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. 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. (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 C Bond agrees that the Company shall have the right, on or prior to February 1, 1999, to redeem all or part of the Series C 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 C 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 "
Redemption Upon Change of Control. (a) In the event that there shall occur a Change of Control of the Company, the Company shall offer to redeem (a "Change of Control Offer"), at the option of the Purchaser, all of the Note on the date specified in such notice that is no earlier than fifteen (15) days and no later than thirty (30) days after the date the notice pursuant to this section is mailed to the Purchaser (such specified date is hereinafter referred to as the "Change of Control Payment Date"), at a redemption price equal to 100% of the principal amount of the Note, plus accrued and unpaid interest to the Change of Control Payment Date. Such notice shall be provided to the Purchaser no later than fifteen (15) days after the occurrence of a Change of Control. The Company shall also deliver with the Change of Control Offer (i) a statement that if the Note is not tendered the Note will continue to accrue interest, (ii) a statement that the Note tendered for payment pursuant to the Change of Control Offer shall cease to accrue interest after the Change of Control Payment Date, and (iii) the names of the Persons who have acquired an interest in the Company or become directors of the Company which has caused the Change of Control to occur, together with such further information concerning such Persons or circumstances as may be reasonably requested by the Purchaser.
Redemption Upon Change of Control. In the event that any Change of Control (as hereinafter defined) shall occur or the Company shall have knowledge of any proposed Change of Control that is reasonably likely to occur, the Company will give written notice (the "Company Notice") of such fact in the manner provided in SECTION 15.05 hereof to the Trustee and the holders of the Series 8.45% Notes. The Company Notice shall be delivered promptly upon receipt of such knowledge by the Company and in any event no later than three Business Days following the occurrence of any Change of Control. The Company Notice shall (1) describe the facts and circumstances of such Change of Control in reasonable detail, (2) make reference to this SECTION 3.04 and the right of the holders of the Series 8.45% Notes to require prepayment of the Notes on the terms and conditions provided for in this SECTION 3.04, (3) offer in writing to prepay the Series 8.45% Notes then Outstanding, together with accrued interest to the date of prepayment, but without premium, and (4) specify a date for such prepayment (the "Change of Control Prepayment Date"), which Change of Control Prepayment Date shall be not more than 90 days nor less than 30 days following the date of such Company Notice. Each holder of the then Outstanding Series 8.45% Notes shall have the right to accept such offer and require prepayment of the Notes held by such holder in full by written notice to the Company (a "Noteholder Notice") given not later than 20 days after receipt of the Company Notice and a failure by a holder to respond to such offer shall be deemed to constitute a rejection of such offer by such holder. The Company shall on the Change of Control Prepayment Date prepay in full all of the Series 8.45% Notes held by holders which have so accepted such offer of prepayment, provided that the obligation of the Company to prepay the Notes pursuant to the requirements of this SECTION 3.04 is subject to the actual occurrence of the Change of Control giving rise to the Company Notice. In the event that such Change of Control does not occur on the date specified for prepayment, the prepayment shall be deferred until and shall be made on the date on which such Change of Control occurs. The prepayment price of the Series 8.45% Notes payable upon the occurrence of any Change of Control shall be an amount equal to 100% of the outstanding principal amount of the Series 8.45% Notes so to be prepaid and accrued interest thereon to the date of such prepayment, but...
Redemption Upon Change of Control. Upon the occurrence of a Change of Control, the Notes will be redeemable at the option of the Company, in whole but not in part, upon not more than 10 days prior notice, at a price in cash equal to (i) in the case of Discount Notes redeemed prior to February 1, 2005, 100% of the Accreted Value thereof (determined as of the Redemption Date), (ii) in the case of Discount Notes redeemed on or after February 1, 2005, 100% of the principal amount at maturity thereof and (iii) in the case of the Cash Pay Notes, 100% of the principal amount thereof, plus, in each case, the Applicable Premium as of, and accrued and unpaid interest to, the Redemption Date. In no event may any such redemption occur more than 45 days after the occurrence of such Change of Control.
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:
