Common use of Repurchase of Securities at the Holders Request Clause in Contracts

Repurchase of Securities at the Holders Request. (a) Subject to subsection (c) below, within 45 days of the death, Total Permanent Disability or Bankruptcy of a Holder or Beneficial Holder who is a natural person (a “Holder Redemption Event”), the estate of such Holder or Beneficial Holder (in the event of death), or such Holder, Beneficial Holder or legal representative of such Holder or Beneficial Holder (in the event of Total Permanent Disability or Bankruptcy) may require the Company to repurchase, in whole but not in part, without penalty, the Securities held by such Holder (including Securities of the Holder held in his or her individual retirement accounts) or such Holder’s beneficial interest in a Global Security (including the beneficial interests of the Beneficial Holder held through his or her individual retirement accounts), as the case may be, by delivering to the Company a Repurchase Request; provided, however, that in the case of a Repurchase Request by a Beneficial Holder, such Repurchase Request shall be valid only if delivered through the Depositary, in its capacity as the registered Holder of the Global Security with respect to which such Beneficial Holder holds his or her beneficial interest in a Security. Any Repurchase Request shall specify the particular Holder Redemption Event giving rise to the right of the Holder or Beneficial Holder to have his or her Securities or beneficial interest in a Global Security repurchased by the Company. If a Security or beneficial interest in a Global Security is held jointly by natural persons who are legally married, then a Repurchase Request may be made by (i) the surviving Holder or Beneficial Holder upon the occurrence of a Holder Redemption Event arising by virtue of a death, or (ii) the disabled or bankrupt Holder or Beneficial Holder (or a legal representative) upon the occurrence of a Holder Redemption Event arising by virtue of a Total Permanent Disability or Bankruptcy. In the event a Security or beneficial interest in a Global Security is held together by two or more natural persons that are not legally married (regardless of whether held as joint tenants, co-tenants or otherwise), neither of these persons shall have the right to request that the Company repurchase such Security or beneficial interest in a Global Security unless a Holder Redemption Event has occurred for all such co-Holders or co-Beneficial Holders of such Security. A Holder or Beneficial Holder that is not an individual natural person does not have the right to request repurchase under this Section. (b) Subject to subsection (c) below, a Holder or Beneficial Holder may request (but not require, other than under circumstances described in subsection (a) above) the Company to repurchase, in whole but not in part, the Security held by a Holder, or the beneficial interest in a Global Security held by a Beneficial Holder, by delivering a Repurchase Request to the Company; provided, however, that in the case of a Repurchase Request by a Beneficial Holder, such Repurchase Request shall be valid only if delivered through the Depositary, in its capacity as the registered Holder of the Global Security with respect to which such Beneficial Holder holds his or her beneficial interest in a Security. Any such requested repurchase shall be made only at the Company’s discretion and, if made, will be subject to an early Repurchase Penalty to be deducted from the payment of such Holder’s or Beneficial Holder’s Repurchase Price on the Repurchase Date. The early repurchase penalty (the “Repurchase Penalty”) shall be equal to six percent (6.00%) of the principal amount of the Security being repurchased. (c) Upon receipt of a Repurchase Request under subsection (a) above, or a Repurchase Request under subsection (b) above that the Company elects in its sole discretion to accept, the Company shall designate a date for the repurchase of such Security (the “Repurchase Date”), which date shall not be later than the 15th day of the month next following the month in which the Company receives facts or certifications establishing to the reasonable satisfaction of the Company the occurrence of a Holder Redemption Event or, in the case of a Repurchase Request granted pursuant to subsection (b) above, a date selected by the Company but no earlier than ten days and no later than 45 days after the Company’s acceptance of the Repurchase Request. On the Repurchase Date, the Company shall pay the Repurchase Price to the Holder, or the estate of the Holder, in accordance with Section 2.7. No interest shall accrue on a Security to be repurchased under this Section for any period of time on or after the Repurchase Date for such Security, provided that the Company or the Paying Agent has timely tendered the Repurchase Price to the Holder or the estate of the Holder, as the case may be. (d) The Company may waive or reduce any early Repurchase Penalty in its sole discretion, and may at any time eliminate or modify its policy regarding the repurchase of Securities at the request of Holders or Beneficial Holders, including requests made by Holders or Beneficial Holders in connection with any Holder Redemption Event; provided, however, that no such elimination or modification shall adversely affect the rights of Holders or Beneficial Holders whose Securities the Company is then obligated to repurchase pursuant to pending repurchases under subsections (a) and (b) of this Section 3.2.

Repurchase of Securities at the Holders Request. (a) Subject to subsection (c) below, within 45 days of the death, Total Permanent Disability or Bankruptcy of a Holder or Beneficial Holder who is a natural person (a “Holder Redemption Event”)) of a Holder who is a natural person, the estate of such Holder or Beneficial Holder (in the event of death), ) or such Holder, Beneficial Holder or legal representative of such Holder or Beneficial Holder (in the event of Total Permanent Disability or Bankruptcy) may require the Company to repurchase, in whole but not in part, without penalty, the Securities held by such Holder (including Securities of the Holder held in his or her individual retirement accounts) or such Holder’s beneficial interest in a Global Security (including the beneficial interests of the Beneficial Holder held through his or her individual retirement accounts), as the case may be, by delivering to the Company a Repurchase Request; provided, however, that in the case of a Repurchase Request by a Beneficial Holder, . Any such Repurchase Request shall be valid only if delivered through the Depositary, in its capacity as the registered Holder of the Global Security with respect to which such Beneficial Holder holds his or her beneficial interest in a Security. Any Repurchase Request shall specify specifically set forth the particular Holder Redemption Event giving rise to the right of the Holder or Beneficial Holder to have his or her Securities or beneficial interest in a Global Security repurchased by the Company. If a Security or beneficial interest in a Global Security is held jointly by natural persons who are legally married, then a Repurchase Request may be made by (i) the surviving Holder or Beneficial Holder upon the occurrence of a Holder Redemption Event arising by virtue of a deaththe surviving Holder, or (ii) the disabled or bankrupt Holder or Beneficial Holder (or may request that the Company repurchase such jointly held Security by delivering to the Company a legal representative) upon the occurrence of a Holder Redemption Event arising by virtue of a Total Permanent Disability or BankruptcyRepurchase Request. In the event a Security or beneficial interest in a Global Security is held together by two or more natural persons that are not legally married (regardless of whether or held as joint tenants, in co-tenants tenancy or otherwise), neither of these persons shall have the right to request that the Company repurchase such Security or beneficial interest in a Global Security unless a Holder Redemption Event has occurred for all such co-Holders (or co-Beneficial Holders tenants) of such Security. A Holder or Beneficial Holder that is not an individual a natural person person, such as a trust, partnership, limited liability company, corporation or other similar entity or association (whether incorporated or unincorporated), does not have the right to request repurchase under this Section. (b) Subject to subsection (c) below, a Holder or Beneficial Holder may request (but not require, other than under circumstances described in subsection (a) above) the Company to repurchase, in whole but not in part, the Security held by a Holder, or the beneficial interest in a Global Security held by a Beneficial Holder, such Holder by delivering a Repurchase Request to the Company; provided, however, that in the case of a Repurchase Request by a Beneficial Holder, such Repurchase Request shall be valid only if delivered through the Depositary, in its capacity as the registered Holder of the Global Security with respect to which such Beneficial Holder holds his or her beneficial interest in a Security. Any such requested repurchase shall be made only at the Company’s discretion and, if made, will be subject to an early Repurchase Penalty to be deducted from the payment of such Holder’s or Beneficial Holder’s Repurchase Price on the Repurchase Date. The early repurchase penalty (the “Repurchase Penalty”) shall be equal to six percent (6.00%) of the amount of the principal amount of the Security being repurchased. (c) Upon receipt of a Repurchase Request under subsection (a) above, or a Repurchase Request under subsection (b) above that the Company elects in its sole discretion to acceptgrant, the Company shall designate a date for the repurchase of such Security (the “Repurchase Date”), which date shall not be later than the 15th day of the month next following the month in which the Company receives facts or certifications establishing to the reasonable satisfaction of the Company the occurrence of a Holder Redemption Event or, in the case of a Repurchase Request granted pursuant to subsection (b) above, a date selected by the Company but no earlier than ten days and no later than 45 days after the delivery of the Repurchase Request and the Company’s acceptance of the Repurchase Requestsuch request. On the Repurchase Date, the Company shall pay the Repurchase Price to the Holder, Holder (or the estate of the Holder, in the case of a request following death) in accordance with Section 2.7. No interest shall accrue on a Security to be repurchased under this Section for any period of time on or after the Repurchase Date for such Security, provided that the Company or the Paying Agent has timely tendered the Repurchase Price to the Holder or the estate of the Holder, as the case may be. (d) The Company may waive or reduce any early Repurchase Penalty in its sole discretion, and may at any time eliminate or modify its policy regarding the repurchase of Securities at the request of Holders or Beneficial Holders, including requests made by Holders or Beneficial Holders in connection with any Holder Redemption Event; provided, however, provided that no such elimination or modification shall adversely affect the rights of Holders or Beneficial Holders whose to the repurchase of Securities the Company is that are then obligated to repurchase pursuant to pending repurchases under subsections (a) and (b) of this Section 3.2outstanding.

Repurchase of Securities at the Holders Request. (a) Subject to subsection (c) below, within 45 days of the death, Total Permanent Disability or Bankruptcy of a Holder or Beneficial Holder who is a natural person (a “Holder Redemption Event”), the estate of such Holder or Beneficial Holder (in the event of death), ) or such Holder, Beneficial Holder or legal representative of such Holder or Beneficial Holder (in the event of Total Permanent Disability or Bankruptcy) may require the Company to repurchase, in whole but not in part, without penalty, the Securities held by such Holder (including Securities of the Holder held in his or her individual retirement accounts) or such Holder’s beneficial interest in a Global Security (including the beneficial interests of the Beneficial Holder held through his or her individual retirement accounts), as the case may be, by delivering to the Company a Repurchase Request; provided, however, that in the case of a Repurchase Request by a Beneficial Holder, such Repurchase Request shall be valid only if delivered through the Depositary, in its capacity as the registered Holder of the Global Security with respect to which such Beneficial Holder holds his or her beneficial interest in a Security. Any such Repurchase Request shall specify specifically set forth the particular Holder Redemption Event giving rise to the right of the Holder or Beneficial Holder to have his or her Securities or beneficial interest in a Global Security repurchased by the Company. If a Security or beneficial interest in a Global Security is held jointly by natural persons who are legally married, then a Repurchase Request may be made by (i) the surviving Holder or Beneficial Holder upon the occurrence of a Holder Redemption Event arising by virtue of a death, or (ii) by the disabled or bankrupt Holder or Beneficial Holder (or a legal representative) upon the occurrence of a Holder Redemption Event arising by virtue of a Total Permanent Disability or Bankruptcy. In the event a Security or beneficial interest in a Global Security is held together by two or more natural persons that are not legally married (regardless of whether held as joint tenants, co-tenants or otherwise), neither of these persons shall have the right to request that the Company repurchase such Security or beneficial interest in a Global Security unless a Holder Redemption Event has occurred for all such co-Holders or co-Beneficial Holders of such Security. A Holder or Beneficial Holder that is not an individual natural person does not have the right to request repurchase under this Section. (b) Subject to subsection (c) below, a Holder or Beneficial Holder may request (but not require, other than under circumstances described in subsection (a) above) the Company to repurchase, in whole but not in part, the Security held by a Holder, or the beneficial interest in a Global Security held by a Beneficial Holder, by delivering a Repurchase Request to the Company; provided, however, that in the case of a Repurchase Request by a Beneficial Holder, such Repurchase Request shall be valid only if delivered through the Depositary, in its capacity as the registered Holder of the Global Security with respect to which such Beneficial Holder holds his or her beneficial interest in a Security. Any such requested repurchase shall be made only at the Company’s discretion and, if made, will be subject to an early Repurchase Penalty to be deducted from the payment of such Holder’s or Beneficial Holder’s Repurchase Price on the Repurchase Date. The early repurchase penalty (the “Repurchase Penalty”) shall be equal to six percent (6.00%) of the amount of the principal amount of the Security being repurchased. (c) Upon receipt of a Repurchase Request under subsection (a) above, or a Repurchase Request under subsection (b) above that the Company elects in its sole discretion to accept, the Company shall designate a date for the repurchase of such Security (the “Repurchase Date”), which date shall not be later than the 15th day of the month next following the month end of the calendar quarter in which the Company receives facts or certifications establishing to the reasonable satisfaction of the Company the occurrence of a Holder Redemption Event or, in the case of a Repurchase Request granted pursuant to subsection (b) above, a date selected by the Company but no earlier than ten days and no later than 45 days after the Company’s acceptance 15th day of the month next following the end of the calendar quarter in which the Company accepts the Repurchase Request. On the Repurchase Date, the Company shall pay the Repurchase Price to the Holder, or the estate of the Holder, in accordance with Section 2.7. No interest shall accrue on a Security to be repurchased under this Section for any period of time on or after the Repurchase Date for such Security, provided that the Company or the Paying Agent has timely tendered the Repurchase Price to the Holder or the estate of the Holder, as the case may be. (d) The Company may waive or reduce any early Repurchase Penalty in its sole discretion, and may at any time eliminate or modify its policy regarding the repurchase of Securities at the request of Holders or Beneficial Holders, including requests made by Holders or Beneficial Holders in connection with any Holder Redemption Event; provided, however, that no such elimination or modification shall adversely affect the rights of Holders or Beneficial Holders whose Securities the Company is then obligated to repurchase pursuant to pending repurchases under subsections paragraphs (a) and (b) of this Section 3.2.