Redemption Upon Change of Control Sample Clauses

Redemption Upon Change of Control. No sooner than 15 days nor later than 10 days prior to the consummation of a Change of Control, the Maker shall deliver written notice of such Change of Control to the Payee (a “Change of Control Notice”). At any time during the period beginning after the Payee’s receipt of a Change of Control Notice and ending on the day immediately preceding the consummation of such Change of Control, the Payee may require the Maker to redeem all or any portion of this Note by delivering written notice thereof (a “Change of Control Redemption Notice”) to the Maker, which Change of Control Redemption Notice shall indicate the portion of the outstanding principal amount of this Note that the Payee is electing to redeem. The portion of this Note subject to redemption pursuant to this Section 4 shall be redeemed by the Maker at a price equal to 110% of the principal amount being redeemed, plus accrued but unpaid interest on such principal amount (the “Change of Control Redemption Price”). Redemptions required by this Section 4 shall be made on the date of the consummation of the Change of Control and shall have priority to payments to shareholders of the Maker in connection with such Change of Control. Notwithstanding anything to the contrary in this Section 4, until the Change of Control Redemption Price is paid in full, the principal amount submitted for redemption under this Section 4 (together with any accrued but unpaid interest thereon) may be converted, in whole or in part, by the Payee into Common Stock pursuant to Section 3. If the cash funds of Maker then legally available for payment of the Change of Control Redemption Price are insufficient to pay in full the Change of Control Redemption Price, those funds which are legally available will be used to redeem the maximum portion of this Note subject to redemption, with the remaining portion of the Note remaining outstanding and entitled to the rights and benefits provided for herein.

Redemption Upon Change of Control. Upon the occurrence of a Change of Control, and subject to the applicable requirements of Federal securities laws and any securities exchange or quotation system rules or regulations, each holder of Class II Out-Performance Partnership Shares shall have the redemption rights of Limited Partners set forth in Section 8.05 of the Agreement with respect to a number of Partnership Units equal to the number of Class II Out-Performance Partnership Shares multiplied by the Conversion Factor and the 40-month transfer limitation period applicable to the Class II Out-Performance Partnership Shares shall be deemed to have passed.

Redemption Upon Change of Control. (a) Within 30 days following the date upon which any Change of Control Repurchase Event occurs, or at the Company’s option, prior to any Change of Control Repurchase Event if a definitive agreement is in place for the Change of Control at the time of making the Offer to Purchase pursuant to the Change of Control Repurchase Event, the Company shall commence an Offer to Purchase at a purchase price equal to 101% of the aggregate principal amount of the Notes repurchased, plus accrued and unpaid interest, if any, to the date of repurchase (the “Change of Control Payment”), subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date.

Redemption Upon Change of Control. Each Holder upon accepting a Series E Bond agrees that the Company shall have the right, on or prior to February 1, 1999, to redeem all or pan of the Series E Bonds at a price of 108% (expressed as a percentage of principal amount), plus accrued and unpaid interest through the redemption date, in cash, upon the occurrence of a Change of Control. Notice of a redemption will be mailed within ten days of the occurrence of a Change of Control. The Company shall redeem all Series E Bonds selected for redemption by making payment of the redemption price therefor on or prior to the redemption date, which date shall occur not earlier than 30 days nor later than 60 days from the date the redemption notice is mailed.

Redemption Upon Change of Control. The Notes may be redeemed at the option of the Issuer in whole, but not in part, at any time, on giving not less than 30 nor more than 60 days' notice to the Holders (which notice shall be irrevocable), the Registrar and the Fiscal Agent upon the occurrence of a Change of Control at 101 per cent. of the outstanding principal amount of the Notes, together with any interest accrued but unpaid to the date fixed for redemption. In this Condition 6(c) (Redemption upon Change of Control):

Redemption Upon Change of Control. (a) Subject to Section 7(d), in the event of a Change of Control (as defined below) (the date of such occurrence, the "Change of Control Date"), each Vested Share shall, at the option of the holder thereof, either (i) be redeemed by the Corporation at a price of $20.00 per share (as appropriately adjusted for stock dividends, reclassifications or splits) or (ii) be converted into Common Stock of the Corporation at the Conversion Ratio (as defined below); provided, however, that shares that are not Vested Shares will not be convertible at the option of the holder thereof and shall be redeemed by the Corporation at a price of [$20.00] per share (as appropriately adjusted for stock dividends, reclassifications or splits). A "Change of Control" shall have occurred for purposes of this Section 7(a) upon the occurrence of any of the following events: (i) any "person" or "group" (as such terms are used in Section 13(d) and 14(d) of the Securities Exchange Act of 1934 (the "Exchange Act"), other than Permitted Holders (as defined below), is or becomes the "beneficial owner" (as defined in Rules 13d-3 and 13d-5 under the Exchange Act, except that a person shall be deemed to have beneficial ownership of all shares that such person has the right to acquire, whether such right is exercisable immediately or only after the passage of time), directly or indirectly, of more than 50% of the total voting power of all classes of Voting Equity Interests (as defined below) of the Corporation, Brylane, L.P. (the

Redemption Upon Change of Control. No later than ten (10) days prior to the consummation of a Change of Control (or such shorter period prior to the occurrence of a Change of Control that the Company may have knowledge of the occurrence thereof), the Company shall deliver written notice thereof via facsimile and overnight courier to the Holder (a “Change of Control Notice”). On the date of the consummation of the Change of Control (or, if the Company does not have knowledge of the occurrence of a Change of Control at least ten (10) days prior to the occurrence thereof, then within five (5) days after the Company obtains knowledge of the occurrence thereof), the Company shall redeem any outstanding portion of this Note in cash at a price equal to 101% of the aggregate Principal amount thereof, plus accrued and unpaid Interest, if any, to but excluding the Redemption Date (the “Change of Control Redemption Price”). Notwithstanding anything to the contrary in this Section 5, until the Change of Control Redemption Price has been tendered for payment in full, the Conversion Amount and any Interest submitted for redemption under this Section 5 may be converted, in whole or in part, by the Holder into Common Stock pursuant to Section 3 and the Change of Control Redemption Price shall no longer be due or payable with respect to any Conversion Amount and Interest so converted into shares of Common Stock.

Redemption Upon Change of Control. (a) If a Change of Control (as defined below) occurs at any time, the Fairfax Holders will have the right to require the Company to purchase for cash all of the Series J Preferred Shares held by the Fairfax Holders. The price the Company is required to pay (the “Change of Control Purchase Price”) is equal to the liquidation preference set forth in the Statement of Designation, plus any accrued but unpaid dividends on such Series J Preferred Shares up to, but excluding the Change of Control Purchase Date (unless the Change of Control Purchase Date is after a record date and on or prior to the dividend date to which such record date relates, in which case the Company will instead pay the full amount of accrued but unpaid dividends to such Fairfax Holder on such record date). The “Change of Control Purchase Date” will be a date specified by the Company that is not less than 35 or more than 60 calendar days following the date of the Change of Control notice as described below. Any Series J Preferred Shares purchased by the Company will be paid for in cash. (b) For purposes of this Agreement, a “Change of Control” will be deemed to have occurred if: (i) any “Person” (as such term is used in Sections 13(d) and 14(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), other than one or more of the individuals or entities set forth on Schedule V attached hereto, is or becomes the “beneficial owner” (as defined in Rules 13d-3 and 13d-5 under the Exchange Act, except that for purposes of this clause (i) such Person shall be deemed to have “beneficial ownership” of all shares that any such Person has the right to acquire, whether such right is exercisable immediately or only after the passage of time), directly or indirectly, of more than 50% of the total voting power of the capital stock of the Company; or (ii) the merger or consolidation of the Company with or into another Person or the merger of another Person with or into the Company, or the sale of all or substantially all the assets of the Company (determined on a consolidated basis) to another Person other than (x) a transaction in which the survivor or transferee is a Person that is controlled by the Permitted Holders or (y) a transaction following which, in the case of a merger or consolidation transaction, holders of securities that represented 100% of the capital stock of the Company entitled to vote immediately prior to such transaction (or other securities into which such securities...

Redemption Upon Change of Control. (a) Upon a Change of Control, the Company must redeem the Preferred Units upon the closing date of such Change of Control. The price for such redemption shall be the Redemption Price plus an amount as follows (the “Change of Control Redemption Price”): If after deducting from the realized sale price of the Change of Control after closing costs and sale costs, the Company’s book value for each equity investor (including holders of common equity) and any payouts to executive employees (not including holders of common equity and their relatives) based on the Change of Control, there is a positive number, then each $100,000 initial investment in the Preferred Units will be entitled to the smaller of: (i) (x) 0.2% of such positive number multiplied by (y) the current book value of the Preferred Units immediately prior to their redemption divided by what the dividends would have been immediately prior to the redemption had dividends compounded on the original amount invested in the Preferred Units; or

Redemption Upon Change of Control. (a) If there shall occur a Change in Control (as defined below), the Holder shall have the right, at its option, to require the Issuer to redeem, and upon the exercise of such right the Issuer shall redeem, the Note at a price equal to the Accreted Value thereof on the date of redemption. Such right of the Holder shall (i) be subordinated and junior in right of payment to the prior payment in full in cash of all Senior Indebtedness, the holders of which have (and exercise) the right to receive such payment either prior to or in connection with such Change of Control, and (ii) except as set forth in the preceding clause (i), not be subject to Article 5 hereof. For purposes of this Section 4.02, "Change of Control" means (i) a "person" or "group" (within the meaning of Sections 13(d) and 14(d)(2) of the Securities Exchange Act of 1934, as amended), other than the DLJ Entities (as defined in the Investors' Agreement), (A) becoming the beneficial owner, by way of merger, consolidation or otherwise, of 51% or more of the voting power of all classes of voting securities of the Issuer or (B) acquiring the right to elect a majority of the Board of Directors of the Issuer, or (ii) the sale or transfer of all or substantially all of the assets of the Issuer and its subsidiaries taken as a whole (other than to one or more directly or indirectly wholly-owned subsidiaries of the Issuer).