Redemption by the Company Sample Clauses

Redemption by the Company. (a) Notwithstanding anything to the contrary herein or in the Restated Articles, at any time after the earlier of (i) the fourth anniversary of the Closing Date (as defined in the Share Purchase Agreement) (if the Company has not consummated a Qualified IPO), (ii) if there is any change of laws or policy with respect to the validity of the Transaction Documents (as defined in the Share Purchase Agreement), (iii) if there is any change of laws or policy which makes the Group Companies unable to carry on its Business (as defined in the Share Purchase Agreement) as now conducted and as proposed to be conducted, (iv) any material breach by the Group Companies and/or the holders of Ordinary Shares of any representations, warranties or covenants of the Transaction Documents (as defined in the Share Purchase Agreement), or (v) the Company’s receipt of the request from any holder of the Series Seed-A Preferred Shares or Series Seed-B Preferred Shares or Series Seed-C Preferred Shares or Series A-1 Preferred Shares to redeem any of the Series Seed-A Preferred Shares or Series Seed-B Preferred Shares or Series Seed-C Preferred Shares or Series A-1 Preferred Shares pursuant to this Section 6 (the “Series A-2 Redemption Start Date”), then subject to the applicable laws of the Cayman Islands and, if so requested by the Series A-2 Investor, the Company shall redeem all or part of the outstanding Series A-2 Preferred Shares in cash out of funds legally available therefor (the “Series A-2 Redemption”). Subject to any appropriate adjustment for share split, combination, recapitalization or similar event, the price at which each Series A-2 Preferred Share shall be redeemed (the “Series A-2 Redemption Price”) shall be the number calculated based on the following formula: IP ╳ (1 + 8 %) N + D, where IP = Series A-2 Preferred Share Issue Price (as defined in the Restated Articles); N = a fraction the numerator of which is the number of calendar days between (i) the issuance date of Series A-2 Preferred Shares, and (ii) the relevant Redemption Date on which such Series A-2 Preferred Share is redeemed and the denominator of which is 365; D = all declared but unpaid dividends on each Series A-2 Preferred Share up to the date of redemption, proportionally adjusted for share subdivisions, share dividends, reorganizations, reclassifications, consolidations or mergers; (b) Notwithstanding anything to the contrary herein or in the Restated Articles, at any time after the earlier of (i...
AutoNDA by SimpleDocs
Redemption by the Company. (a) The Series D Preferred Shares may be redeemed for cash, in whole or from time to time in part, on any date on or after December 11, 2002 as fixed by the Board of Trustees of the Company at the Redemption Price. The Redemption Price of the Series D Preferred Shares (other than any portion thereof consisting of accrued and unpaid dividends) shall be paid solely from the sale proceeds of other Capital Shares of the Company and not from any other source. (b) Each date fixed for redemption pursuant to Section 17.4(a) is called a "Redemption Date". If the Redemption Date is after a Distribution Record Date and before the related Distribution Payment Date, the distribution payable on such Distribution Payment Date shall be paid to the holder in whose name the Series D Preferred Shares to be redeemed are registered at the close of business on such Distribution Record Date notwithstanding the redemption thereof between such Distribution Record Date and the related Distribution Payment Date or the Company's default in the payment of the distribution. (c) In case of redemption of less than all of the Series D Preferred Shares at the time outstanding, the shares to be redeemed shall be selected by the Company pro rata from the holders of record of such shares in proportion to the number of shares held by such holders (with adjustments to avoid redemption of fractional shares) or by any other equitable method determined by the Board of Trustees. In order to facilitate the redemption of Series D Preferred Shares, the Board of Trustees may fix a record date for the determination of the shares to be redeemed, such record date to be not less than 30 nor more than 60 days prior to the date fixed for such redemption. (d) Notice of any redemption will be given by publication in a newspaper of general circulation in The City of New York, such publication to be made once a week for two successive weeks commencing not less than 30 nor more than 60 days prior to the Redemption Date. A similar notice will be mailed by the Company, postage prepaid, not less than 30 nor more than 60 days prior to the Redemption Date, addressed to the respective holders of record of the Series D Preferred Shares to be redeemed at their respective addressees as they appear on the share transfer records of the Company. No failure to give such notice or any defect therein or in the mailing thereof shall affect the validity of the proceedings for the redemption of any Series D Preferred Shares except...
Redemption by the Company. The Notes may be redeemed at the option of the Company on the terms and conditions set forth in the form of Note attached as Exhibit A hereto.
Redemption by the Company. 2.1 This Note may be redeemed in whole or in part at any time by the Company and all accrued but unpaid interest. Any redemption by the Company shall be made rateably to all holders of Notes. Promptly upon making any such determination, the Company shall give notice thereof to the Holder. All payments hereunder shall be credited, first, to accrued and unpaid interest and second, to the outstanding principal and shall be without set-off or counterclaim and without deduction or withholding for any taxes. All payments hereunder shall be made to the Holder at the address as may be designated by the Holder from time to time.
Redemption by the Company. The Company may not redeem, in whole or in part, any Note prior to its stated maturity, except upon 90 days prior written notice to the Holder thereof listed on the records maintained by the Company.
Redemption by the Company. (a) The Notes may be redeemed at the option of the Company on the terms and conditions set forth in Article III of the Base Indenture and Section 6 of the Notes. (b) The Notes shall be redeemable, in whole or in part, at any time and from time to time, at the option of the Company, at a redemption price equal to the greater of (1) 100% of the aggregate principal amount of such Notes to be redeemed and (2) the sum of the present values of the Remaining Scheduled Payments, plus, in each case, accrued and unpaid interest thereon to, but not including, the Redemption Date; provided that if the Company redeems any Notes on or after September 3, 2025 (three months prior to the stated maturity date of the Notes), the redemption price for those Notes will equal 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest thereon to, but not including, the Redemption Date. (c) In determining the present values of the Remaining Scheduled Payments, the Company will discount such payments to the redemption date on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) using a discount rate equal to the Treasury Rate plus 45 basis points.
Redemption by the Company. 2.1 This Note may be redeemed in whole or in part at any time by the Company, subject to the payment of a repayment premium (the "Repayment Premium") and all accrued but unpaid interest. The Repayment Premium shall be equal to 15% of the outstanding principal for each year or part thereof that the principal is outstanding. Any redemption by the Company shall be made rateably to all holders of Notes. Promptly upon making any such determination, the Company shall give notice thereof to the Holder. All payments hereunder shall be credited, first, to accrued and unpaid interest, second, to the Repayment Premium and, third, to outstanding principal and shall be without set-off or counterclaim and without deduction or withholding for any taxes. All payments hereunder shall be made to the Holder at the address as may be designated by the Holder from time to time.
AutoNDA by SimpleDocs
Redemption by the Company. The Company shall not have the right to redeem any Securities prior to the Final Maturity Date.
Redemption by the Company. Subject to Section 7 herein, the Company may redeem the Securities, in whole or from time to time in part, at its option at any time on or after December 31, 2000, at a redemption price equal to 100% of the principal amount thereof, plus accrued interest to the redemption date.
Redemption by the Company. (a) The Notes may be redeemed at the option of the Company on the terms and conditions set forth in Section 3.1(b), Article III of the Base Indenture (as modified and supplemented by Section 3.1(b), Section 3.1(c), Section 3.1(d) and Section 3.1(e) below and the form of Notes included as Exhibit A hereto) and Section 6 and Section 7 of the form of Notes included as Exhibit A hereto. (b) The Notes shall be redeemable, in whole or in part, at any time and from time to time, at the option of the Company, at a redemption price equal to the greater of (1) 100% of the principal amount of the Notes to be redeemed and (2) the sum of the present values of the Remaining Scheduled Payments of principal and interest thereon (exclusive of interest accrued to, but not including, the Redemption Date) discounted to the Redemption Date on a semiannual basis (assuming a 360-day year comprised of twelve 30-day months) at the Treasury Rate plus 0.15% (15 basis points), plus, in each case, accrued and unpaid interest thereon to, but not including, the Redemption Date; provided that if the Company redeems any Notes on or after July 15, 2025 (two months prior to the stated maturity date of the Notes), the redemption price for those Notes will equal 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest thereon to, but not including, the Redemption Date. (c) For purposes of the Notes, the third paragraph of Section 3.2 of the Base Indenture is hereby amended and restated in its entirety to read as follows: “If fewer than all the Notes of a series then outstanding are to be redeemed, the Trustee shall select the Notes of such series to be redeemed pro rata or by lot or by any other method that complies with applicable legal and securities exchange requirements, if any, and that the Trustee considers, in its discretion, to be fair and appropriate in accordance with methods generally used at the time of selection by trustees in similar circumstances; provided, however, that Notes held in book entry form shall be selected in accordance with the applicable procedures of DTC, and the Trustee shall have no duty to monitor or oversee such selection procedures.” (d) For purposes of the Notes, the first sentence of Section 3.3 of the Base Indenture is hereby modified by replacing “30 days” with “15 days.” (e) For purposes of the Notes, the first paragraph of Section 3.3 of the Base Indenture is hereby modified by adding the following at the end thereof: ...
Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!