Regulatory Redemption Clause Samples

A Regulatory Redemption clause allows an issuer, typically a financial institution, to redeem or repurchase its securities before their scheduled maturity if regulatory changes make it necessary or advantageous to do so. This clause is often triggered when new laws, regulations, or supervisory requirements alter the capital treatment or regulatory status of the securities, potentially making them less favorable for the issuer. By including this provision, the issuer can proactively manage compliance with evolving regulatory frameworks and avoid negative financial or operational impacts resulting from such changes.
Regulatory Redemption. Notwithstanding any other provisions of the Indenture, if any Gaming Regulatory Authority requires that a Holder or beneficial owner of the Securities must be licensed, qualified or found suitable under any applicable gaming laws in order to maintain any gaming license or franchise related to the Mohegan Sun under any applicable gaming laws, and the Holder or beneficial owner fails to apply for a license, qualification or finding of suitability within 30 days after being requested to do so by such Gaming Regulatory Authority (or such lesser period that may be required by such Gaming Regulatory Authority) or if such Holder or beneficial owner is not so licensed, qualified or found suitable, the Company shall have the right, at its option: (a) to require such Holder or beneficial owner to dispose of such Holder's or beneficial owner's Securities within 30 days of receipt of such finding by the applicable Gaming Regulatory Authority (or such earlier date as may be required by the applicable Gaming Regulatory Authority); or (b) to call for redemption of the Securities of such Holder or beneficial owner (a "Required Redemption") at a redemption price equal to (i) the lesser of the principal amount thereof or, if required by such Gaming Authority, the price at which such Holder or beneficial owner acquired the Securities, if less than the principal amount thereof, together with, in either case, accrued and unpaid interest to the earlier of the date of redemption or the date of the finding of unsuitability by such Gaming Regulatory Authority, which may be less than 30 days following the notice of redemption if so ordered by such Gaming Regulatory Authority or (ii) such other amount as may be determined by such Gaming Regulatory Authority. In connection with any Required Redemption, and except as may be required by a Gaming Regulatory Authority, the Company shall comply with the procedures contained in the Indenture for redemptions of the Securities. The Company is not required to pay or reimburse any Holder of the Securities or beneficial owner of Securities who is required to apply for any such license, qualification or finding of suitability for the costs of the licensure or investigation for such qualification or finding of suitability. Such expenses will, therefore, be the obligation of such Holder or beneficial owner.
Regulatory Redemption. For a sale in connection with a Regulatory Redemption of a Member (x) the fair market value of the Interests being sold (other than any Senior Equity Interests of such Member), as determined by a business appraiser experienced in valuing casinos selected by agreement of the Company and the selling Investor Member; provided that if they do not agree on an appraiser within 30 days after the Demand Notice, either party may commence an arbitration proceeding pursuant to Section 12.12 to select an appraiser plus (y) the aggregate Senior Equity Capital Contributions made to the Company by the applicable Member prior to the date of the closing of the sale in accordance with the terms hereof minus any distributions received by the applicable Member or transferor (and any predecessors) under Section 4.1 at the time of the closing of the sale in accordance with the terms hereof. If, as to a matter to which this Section 9.4(b)(iii) applies, the Gaming Authority with jurisdiction over the Company, any Member, Affiliate, the Joint Venture or Caesars or its Affiliates requires the implementation of another mechanism or terms for any such redemption and/or repayment that are inconsistent with this Section, the terms required by such applicable Gaming Authority will control and the foregoing provisions will be deemed to be modified in a manner consistent with such requirements. The Company can assign its rights with respect to a Regulatory Redemption to permit such assignee to exercise this redemption right on the terms and conditions provided for in this Section.
Regulatory Redemption. Notwithstanding any other provisions hereof, Notes to be redeemed pursuant to a Required Regulatory Redemption shall be redeemable by the Issuers, in whole or in part, at any time upon not less than 20 Business Days nor more than 60 days notice (or such earlier date as may be ordered by any applicable Governmental Authority) at a price equal to the lesser of (a) the Holder's cost thereof and (b) 100% of the principal amount thereof, plus in either case accrued and unpaid Interest, plus Liquidated Damages, if any, thereon, if any, to the date of redemption (or such earlier period as ordered by a Governmental Authority). The Issuers are not required to pay or reimburse any Holder or beneficial owner of the Notes for the expenses of any such Holder or beneficial owner related to the application for any Gaming License, qualification or finding of suitability in connection with a Required Regulatory Redemption. Such expenses of any such Holder or beneficial owner shall, therefore, be the obligation of such Holder or beneficial owner. Any Required Regulatory Redemption shall be made in accordance with the provisions of Section 3.3, 3.4 and 3.5 of the Indenture unless other procedures are required by any Governmental Authority.
Regulatory Redemption. Notwithstanding any other provision hereof, if any Gaming Authority requires that a Holder or beneficial owner of the Notes must be licensed, qualified or found suitable under any applicable gaming laws in order to maintain any gaming license or fran-
Regulatory Redemption. At the Effective Time, Parent shall amend, or shall cause to be amended, the Charter Documents of each of Parent and the Surviving Corporation to allow for the redemption by Parent or the Surviving Corporation of each of their respective Equity Interests from their respective shareholders if the ownership of such Equity Interests by such shareholders would reasonably cause any Cannabis Permit held by the Surviving Corporation to be revoked, not renewed, or suspended, or would reasonably be in violation of any Applicable Law, including any Order of a Cannabis Regulatory Authority.
Regulatory Redemption. If any Gaming Authority requires that a holder or beneficial owner of Notes must be licensed, qualified or found suitable under any applicable gaming law and such holder or beneficial owner fails to apply for a license, qualification or a finding of suitability within 30 days after being requested to do so by the Gaming Authority (or such lesser period that may be required by such Gaming Authority), or if such holder or such beneficial owner is not so licensed, qualified or found suitable, the Company shall have the right to require such holder or beneficial owner to dispose of such holder’s or beneficial owner’s Notes within 10 days of receipt of such notice of such finding by such Gaming Authority or such other date as may be ordered by such Gaming Authority. The holder of Notes or beneficial owner applying for a license, qualification or a finding of suitability must pay all costs of the licensure and investigation for such qualification or finding of suitability. The Company is not required to pay or reimburse any holder of the Notes or beneficial owner who is required to apply for such license, qualification or finding of suitability for the costs of the licensure or investigation for such qualification or finding of suitability. Such expense will, therefore, be the obligation of such holder or beneficial owner.
Regulatory Redemption. For a sale in connection with a Regulatory Redemption, the applicable Member’s or transferor’s Unreturned Capital Contributions plus the applicable Member’s or transferor’s Unpaid Preferred Return, plus two times the Capital Contribution made by the applicable Member or transferor minus any distributions received by the applicable Member or transferor (and any predecessors) under Section 4.1(d), if any, at the time of the closing of the sale in accordance with the terms hereof. Once given, a Demand Notice may be revoked or withdrawn at any time prior to the closing of such sale in the sole and absolute discretion of the Manager.
Regulatory Redemption. Notwithstanding anything to the contrary in this Agreement, at any time and in the Preferred Requisite Memberssole discretion, the Preferred Requisite Members may elect for the Company to redeem all, but not less than all, of the Preferred Members’ outstanding Preferred Units, Common Units and any other class of Units, in each case for an aggregate purchase price of $1.00 for each class of Units.

Related to Regulatory Redemption

  • Mandatory Redemption The Company is not required to make mandatory redemption or sinking fund payments with respect to the Notes.

  • Special Mandatory Redemption (a) If the Company does not consummate the Merger on or prior to June 17, 2020 (the “Outside Date”), or if, prior to the Outside Date, the Company notifies the Trustee in writing that the Merger Agreement is terminated or that in the Company’s reasonable judgment the Merger will not be consummated on or prior to the Outside Date (each, a “Special Mandatory Redemption Event”), the Company shall redeem the Notes in whole but not in part at a special mandatory redemption price (the “Special Mandatory Redemption Price”) equal to 101% of the aggregate principal amount of the Notes, plus accrued and unpaid interest, if any, to, but excluding, the Special Mandatory Redemption Date (as defined below) (subject to the right of Holders of record on the relevant Regular Record Date to receive interest due on any Interest Payment Date that is on or prior to the Special Mandatory Redemption Date), in accordance with the applicable provisions set forth herein and in Article 10 of the Base Indenture. (b) Upon the occurrence of a Special Mandatory Redemption Event, the Company shall promptly (but in no event later than 10 Business Days following such Special Mandatory Redemption Event) notify (such notice to include the Officers’ Certificate required by Section 10.2 of the Base Indenture) the Trustee in writing of such event, and the Trustee shall, no later than 5 Business Days following receipt of such notice from the Company, notify the Holders of Notes (such date of notification to the Holders, the “Special Mandatory Redemption Notice Date”) that all of the Notes outstanding will be redeemed on the 3rd Business Day following the Special Mandatory Redemption Notice Date (such date, the “Special Mandatory Redemption Date”) automatically and without any further action by the Holders of Notes, in each case in accordance with the applicable provisions set forth herein and in Article 10 of the Base Indenture, the form of such notice to the Holders of the Notes to be included in such notice to the Trustee. At or prior to 12:00 p.m., New York City time, on the Business Day immediately preceding the Special Mandatory Redemption Date, the Company shall deposit with the Trustee funds sufficient to pay the Special Mandatory Redemption Price for the Notes. If such deposit is made as provided above, the Notes will cease to bear interest on and after the Special Mandatory Redemption Date.

  • No Mandatory Redemption The Company shall not be required to make mandatory redemption payments with respect to the Securities.

  • Mandatory Redemption at Subscriber’s Election In the event the Company is prohibited from issuing Conversion Shares, or fails to timely deliver Shares on a Delivery Date, or upon the occurrence of any other Event of Default (as defined in this Note or in the Subscription Agreement) or for any reason other than pursuant to the limitations set forth in Section 2.3 hereof, then at the Subscriber's election, the Company must pay to the Subscriber ten (10) business days after request by the Subscriber, at the Subscriber's election, a sum of money in immediately available terms equal to the greater of (i) the product of the outstanding principal amount of the Note designated by the Subscriber multiplied by 120%, or (ii) the product of the number of Conversion Shares otherwise deliverable upon conversion of an amount of Note principal and/or interest designated by the Subscriber (with the date of giving of such designation being a “Deemed Conversion Date”) at the then Conversion Price that would be in effect on the Deemed Conversion Date multiplied by the average of the closing bid prices for the Common Stock for the five consecutive trading days preceding either: (1) the date the Company becomes obligated to pay the Mandatory Redemption Payment, or (2) the date on which the Mandatory Redemption Payment is made in full, whichever is greater, together with accrued but unpaid interest thereon and any liquidated damages then payable (“Mandatory Redemption Payment”). The Mandatory Redemption Payment must be received by the Subscriber on the same date as the Company Shares otherwise deliverable or within ten (10) business days after request, whichever is sooner (“Mandatory Redemption Payment Date”). Upon receipt of the Mandatory Redemption Payment, the corresponding Note principal and interest will be deemed paid and no longer outstanding. Liquidated damages calculated pursuant to Section 2.5(c) hereof, that have been paid or accrued for the twenty (20) day period prior to the actual receipt of the Mandatory Redemption Payment by the Subscriber shall be credited against the Mandatory Redemption Payment.

  • Tax Redemption If a Tax Event (defined below) occurs, Principal Life will have the right to redeem this Agreement by giving not less than 30 and no more than 60 days prior written notice to the Agreement Holder and by paying to the Agreement Holder an amount equal to the Fund. The term “