Redemption Option. The Company shall have the right and option, upon 30 days' prior written notice to each Registered Holder, to, at any time thereafter, call, redeem and acquire all or a portion of the Series A Warrants which remain outstanding and unexercised at the date fixed for redemption (the "Series A Warrant Redemption Date") at a price of $.01 per Series A Warrant if, and only if, the average of the closing bid and closing asked price per share of the Common Stock for each of the 20 consecutive trading days immediately prior to the mailing of said notification, and for each day thereafter until the Series A Warrant Redemption Date shall have exceeded 133.3% of the then Exercise Price. The Series A Warrant Holders shall in all events have the right during the period immediately following the date of such notice and prior to the Series A Warrant Redemption Date to exercise the Series A Warrants in accordance with the provisions of Section 3 hereof. No call for redemption and no redemption of the Series A Warrants shall be made unless the Company shall have an effective registration statement under the Act on file during such period from the date of mailing of the notice of redemption through the applicable redemption date with the Commission and all applicable state securities commissions relating to the Common Stock and the Warrant Shares, except that this obligation, as it relates to the Warrant Shares or Common Stock, may be satisfied if such Warrant Shares or Common Stock, respectively, may be transferred publicly in accordance with Rule 144 or otherwise without registration under the Act. In the event that any Series A Warrants are exercised following notice but prior to redemption, this call option shall be deemed not to have been exercised by the Company as to the Series A Warrants so exercised. The redemption notice shall require each Warrant Holder to surrender the Series A Warrants on or before the Redemption Date in accordance with the provisions of the redemption notice. In the event the Series A Warrant Certificates representing the Series A Warrants called for redemption have not been surrendered for redemption and cancellation on the applicable redemption date, such Series A Warrants shall be deemed to have expired and all rights of the holders of such unsurrendered Series A Warrants shall cease and terminate, other than the right to receive the redemption price without interest; provided, however, that such right to receive the redemption price shall i...
Redemption Option. Upon the satisfaction of the Redemption Conditions, the Company may, at the option of its Board of Directors at any time following the Final Closing redeem all (but not less than all) of the Warrants, out of funds legally available therefor by paying the Redemption Price (as hereafter defined) in cash for each Warrant then redeemed.
Redemption Option. (a) In the event any Executive ceases to be employed by, or to serve as an officer, or director for, the Company or its Subsidiaries for any reason (such Executive's "Termination"), all of such Executive's Executive Stock other than Ordinary Shares acquired pursuant to paragraph 1 hereof (whether held by such Executive or one or more of such Executive's transferees, "Redeemable Stock") may be redeemed or purchased by the Company and/or the Majority Investor pursuant to the terms and conditions set forth in this paragraph 4 (the "Redemption Option"). For the avoidance of doubt (but without prejudice to rights to redeem or purchase Ordinary Shares issued or issuable upon conversion of Convertible Shares), Ordinary Shares acquired pursuant to paragraph 1 hereof are not subject to redemption or purchase pursuant to this paragraph 4 or otherwise.
(b) In the case of any Termination other than a termination of an Executive's employment for Cause, the purchase price for each Class A Convertible Share, Class B Convertible Share and Class C Convertible Share shall be such Executive's Original Cost for such share, and the purchase price for each Class D Convertible Share and Ordinary Share shall be the Fair Market Value for such share. In the event of an Executive's termination for Cause, the purchase price for each Convertible Share and each Ordinary Share shall be the lower of (i) the Fair Market Value of such share and (ii) the Original Cost for such share.
(c) The Company may elect to redeem or purchase all or any portion of an Executive's Redeemable Stock by delivering written notice (the "Redemption Notice") to the holder or holders of such Executive's Redeemable Stock within 90 days after such Executive's Termination (180 days in the case of such Executive's Termination upon death or disability). The Redemption Notice shall set forth the number of shares of Redeemable Stock to be acquired from each holder of such Executive's Redeemable Stock, the aggregate consideration to be paid for such shares and the time and place for the closing of the transaction. The number of shares to be redeemed or purchased by the Company shall first be satisfied to the extent possible from the shares of Redeemable Stock held by such Executive at the time of delivery of the Redemption Notice. If the number of shares of Redeemable Stock then held by such Executive is less than the total number of shares of Redeemable Stock the Company has elected to redeem or purchase, the Company s...
Redemption Option. (a) Each of the Preferred Shares may, subject to the applicable legal restrictions on the Company’s redemption of its Shares, be redeemed in cash at the option of the holder thereof at any time on or after (i) the date falling on the second (2nd) anniversary of the Issue Date or (ii) the occurrence of a Redemption Event, upon a Redemption Notice (as defined below) from any Preferred Shareholder to the Company. The redemption price for each Preferred Share (“Redemption Price”) shall be equal to the aggregate amount of:
Redemption Option. If the Amendment has not become effective within six months of the date hereof, in lieu of the exercising this Warrant pursuant to Section 2.1 or 2.2, the Holder may require the Company to redeem all or some of the Warrant for an amount equal to the value of the amount of the Warrant being redeemed. If the Holder elects to require redemption of this Warrant as provided in this Section 2.3, the Holder shall tender to the Company the Warrant with written notice of the Holder's election, and the Company shall purchase from the Holder such portion of the Warrant as is specified by the Holder for the price computed as of the date of surrender of this Warrant to the Company using the following formula: X = Y (A-B) ------- Where:
Redemption Option. (a) In the event Employee’s relationship with the Subsidiary, whether as an employee or consultant, terminates for Cause (as defined in the Plan), death, or Disability (as defined in the Plan), then the Company shall have an irrevocable option (the “Redemption Option”), for a period of ninety (90) days after said termination, or such longer period as may be agreed to by the Company and Employee, to redeem from Employee or Employee’s personal representative, as the case may be, at a cost of $.01 per share to the Company, up to but not exceeding the number of shares of the Stock that have not vested in accordance with the provisions of Sections 2(b) below as of such termination date; provided, however, that if Employee makes or has made an 83 (b) Election (as defined below) and if Employee’s employment with the Subsidiary is terminated due to death or Disability, then the Company shall comply with covenant in the final sentence of Section 11, notwithstanding its exercise of the Redemption Option for unvested shares of the Stock, if any.
(b) The Stock shall vest on the first, second and third anniversaries of the Vesting Commencement Date (as identified on the signature page to this Agreement) in installments of , and shares of the Stock, respectively, until all the shares have vested or have ceased vesting upon the termination of Employee’s relationship as an employee or consultant of the Subsidiary, subject to the following sentence. No further vesting shall occur upon the termination of Employee’s relationship as an employee or consultant of the Subsidiary; except, that: if Employee’s relationship as an employee or consultant of the Subsidiary is terminated without Cause, then all of the unvested shares of the Stock shall immediately vest and not be subject to the Redemption Option.
Redemption Option. At any time after the fifth (5th) anniversary of the Series CC Original Issue Date (as defined in Article Eighth), upon the written request (a “Series CC Redemption Request”) of any holder of Series CC Preferred Stock, the Corporation shall redeem from such holders all, but not less than all, of the then issued and outstanding shares of Series CC Preferred Stock held by such holder ( “Series CC Redemption Shares”) at the Series CC Redemption Price. Upon its receipt of a Series CC Redemption Request, the Corporation shall, within ten (10) days of its receipt of such request, send to (i) each holder of Series CC Preferred Stock, with respect to whose shares no Series CC Redemption Request has been delivered to the Company, and (ii) each holder of Series AA Preferred Stock written notice indicating that a Series CC Redemption Request has been received by the Company and listing the number of shares of Series CC Preferred Stock subject to the Series CC Redemption Request (each such notice, a “Series CC Redemption Request Notice”). If the Company subsequently receives, within twenty (20) days following delivery of the relevant Series CC Redemption Request Notice (an “Applicable Redemption Request Deadline”), a Series CC Redemption Request from any holder of Series CC Preferred Stock or a Series AA Redemption Request from a requisite number of holders of Series AA Preferred Stock pursuant to Section 2(b) of this Article Tenth, then all such Series CC Redemption Requests and such Series AA Redemption Request shall be treated by the Corporation as if the Corporation had received all such requests simultaneously (the redemption of all shares of Series AA Preferred Stock and Series CC Preferred Stock pursuant to such requests (including the initial Series CC Redemption Request) is hereinafter referred to as an “Applicable Redemption”). The date of redemption shall be on a date selected by the Corporation that is no later than 180 days after receipt by the Corporation of the initial Series CC Redemption Request (an “Applicable Redemption Date”).
Redemption Option. The Corporation may redeem up to fifty percent (50%) of the Principal Amount plus accrued interest thereon, if available, at any time prior to or after the Maturity Date at a redemption rate equal to two hundred percent (200%) of the portion of the Principal Amount, plus accrued interest thereon, to be redeemed by the Corporation up to and on the respective redemption date. The Corporation's redemption option, however, shall not exceed SIX HUNDRED THIRTY-SEVEN THOUSAND FIVE HUNDRED FORTY AND 38/100 DOLLARS ($637,540.38), plus accrued interest thereon. Notice of the Corporation's intent to redeem a portion of the Debenture must be mailed to Holder at least thirty (30) days before the redemption date at Holder's registered or principal address, stating the amount of the Debenture to be redeemed. On and after the redemption date, interest shall cease to accrue on the portion of the Debenture that has been redeemed.
Redemption Option. If Buyer breaches Section 1.2(b) by failing to pay the Second Payment Amount when owed, the Company shall have the option to redeem for $1.00 that number of Units held by Buyer such that following the redemption, Buyer’s Membership Interest in the Company shall equal thirty-five percent (35%) (the “Redemption Option”). The Redemption Option may be exercised by delivery of notice to Buyer in accordance with this Agreement. Notwithstanding anything to the contrary contained in this Agreement (including without limitation the provisions in Article 7), the Redemption Option shall be the Company’s and Ernst’s sole and exclusive remedy for a breach of Section 1.2(b) by Buyer, and Buyer shall under no circumstances be liable to the Company or Ernst for any indirect, special, consequential or incidental damages or any lost profits or income related to a breach of Section 1.2(b).
Redemption Option. 2.1 Should the Lender elect not to convert the Promissory Note into Common Shares Option at the Maturity Date, upon the Lender’s written request, the Borrower shall repay all indebtedness to the Lender and redeem the said Promissory Note. The redemption shall occur within 90 days of receipt, by the Borrower, of a written notification of Xxxxxx’s election. At redemption, the Borrower shall pay to the Lender an amount equal to the full face value of the Promissory Note plus all Interests calculated at a per annum rate of 10.00% from date of the Value received to the date of payment.
2.2 All Notes which are converted in accordance with this Clause 2 shall forthwith be cancelled.
