corporation redeem together with such a request the Corporation shall on the redemption date redeem such Preference Shares by paying to such registered holder an amount equal to the aggregate par value of the Preference Shares being redeemed together with all accrued and unpaid fixed preferential cumulative cash dividends thereon (which for such purpose shall be calculated as if such dividends were accruing on a daily basis up to the redemption date); such payment shall be made by cheque payable at par at any branch of the Corporation’s bankers for the time being in Canada; the said Preference Shares shall be redeemed on the redemption date and from and after the redemption date such shares shall cease to be entitled to dividends and the holders thereof shall not be entitled to exercise any of the rights of holders of Preference Shares in respect thereof unless payment of the redemption price is not made on the redemption date, in which event the rights of the holders of the said shares shall continue unaffectedCompany.

Appears in 1 contract

Samples: Genzyme Corp

Redemption at Option of Holder. 7. A holder of Preference Shares (a) Each Holder shall be entitled have ------------------------------- the right, at such Holder's option, exercisable at any time prior to July 15, 2003 and subsequent to June 15, 2003, to require the Corporation Company to redeem at any time or times after September 26redeem, 1985and upon the exercise of such right the Company shall redeem, all or any part of such Holder's Debentures that is $1,000 or any integral multiple thereof in principal amount, on August 15, 2003 (the "Redemption Date") at a redemption price in cash equal to 100% of the Preference Shares registered in principal amount of such Debenture (the "Redemption Price"), together with accrued and unpaid interest to the Redemption Date. (b) To exercise a redemption right, a Holder of Debentures shall deliver (i), to the Company and to the Trustee, irrevocable written notice of the Holder's election to exercise such right (the "Holder's Notice"), which shall set forth the name of such holder on the books Holder, the amount of the Corporation by tendering to the Corporation at its head office a share certificate or share certificates representing the preference shares, or, if a part only of the shares held by the registered holder is Debentures to be redeemed, redeemed and a statement that an election to exercise the number thereof, which the registered holder desires to have the Corporation redeem together with a request in writing specifying (i) that the registered holder desires to have the Preference Shares represented by such certificate or certificates redeemed by the Corporation redemption right is being made thereby and (ii) ), to the business day (in this clause 7 referred Trustee, the Debentures with respect to as the “redemption date”) on which the holder desires redemption right is being exercised, duly endorsed for transfer to have the Corporation redeem Company if required by the Trustee or the Company. Debentures held by a securities depositary may be delivered in such Preference Sharesother manner as may be agreed to by such securities depositary and the Company and the Trustee. Requests in writing shall specify a redemption date which Such written notice shall be not less than thirty (30) days after the day on which the request in writing is given to the Corporation; upon receipt of a share certificate or share certificates representing the Preference Shares which the registered holder desires to have the Corporation redeem together with such a request the Corporation shall irrevocable. The Debentures surrendered for redemption shall, on the redemption date redeem such Preference Shares by paying to such registered holder an amount equal to the aggregate par value of the Preference Shares being redeemed together with all accrued Redemption Date, become due and unpaid fixed preferential cumulative cash dividends thereon (which for such purpose shall be calculated as if such dividends were accruing on a daily basis up to the redemption date); such payment shall be made by cheque payable at par at any branch of the Corporation’s bankers for the time being in Canada; the said Preference Shares shall be redeemed on the redemption date Redemption Price, and from and after such date (unless the redemption date Company shall default in the payment of the Redemption Price and accrued interest) such shares Debentures shall cease to bear interest. Upon surrender of any such Debentures for redemption in accordance with the Holder's Notice, such Debentures shall be entitled paid by the Company at the Redemption Price plus accrued interest to dividends the Redemption Date; provided, --------- however, that installments of interest whose Stated Maturity is prior to the -------- Redemption Date shall be payable to the Holders of such Debentures, or one or more Predecessor Securities, according to the terms and the holders thereof shall not be entitled to exercise any provisions of the rights of holders of Preference Shares in respect thereof unless payment of the redemption price is not made on the redemption date, in which event the rights of the holders of the said shares shall continue unaffectedSection 307.

Appears in 1 contract

Samples: Seventh Supplemental Indenture (Citizens Utilities Co)

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Redemption at Option of Holder. 7. A holder Subject to the terms and conditions of Preference Shares the Indenture, the Company shall be entitled become obligated to require purchase, at the Corporation to redeem at any time or times after September 26, 1985option of the Holder, all or any portion of the Preference Shares Securities held by such Holder, in any integral multiple of $1,000, on June 1, 2002, June 1, 2006, June 1, 20011 and June 1, 2016 (each, a "Purchase Date") at a purchase price per Security equal to 100% of the aggregate principal amount of the Security (the "Purchase Price"), together with accrued and unpaid interest up to but not including the Purchase Date (provided that, if the Purchase Date is on or after an interest record date but on or prior to the related interest payment date, interest will be payable to the Holders in whose names the Securities are registered at the close of business on the relevant record date) upon delivery of a Purchase Notice containing the information set forth in the name Indenture, at any time from the opening of business on the date that is 20 Business Days prior to such Purchase Date until the close of business on the fifth Business Day prior to such Purchase Date, and upon delivery of the Securities to the Paying Agent by the Holder as set forth in the Indenture. Holders have the right to withdraw any Purchase Notice by delivering to the Paying Agent a written notice of withdrawal in accordance with the provisions of the Indenture. If cash sufficient to pay the Purchase Price of and accrued and unpaid interest on, all Securities or portions thereof to be purchased as of the Purchase Date is deposited with the Paying Agent on the Business Day following the Purchase Date, the Holder thereof shall have no other rights other than the right to receive the Purchase Price, together with accrued and unpaid interest to but not including the Purchase Date, upon surrender of such holder Security. If a Change of Control (as defined below) occurs, each Holder of Securities shall have the right, at the Holder's option, to require the Company to repurchase all of such Holder's Securities, or any portion thereof that is an integral multiple of $1,000, on the books date (the "Change of the Corporation by tendering to the Corporation at its head office a share certificate or share certificates representing the preference shares, or, if a part only of the shares held Control Purchase Date") selected by the registered holder Company that is to be redeemed, the number thereof, which the registered holder desires to have the Corporation redeem together with a request in writing specifying (i) that the registered holder desires to have the Preference Shares represented by such certificate or certificates redeemed by the Corporation and (ii) the business day (in this clause 7 referred to as the “redemption date”) on which the holder desires to have the Corporation redeem such Preference Shares. Requests in writing shall specify a redemption date which shall be not less than thirty (30) 10 nor more than 30 days after the Final Surrender Date (as defined below), at a price equal to 100% of the principal amount thereof, plus accrued interest to the Change of Control Purchase Date (the "Change of Control Purchase Price"). Unless the Company shall have theretofore called for redemption all the outstanding Securities, on or before the 30th day after the occurrence of a Change of Control, the Company is obligated to mail or cause the Trustee to mail to all Holders of record of the Securities a notice (the "Company Notice") describing, among other things, the occurrence of such Change of Control and of the repurchase right arising as a result thereof. The Company must deliver a copy of the Company Notice to the Trustee and cause a copy of such notice to be published in a newspaper of general circulation in the Borough of Manhattan, The City of New York. To exercise the repurchase right, a Holder of Securities must surrender, on or before the date which, subject to any contrary requirements of applicable law, is 60 days after the date of mailing of the Company Notice (the "Final Surrender Date") the Securities with respect to which the request right is being exercised, which, in writing is given the case of definitive Securities, must be duly endorsed for transfer to the Corporation; upon receipt of a share certificate or share certificates representing the Preference Shares which the registered holder desires to have the Corporation redeem together with such a request the Corporation shall on the redemption date redeem such Preference Shares by paying to such registered holder an amount equal to the aggregate par value of the Preference Shares being redeemed together with all accrued and unpaid fixed preferential cumulative cash dividends thereon (which for such purpose shall be calculated as if such dividends were accruing on a daily basis up to the redemption date); such payment shall be made by cheque payable at par at any branch of the Corporation’s bankers for the time being in Canada; the said Preference Shares shall be redeemed on the redemption date and from and after the redemption date such shares shall cease to be entitled to dividends and the holders thereof shall not be entitled to exercise any of the rights of holders of Preference Shares in respect thereof unless payment of the redemption price is not made on the redemption date, in which event the rights of the holders of the said shares shall continue unaffectedCompany.

Appears in 1 contract

Samples: Baxter International Inc

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