Redemption of Preferred Units. If, at any time, Preferred Shares are redeemed (whether automatically or at the option of the Initial General Partner), the Partnership shall redeem an equal number of Preferred Units of the corresponding class upon the terms set forth in Section 5.1(C).
Redemption of Preferred Units. Any redemption of Preferred Units by the Company permitted under Article III shall be conducted in accordance with this Section 3.13.
(a) The Company shall, not later than 30 days before the date fixed for redemption, give notice of redemption to the Member at its last address designated on the records of the Company or the Transfer Agent, by registered or certified mail, postage prepaid, or overnight courier of national reputation. The notice shall be deemed to have been given when so mailed. The notice shall specify the Redeemable Preferred Units, the date fixed for redemption, the place of payment, that payment of the redemption price will be made upon the redemption of the Redeemable Preferred Units (or, if later in the case of Redeemable Preferred Units evidenced by Certificates, upon surrender of the Certificates evidencing such Redeemable Preferred Units) and that on and after the date fixed for redemption no further allocations or distributions to which the Member would otherwise be entitled in respect of the Redeemable Preferred Units will accrue or be made.
(b) Except as may be provided by the Unit Designation applicable to any Redeemable Preferred Units, the aggregate redemption price for Redeemable Preferred Units shall be an amount equal to the Current Market Price (the date of determination of which shall be the date fixed for redemption) of Preferred Units of the class to be so redeemed multiplied by the number of Preferred Units of each such class included among the Redeemable Preferred Units, net of any costs or expenses incurred by the Company in connection with such redemption. Subject to the Delaware Act, the redemption price shall be paid, as determined by the Company in its sole discretion, (i) in cash, (ii) by delivery of a promissory note of the Company in the principal amount of the redemption price, bearing interest at the rate of 8% annually and payable in three equal annual installments of principal together with accrued interest, the first such installment commencing one year after the redemption date (or, if later in the case of Redeemable Preferred Units evidenced by Certificates, upon surrender of the Certificates evidencing such Redeemable Preferred Units) or (iii) a combination of cash and a promissory note having the terms described in clause (ii).
(c) The Member or its duly authorized representative shall be entitled to receive the payment for Redeemable Preferred Units at the place of payment specified in the notice of ...
Redemption of Preferred Units. (a) In the case of Class B Preferred Units, any time and from time to time after, and in the case of Class A Preferred Units, any time and from time to time after the third anniversary of, the date (the “Issue Date”) a Preferred Unit was issued by the Company (the “Redemption Period”), the Company may, and in the case of any remaining Class B Preferred Units on the tenth anniversary of the Issue Date, the Company must, to the extent it may lawfully do so, redeem any and all Preferred Units which were issued by the Company on the Issue Date (the “Redemption Units”) by paying in cash therefor an amount (such amount being referred to herein as the “Redemption Price”) per Preferred Unit equal to the greater of (i) the Capital Account of such holder of such Preferred Unit with respect to such Unit, or (ii) the sum of (x) the Capital Contributions of such holder of such Preferred Unit with respect to such Unit, plus (y) an amount equal to all accrued and unpaid Preferred Return, if any, payable with respect to such Unit; provided that, in lieu of redemption, Class B Preferred Unit Holders may elect to convert the Class B Preferred Units to Common Units as described in Section 6.22; provided, further, that in connection with the redemption of any remaining Class B Preferred Units upon the tenth anniversary of the Issue Date, the Company may, in its sole discretion, require that the Class B Preferred Unit Holders convert the Class B Preferred Units to Common Units as described in Section 6.22.
Redemption of Preferred Units. (a) The Preferred Units held by any Preferred Member shall be redeemable by the Company, in whole but not in part, (i) at the option of the Company, at any time after the date which is at least twenty-four months after such Preferred Member's Note Conversion Date, provided that the Company simultaneously redeems the Preferred Units of all of the Preferred Members or (ii) at the option of such Preferred Member, at any time after the date which is at least six months after such Preferred Member's Note Conversion Date, in each case upon not less than 20 days' nor more than 60 days' prior written notice, or earlier, in the event of any Liquidation, upon not less than 5 days' prior written notice, in exchange for the following:
(i) such Preferred Member's Pro Rata Share of the Company's entire right, title and interest in and to the Capital Trust Voting Common held by the Company and such Preferred Member's Pro Rata Share of the Company's entire right, title and interest in and to the Capital Trust Voting Preferred held by the Company on the applicable Redemption Date, as determined in accordance with Sections 7.03(e) and 7.03(f) below, together with all rights held by the Company pertaining thereto, including without limitation, any registration rights, and
(ii) assets having a fair market value equal to the amount of such Preferred Member's Pro Rata Share of the sum of Net Other Assets and the total amount distributed to all Members pursuant to Section 7.01, minus the total amount distributed to such Preferred Member pursuant to Section 7.01.
(b) If the amount of Net Other Assets as of the Redemption Date is less than zero, the Capital Trust Shares to which the Preferred Member otherwise would be entitled pursuant to this Section 7.03 shall be reduced by a number of such shares having a fair market value as determined by the Managing Members equal to the excess, if any, of such Preferred Member's Pro Rata Share of the deficit in Net Other Assets over the aggregate amount of Preferred Distributions accrued with respect to such Preferred Member pursuant to Section 7.06.
(c) The Preferred Units shall not be subject to the operation of a retirement or sinking fund.
(d) Subject to Section 7.03(e), upon redemption of Preferred Units pursuant to Section 7.03(a) above, the Company shall assign, transfer and deliver to the holder of said Preferred Units the Capital Trust Shares specified in Section 7.03(a)(i) hereof.
(e) Notwithstanding anything to the contrary in Sec...
Redemption of Preferred Units. At Closing, all outstanding Preferred Units shall be redeemed for a Redemption Payment by Copano Energy to the holders of the Preferred Units as set forth in Annex A (the "Preferred Unitholders") equal to the Face Value of the Preferred Units plus any accrued but unpaid distributions on such units (the "Redemption Payment").
Redemption of Preferred Units. The Preferred Units are redeemable by the Corporation as provided in this Section 3.6.
Redemption of Preferred Units. Any redemption of Preferred Units by the Company permitted under Article III shall be conducted in accordance with this Section 3.13.
(a) The Company shall, not later than 30 days before the date fixed for redemption, give notice of redemption to the Member at its last address designated on the records of the Company or the Transfer Agent, by registered or certified mail, postage prepaid, or overnight courier of national reputation. The notice shall be deemed to have been given when so
Redemption of Preferred Units. Notwithstanding anything in this Agreement to the contrary, if, at such time prior to a sale or other disposition of the Project, any Preferred Member has received distributions from the Company equal to (i) 100% of the accrued and unpaid Preferred Return with respect to such Preferred Unit, plus (ii) 100% of such Preferred Member’s Capital Contributions with respect to such Preferred Unit, such Preferred Unit shall be automatically redeemed by the Company without any further action, approval or vote of the Company, the Manager or the Preferred Member holding such Preferred Unit. The Manager intends to, but shall not be obligated to, redeem Preferred Units from each Preferred Member in accordance with this SECTION 12.7 no later than the applicable Target Preferred Unit Redemption Date of the Preferred Units held by such Preferred Member. Upon redemption by the Company in accordance with this SECTION 12.7, any Preferred Unit so redeemed shall be deemed cancelled and shall not be available for further issuance by the Company. Further, for purposes of clarity and avoidance of doubt, upon a sale or other disposition of the Project, the “capital event” proceeds resulting from such sale or other disposition shall be distributed in accordance with SECTION 12.2 and such distributions will not cause any redemption of Preferred Units by the Company pursuant to this SECTION 12.7.
Redemption of Preferred Units. (a) The Preferred Units held by any Preferred Member shall be redeemable by the Company, in whole but not in part, (i) at the option of the Company, at any time after July 15, 1999, provided that the Company simultaneously redeems the Preferred Units of all of the Preferred Members or (ii) at the option of such Preferred Member, at any time after July 15, 1999, in each case upon not less than 20 days' nor more than 60 days' prior written notice, or earlier, in the event of any Liquidation, upon not less than 5 days' prior written notice, in exchange for the following:
(i) (A) in the case of any redemption by the Company after July 15, 2000 or any redemption by such Preferred Member at any time, such Preferred Member's Proportionate Share of the Company's entire right, title and interest in and to the Capital Trust Voting Common held by the Company and such Preferred Member's Proportionate Share of the Company's entire right, title and interest in and to the Capital Trust Voting Preferred held by the Company on the applicable Redemption Date, as determined in accordance with Sections 7.03(e) and 7.03(f) below, together with all rights held by the Company pertaining thereto, including without limitation, any registration rights, and
Redemption of Preferred Units. Subject to the terms and conditions of this Agreement, including the delivery of the certificates, agreements and other documents set forth in Section 2.02, as of the date hereof:
(a) the Company hereby redeems from Guggenheim, and Guggenheim hereby sells or contributes to the Company, 1,000 Preferred Units for an aggregate cash purchase price of $96,596,101.59 and 23.746 Common Units of the Company (the “Guggenheim Consideration”).
(b) the Company hereby redeems from the Silver Rock Entities, and the Silver Rock Entities, individually and not jointly, hereby sell or contribute to the Company, an aggregate of 133.33 Preferred Units for an aggregate cash purchase price of $12,103,528.10 and 2.810 Common Units of the Company (the “Silver Rock Consideration”). The number of Preferred Units sold or contributed by each Silver Rock Entity, the allocation of the Silver Rock Consideration among the Silver Rock Entities and the number of Common Units issued to each Silver Rock entity are each listed on Schedule 1.01(b).
