Common use of Redemption Mechanics Clause in Contracts

Redemption Mechanics. Unless a timely Retraction Notice has been delivered to the Company with a copy to CPE prior to the Redemption Date as set forth in Section 9.1(c), on the Redemption Date the following shall occur: (1) the Company shall (A) revise Exhibit A to reflect (i) the number of Common Membership Units held by the Redeeming Member following the Redemption Date and (ii) if CPE exercises the CPE Assumption Right, the number of Common Membership Units held by CPE following the Redemption Date, and (B) deliver to CPE all transfer tax stamps or funds therefor, if required pursuant to Section 9.1(e); (2) (i) if CPE has not exercised the CPE Assumption Right, the Company shall deliver to the Redeeming Member a Cash Settlement for the Redeemed Units or (ii) if CPE has exercised the CPE Assumption Right, CPE shall deliver to the Redeeming Member (or such other party that the Redeeming Member may designate) one of the following: (A) in the event that CPE determines to pay the Redeeming Member the Share Settlement, CPE shall (x) issue to the Redeeming Member in such name or names as the Redeeming Member may direct the Share Settlement and (y) deliver or cause to be delivered at the office of CPE's transfer agent, a certificate or certificates representing the number of full shares of CPE Common Stock issuable upon redemption in a Share Settlement, if the CPE Common Stock is certificated, issued in the name of the Redeeming Member or in such other name or names as the Redeeming Member may direct; (B) in the event that CPE determines to pay the Redeeming Member the Cash Settlement, CPE shall pay to the Redeeming Member or such other Person as the Redeeming Member may direct the Cash Settlement; or (C) in the event that CPE determines to pay the Share/Cash Settlement, CPE shall (x) issue to the Redeeming Member in such name or names as the Redeeming Member may direct the Partial Share Settlement, (y) deliver or cause to be delivered at the office of CPE's transfer agent, a certificate or certificates representing the number of full shares of CPE Common Stock issuable upon redemption in a Partial Share Settlement, if the CPE Common Stock is certificated, issued in the name of the Redeeming Member or in such other name or names as the Redeeming Member may direct, and (z) pay to the Redeeming Member or such other Persons as the Redeeming Member may direct the Partial Cash Settlement. If CPE exercises the CPE Assumption Right, redemption pursuant to this Section 9.1 shall be deemed to have been effected immediately prior to the close of business on the Redemption Date. If CPE elects to pay (i) the Share Settlement or (ii) the Share/Cash Settlement, the Person or Persons in whose name or names the shares of CPE Common Stock are to be recorded shall be treated for all purposes as having become the record holder or holders of such shares of CPE Common Stock immediately prior to the close of business on the Redemption Date and may resell such shares of CPE Common Stock as permitted under applicable Law.

Redemption Mechanics. Unless a timely Retraction Notice has been delivered to On the Company with a copy to CPE prior to the Redemption Date as set forth in Section 9.1(c), on the Redemption Date the following shall occur: (1) the Company shall (A) revise Exhibit A to reflect (i) that the number of Rio Tinto Members will hold no Common Membership Units held by the Redeeming Member following the CPE Redemption Date and (ii) if CPE exercises the CPE Redemption Assumption Right, the number of Common Membership Units held by CPE following the CPE Redemption Date, and (B) deliver to CPE all transfer tax stamps or funds therefor, if required pursuant to Section 9.1(e)in connection with the exercise of the CPE Redemption Right; (2) (i) if CPE has not exercised the CPE Redemption Assumption Right, the Company shall deliver to the Redeeming Member Rio Tinto Members a Cash Settlement for the CPE Redeemed Units or (ii) if CPE has exercised the CPE Redemption Assumption Right, CPE shall deliver to the Redeeming Member Rio Tinto Members (or such other party that the Redeeming Member Rio Tinto Members may designate) one of the following: (A) in the event that CPE determines to pay the Redeeming Member Rio Tinto Members the Share Settlement, CPE shall (x) issue to the Redeeming Member Rio Tinto Members in such name or names as the Redeeming Member Rio Tinto Members may direct the Share Settlement and (y) deliver or cause to be delivered at the office of CPE's transfer agent, a certificate or certificates representing the number of full shares of CPE Common Stock issuable upon redemption in a Share Settlement, if the CPE Common Stock is certificated, issued in the name of the Redeeming Member Rio Tinto Members or in such other name or names as the Redeeming Member Rio Tinto Members may direct; (B) in the event that CPE determines to pay the Redeeming Member Rio Tinto Members the Cash Settlement, CPE shall pay to the Redeeming Member Rio Tinto Members or such other Person as the Redeeming Member Rio Tinto Members may direct the Cash Settlement; or (C) in the event that CPE determines to pay the CPE Redemption Share/Cash Settlement, CPE shall (x) issue to the Redeeming Member Rio Tinto Members in such name or names as the Redeeming Member Rio Tinto Members may direct the Partial Share Settlement, (y) deliver or cause to be delivered at the office of CPE's transfer agent, a certificate or certificates representing the number of full shares of CPE Common Stock issuable upon redemption in a Partial Share Settlement, if the CPE Common Stock is certificated, issued in the name of the Redeeming Member Rio Tinto Members or in such other name or names as the Redeeming Member Rio Tinto Members may direct, and (z) pay to the Redeeming Member Rio Tinto Members or such other Persons as the Redeeming Member Rio Tinto Members may direct the Partial Cash Settlement. If CPE exercises the CPE Redemption Assumption Right, redemption the acquisition of the CPE Redeemed Units pursuant to this Section 9.1 8.3 shall be deemed to have been effected immediately prior to the close of business on the CPE Redemption Date. If CPE elects to pay (i) the Share Settlement or (ii) the CPE Redemption Share/Cash Settlement, the Person or Persons in whose name or names the shares of CPE Common Stock are to be recorded shall be treated for all purposes as having become the record holder or holders of such shares of CPE Common Stock immediately prior to the close of business on the CPE Redemption Date and may resell such shares of CPE Common Stock as permitted under applicable Law.

Redemption Mechanics. Unless a timely Retraction Notice has been delivered to the Company with a copy to CPE prior to the Redemption Date as set forth in Section 9.1(c)10.2.3, on the Redemption Date the following shall occur: (1) the Company shall (A) revise Exhibit A to reflect (i) the number of Common Membership Units held by the Redeeming Member following the Redemption Date and (ii) if CPE exercises the CPE Assumption Right, the number of Common Membership Units held by CPE following the Redemption Date, and (B) deliver to CPE all transfer tax stamps or funds therefor, if required pursuant to Section 9.1(e)10.2.5; (2) (i) if CPE has not exercised the CPE Assumption Right, the Company shall deliver to the Redeeming Member a Cash Settlement for the Redeemed Units or (ii) if CPE has exercised the CPE Assumption Right, CPE shall deliver to the Redeeming Member (or such other party that the Redeeming Member may designate) one of the following: (A) in the event that CPE determines to pay the Redeeming Member the Share Settlement, CPE shall (x) issue to the Redeeming Member in such name or names as the Redeeming Member may direct the Share Settlement and (y) deliver or cause to be delivered at the office of CPE's transfer agent, a certificate or certificates representing the number of full shares of CPE Common Stock issuable upon redemption in a Share Settlement, if the CPE Common Stock is certificated, issued in the name of the Redeeming Member or in such other name or names as the Redeeming Member may direct; (B) in the event that CPE determines to pay the Redeeming Member the Cash Settlement, CPE shall pay to the Redeeming Member or such other Person as the Redeeming Member may direct the Cash Settlement; or (C) in the event that CPE determines to pay the Share/Cash Settlement, CPE shall (x) issue to the Redeeming Member in such name or names as the Redeeming Member may direct the Partial Share Settlement, (y) deliver or cause to be delivered at the office of CPE's transfer agent, a certificate or certificates representing the number of full shares of CPE Common Stock issuable upon redemption in a Partial Share Settlement, if the CPE Common Stock is certificated, issued in the name of the Redeeming Member or in such other name or names as the Redeeming Member may direct, and (z) pay to the Redeeming Member or such other Persons as the Redeeming Member may direct the Partial Cash Settlement. If CPE exercises the CPE Assumption Right, redemption pursuant to this Section 9.1 10.2 shall be deemed to have been effected immediately prior to the close of business on the Redemption Date. If CPE elects to pay (i) the Share Settlement or (ii) the Share/Cash Settlement, the Person or Persons in whose name or names the shares of CPE Common Stock are to be recorded shall be treated for all purposes as having become the record holder or holders of such shares of CPE Common Stock immediately prior to the close of business on the Redemption Date and may resell such shares of CPE Common Stock as permitted under applicable Law.

Redemption Mechanics. Unless a timely Retraction Notice has been delivered to On the Company with a copy to CPE prior to the Redemption Date as set forth in Section 9.1(c)Date, on the Redemption Date the following shall occur: (1) the Company shall (A) revise Exhibit A to reflect (i) that the number of Rio Tinto Members will hold no Common Membership Units held by the Redeeming Member following the CPE Redemption Date and (ii) if CPE exercises the CPE Redemption Assumption Right, the number of Common Membership Units held by CPE following the CPE Redemption Date, and (B) deliver to CPE all transfer tax stamps or funds therefor, if required pursuant to Section 9.1(e)in connection with the exercise of the CPE Redemption Right; (2) (i) if CPE has not exercised the CPE Redemption Assumption Right, the Company shall deliver to the Redeeming Member Rio Tinto Members a Cash Settlement for the CPE Redeemed Units or (ii) if CPE has exercised the CPE Redemption Assumption Right, CPE shall deliver to the Redeeming Member Rio Tinto Members (or such other party that the Redeeming Member Rio Tinto Members may designate) one of the following: (A) in the event that CPE determines to pay the Redeeming Member Rio Tinto Members the Share Settlement, CPE shall (x) issue to the Redeeming Member Rio Tinto Members in such name or names as the Redeeming Member Rio Tinto Members may direct the Share Settlement and (y) deliver or cause to be delivered at the office of CPE's transfer agent, a certificate or certificates representing the number of full shares of CPE Common Stock issuable upon redemption in a Share Settlement, if the CPE Common Stock is certificated, issued in the name of the Redeeming Member Rio Tinto Members or in such other name or names as the Redeeming Member Rio Tinto Members may direct; (B) in the event that CPE determines to pay the Redeeming Member Rio Tinto Members the Cash Settlement, CPE shall pay to the Redeeming Member Rio Tinto Members or such other Person as the Redeeming Member Rio Tinto Members may direct the Cash Settlement; or (C) in the event that CPE determines to pay the CPE Redemption Share/Cash Settlement, CPE shall (x) issue to the Redeeming Member Rio Tinto Members in such name or names as the Redeeming Member Rio Tinto Members may direct the Partial Share Settlement, (y) deliver or cause to be delivered at the office of CPE's transfer agent, a certificate or certificates representing the number of full shares of CPE Common Stock issuable upon redemption in a Partial Share Settlement, if the CPE Common Stock is certificated, issued in the name of the Redeeming Member Rio Tinto Members or in such other name or names as the Redeeming Member Rio Tinto Members may direct, and (z) pay to the Redeeming Member Rio Tinto Members or such other Persons as the Redeeming Member Rio Tinto Members may direct the Partial Cash Settlement. If CPE exercises the CPE Redemption Assumption Right, redemption the acquisition of the CPE Redeemed Units pursuant to this Section 9.1 10.1 shall be deemed to have been effected immediately prior to the close of business on the CPE Redemption Date. If CPE elects to pay (i) the Share Settlement or (ii) the CPE Redemption Share/Cash Settlement, the Person or Persons in whose name or names the shares of CPE Common Stock are to be recorded shall be treated for all purposes as having become the record holder or holders of such shares of CPE Common Stock immediately prior to the close of business on the CPE Redemption Date and may resell such shares of CPE Common Stock as permitted under applicable Law.

Redemption Mechanics. Unless a timely Retraction Notice has been delivered to On the Company with a copy to CPE prior to the Redemption Date as set forth in Section 9.1(c), on the Redemption Date the following shall occur: (1) the Company shall (A) revise Exhibit A to reflect (i) that the number of Rio Tinto Members will hold no Common Membership Units held by the Redeeming Member following the CPE Redemption Date and (ii) if CPE exercises the CPE Redemption Assumption Right, the number of Common Membership Units held by CPE following the CPE Redemption Date, and (B) deliver to CPE all transfer tax stamps or funds therefor, if required pursuant to Section 9.1(e)in connection with the exercise of the CPE Redemption Right; (2) (i) if CPE has not exercised the CPE Redemption Assumption Right, the Company shall deliver to the Redeeming Member Rio Tinto Members a Cash Settlement for the CPE Redeemed Units or (ii) if CPE has exercised the CPE Redemption Assumption Right, CPE shall deliver to the Redeeming Member Rio Tinto Members (or such other party that the Redeeming Member Rio Tinto Members may designate) one of the following: (A) in the event that CPE determines to pay the Redeeming Member Rio Tinto Members the Share Settlement, CPE shall (x) issue to the Redeeming Member Rio Tinto Members in such name or names as the Redeeming Member Rio Tinto Members may direct the Share Settlement and (y) deliver or cause to be delivered at the office of CPE's ’s transfer agent, a certificate or certificates representing the number of full shares of CPE Common Stock issuable upon redemption in a Share Settlement, if the CPE Common Stock is certificated, issued in the name of the Redeeming Member Rio Tinto Members or in such other name or names as the Redeeming Member Rio Tinto Members may direct; (B) in the event that CPE determines to pay the Redeeming Member Rio Tinto Members the Cash Settlement, CPE shall pay to the Redeeming Member Rio Tinto Members or such other Person as the Redeeming Member Rio Tinto Members may direct the Cash Settlement; or (C) in the event that CPE determines to pay the CPE Redemption Share/Cash Settlement, CPE shall (x) issue to the Redeeming Member Rio Tinto Members in such name or names as the Redeeming Member Rio Tinto Members may direct the Partial Share Settlement, (y) deliver or cause to be delivered at the office of CPE's ’s transfer agent, a certificate or certificates representing the number of full shares of CPE Common Stock issuable upon redemption in a Partial Share Settlement, if the CPE Common Stock is certificated, issued in the name of the Redeeming Member Rio Tinto Members or in such other name or names as the Redeeming Member Rio Tinto Members may direct, and (z) pay to the Redeeming Member Rio Tinto Members or such other Persons as the Redeeming Member Rio Tinto Members may direct the Partial Cash Settlement. If CPE exercises the CPE Redemption Assumption Right, redemption the acquisition of the CPE Redeemed Units pursuant to this Section 9.1 8.3 shall be deemed to have been effected immediately prior to the close of business on the CPE Redemption Date. If CPE elects to pay (i) the Share Settlement or (ii) the CPE Redemption Share/Cash Settlement, the Person or Persons in whose name or names the shares of CPE Common Stock are to be recorded shall be treated for all purposes as having become the record holder or holders of such shares of CPE Common Stock immediately prior to the close of business on the CPE Redemption Date and may resell such shares of CPE Common Stock as permitted under applicable Law.

Redemption Mechanics. Unless a timely Retraction Notice has been delivered to the Company with a copy to CPE prior to the Redemption Date as set forth in Section 9.1(c), on the Redemption Date the following shall occur: (1) the Company shall (A) revise Exhibit A to reflect (i) the number of Common Membership Units held by the Redeeming Member following the Redemption Date and (ii) if CPE exercises the CPE Assumption Right, the number of Common Membership Units held by CPE following the Redemption Date, and (B) deliver to CPE all transfer tax stamps or funds therefor, if required pursuant to Section 9.1(e); (2) (i) if CPE has not exercised the CPE Assumption Right, the Company shall deliver to the Redeeming Member a Cash Settlement for the Redeemed Units or (ii) if CPE has exercised the CPE Assumption Right, CPE shall deliver to the Redeeming Member (or such other party that the Redeeming Member may designate) one of the following: (A) in the event that CPE determines to pay the Redeeming Member the Share Settlement, CPE shall (x) issue to the Redeeming Member in such name or names as the Redeeming Member may direct the Share Settlement and (y) deliver or cause to be delivered at the office of CPE's ’s transfer agent, a certificate or certificates representing the number of full shares of CPE Common Stock issuable upon redemption in a Share Settlement, if the CPE Common Stock is certificated, issued in the name of the Redeeming Member or in such other name or names as the Redeeming Member may direct; (B) in the event that CPE determines to pay the Redeeming Member the Cash Settlement, CPE shall pay to the Redeeming Member or such other Person as the Redeeming Member may direct the Cash Settlement; or (C) in the event that CPE determines to pay the Share/Cash Settlement, CPE shall (x) issue to the Redeeming Member in such name or names as the Redeeming Member may direct the Partial Share Settlement, (y) deliver or cause to be delivered at the office of CPE's ’s transfer agent, a certificate or certificates representing the number of full shares of CPE Common Stock issuable upon redemption in a Partial Share Settlement, if the CPE Common Stock is certificated, issued in the name of the Redeeming Member or in such other name or names as the Redeeming Member may direct, and (z) pay to the Redeeming Member or such other Persons as the Redeeming Member may direct the Partial Cash Settlement. If CPE exercises the CPE Assumption Right, redemption pursuant to this Section 9.1 shall be deemed to have been effected immediately prior to the close of business on the Redemption Date. If CPE elects to pay (i) the Share Settlement or (ii) the Share/Cash Settlement, the Person or Persons in whose name or names the shares of CPE Common Stock are to be recorded shall be treated for all purposes as having become the record holder or holders of such shares of CPE Common Stock immediately prior to the close of business on the Redemption Date and may resell such shares of CPE Common Stock as permitted under applicable Law.