Common use of Redemption Option Clause in Contracts

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 itself expire one year from the Series A Warrant Redemption Date if no claim is made therefor prior to such date.

Redemption Option. The Company shall have the right and option, upon 30 days' prior written notice to each Registered Holder, toIf, at any time thereafteron or prior to the Forced Sale Lockout End Date with respect to Formation Member, callthe NorthStar Member permits a Healthcare Platform Transfer, redeem and acquire all or a portion then, within thirty (30) days after the completion of the Series A Warrants Healthcare Platform Transfer, so long as the Formation Member has not been removed as Administrative Member, the NorthStar Member shall deliver Notice (a “Redemption Notice”) to the Formation Member of such Healthcare Platform Transfer. The Formation Member shall then have the right, by delivering Notice to the NorthStar Member (the “Redemption Acceptance Notice”) within thirty (30) days from receiving the Redemption Notice, to cause the NorthStar Member to purchase from the Formation Member its entire Interest (the “Redemption Closing”). The Redemption Closing shall occur on a date and at a place designated by the NorthStar Member, which remain outstanding and unexercised at is not more than sixty (60) days after the Formation Member has delivered the Redemption Acceptance Notice. The purchase price for the Interest of the Formation Member shall be (x) the amount that would be distributed to the Formation Member if all of the assets of the Venture were sold for fair market value as of the date fixed for redemption of the Healthcare Platform Transfer (as determined through the "Series A Warrant Redemption Date"“baseball arbitration” procedures described in Section 7.05(f)), all customary transaction costs relating to such a sale were paid, all other liabilities of the Venture and its Subsidiaries were discharged, and the Venture was liquidated and all assets of the Venture were distributed in accordance with the provisions of Section 11.03, plus (y) 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 Redemption Closing occurs prior to the mailing of said notificationForced Sale Lockout End Date applicable to the NorthStar Member, and an amount equal to (i) the aggregate Asset Management Fee paid in the most recently concluded Annual Calendar Period, multiplied by (ii) 1/12 (or, if there is no most recent Annual Calendar Period, an amount equal to (1) the aggregate Asset Management Fee paid in the two most recently concluded quarterly periods multiplied by (2) 1/6) shall be paid to the Formation Member at the Redemption Closing 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 month beginning on the date of such notice the Redemption Closing and prior ending on the Forced Sale Lockout End Date applicable 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 NorthStar Member (which shall be made unless prorated for any period less than a calendar month based on the Company shall have an effective registration statement under the Act on file number of days 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 itself expire one year from the Series A Warrant Redemption Date if no claim is made therefor prior to such dateperiod).

Redemption Option. The Company shall Any holder of July 2005 Notes or July 2007 Notes (the “July Notes”) may, in lieu of exchanging the July 2005 Notes for Notes issued pursuant to this Agreement or in lieu of retaining the July 2007 Notes, elect to have the right July Notes redeemed in whole or in part pursuant to this Agreement. Any such redemption shall be reflected on Schedule I hereto. The redemption price (the “Redemption Price”) for notes being redeemed pursuant hereto shall be equal to the amount of principal being redeemed. The portion of each such note that is redeemed pursuant hereto is referred to as the “Redeemed Portion.” On the Closing Date, the Company will pay to each Purchaser the Redemption Price with respect to the Redeemed Portion(s) of the July Notes held by such Purchaser and optionas to which this redemption option has been elected, and the Purchaser will return the originally signed July 2005 Note and/or July 2007 Note, as applicable, to the Company. If less than the entire principal amount of the July 2005 Note and/or July 2007 is being redeemed, then the Company will, within a reasonable period of time, deliver a replacement note to the Purchaser to evidence the remaining principal balance thereof (or, in the case of a July 2005 Note, the Company will issue a Note to the Holder to evidence the unredeemed amount). Each redeeming Purchaser acknowledges and agrees that, upon 30 days' prior written notice receipt of the Redemption Price, the Redeemed Portion will have been paid in full and will no longer be outstanding, and such Purchaser acknowledges that the Purchaser will have no further rights or entitlements under such note(s) with respect to each Registered Holderthe Redeemed Portion. Except for the payment of the Redemption Price and the satisfaction of Accrued Registration Fees and accrued interest in accordance with this Agreement, tosuch Purchaser hereby knowingly and voluntarily waives, releases and forever discharges the Company and the Company’s subsidiaries, parent companies, officers, directors, employees, shareholders, and Affiliates (collectively, the “Released Parties”) from any and all claims, demands, damages, lawsuits, obligations, promises, and causes of action of any kind whatsoever, both known and unknown, at law or in equity, that the Purchaser may have had or has against the Released Parties at any time thereafter, call, redeem from the beginning of time up to 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 including the date of such notice and prior this Agreement relating to or arising from 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 Redeemed Portion 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 itself expire one year from the Series A Warrant Redemption Date if no claim is made therefor prior to such dateJuly Notes.

Redemption Option. The Company shall have the right and option, upon 30 days' prior written notice to each Registered Holder, to, at At any time thereafter, call, redeem and acquire all or a portion after the fifth (5th) anniversary of the Series A Warrants which remain outstanding and unexercised at CC Original Issue Date, upon 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 written request of the holders of more than sixty-six percent (66%) of the then outstanding shares of the Series AA Preferred Stock (a “Series AA Redemption Request”), the Corporation shall redeem from the holders thereof all, but not less than all, of the then issued and outstanding shares of Series AA Preferred Stock (collectively, the “Series AA Redemption Shares”) at the Series AA Redemption Price. Upon its receipt of 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, the Corporation shall, within ten (10) days of its receipt of such unsurrendered request, send to each holder of Series A Warrants CC Preferred Stock, with respect to whose shares no Series CC Redemption Request has been delivered to the Company, written notice indicating that a Series AA Redemption Request has been received by the Company (each such notice, a “Series AA Redemption Request Notice”). If the Company subsequently receives, within twenty (20) days following delivery of the Series AA Redemption Request notice (an “Applicable Redemption Request Deadline”), a Series CC Redemption Request from any holder of Series CC Preferred Stock, then the Series AA Redemption Request and all such Series CC Redemption Requests shall cease and terminate, other than be treated by the right to receive Corporation as if the Corporation had received all such requests simultaneously (the redemption price without interest; provided, however, of all shares of Series AA Preferred Stock and Series CC Preferred Stock pursuant to such requests (including the initial Series AA Redemption Request) is hereinafter referred to as an “Applicable Redemption”). The date of redemption shall be on a date selected by the Corporation that such right to receive is no later than 180 days after receipt by the redemption price shall itself expire one year from Corporation of the Series A Warrant AA Redemption Date if no claim is made therefor prior to such dateRequest (an “Applicable Redemption Date”).

Redemption Option. The Company shall have the right and option, upon 30 days' prior written notice to each Registered Holder, to, at At any time thereafter, call, redeem and acquire all or a portion after the fifth (5th) anniversary of the Series A Warrants which remain outstanding and unexercised at CC Original Issue Date (as defined in Article Eighth), upon the date fixed for redemption written request (the "a “Series A Warrant CC Redemption Date"Request”) at a price of $.01 per any holder of Series A Warrant if, and only ifCC Preferred Stock, 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 notificationCorporation shall redeem from such holders all, and for each day thereafter until the Series A Warrant Redemption Date shall have exceeded 133.3% but not less than all, of the then Exercise issued and outstanding shares of Series CC Preferred Stock held by such holder ( “Series CC Redemption Shares”) at the Series CC Redemption Price. The Upon its receipt of a Series A Warrant Holders shall in all events have CC Redemption Request, the right during the period immediately following the date 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 prior listing the number of shares of Series CC Preferred Stock subject to the Series A Warrant CC Redemption Date 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 exercise 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 Series A Warrants in accordance with Corporation as if the provisions of Section 3 hereof. No call for redemption and no 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 A Warrants CC Redemption Request) is hereinafter referred to as an “Applicable Redemption”). The date of redemption shall be made unless on a date selected by the Company shall have an effective registration statement under Corporation that is no later than 180 days after receipt by the Act on file during such period from the date of mailing Corporation 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 initial 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 CC 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 itself expire one year from the Series A Warrant Request (an “Applicable Redemption Date if no claim is made therefor prior to such dateDate”).