Common use of Right to Redemption Clause in Contracts

Right to Redemption. At any time after the fourth (4th) anniversary of the Series B Closing, or the date of the occurrence of a Redemption Event as set forth in Section 9.3, or if any holder of Series A Preferred Shares elects to exercise its redemption right under this Section 9, any holder of Series B Preferred Shares may, at any time thereafter, require that the Company redeem all or a portion of the Series B Preferred Shares then held by such holder, prior to the Company’s redemption of any other Preferred Shares, in accordance with the following terms (“Series B Redemption Right”). In the event that a holder of Series B Preferred Shares (the “Requesting Series B Holder”) decides to require the Company to redeem all or a portion of its outstanding Series B Preferred Shares, the Requesting Series B Holder shall give a notice (the “Series B Redemption Notice”) to the Company of its intention. The Company shall promptly, and in any event within five (5) business days from the receipt of the Series B Redemption Notice, forward a copy of the Series B Redemption Notice to each holder of record of a Series B Preferred Share, at the address last shown on the records of the Company for such holder(s). The Series B Redemption Notice shall state (i) the number of the Series B Preferred Shares requested to be redeemed and (ii) the date on which the requested redemption shall be made by the Company (the “Series B Redemption Date”) which shall be a date not less than thirty (30) business days from the date of the Series B Redemption Notice. Within fifteen (15) business days after the receipt of the Series B Redemption Notice by the other holders of the Series B Preferred Shares, each of the other holders of the Series B Preferred Shares may exercise its right to require the Company to redeem all or a portion of its Series B Preferred Shares on the Series B Redemption Date by notifying the Company and each other holder of Series B Preferred Shares (including the Requesting Series B Holder) in writing of its intention, setting forth the number of the Series B Preferred Shares it requests to be redeemed on the Series B Redemption Date, but any failure or refusal by another holder to exercise its right within such fifteen (15) business day period shall not be deemed a waiver by such holder nor prejudice any right of such holder to require the Company to redeem all or a portion of its Series B Preferred Shares at a later date. Any payment of the Series B Redemption Price (as defined below) shall be made by the Company to all holders whose Series B Preferred Shares are to be redeemed on the same Series B Redemption Date (collectively, the “Redeeming Series B Holders” and each, a “Redeeming Series B Holder”) pro rata based on the total Series B Redemption Price due to each Redeeming Series B Holder in proportion to the aggregate Series B Redemption Price payable by the Company.

Right to Redemption. At Upon receipt of a written request from the holders of a majority of the then outstanding shares of (x) Series E Preferred Stock, voting as a separate series, and (y) Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock, voting together as a single class (the “Redemption Request”), at any time on or after the fourth (4th) anniversary of the Series B ClosingE Original Issue Date, or the date Corporation shall redeem all, but not less than all, of the occurrence shares of Preferred Stock then outstanding in three (3) equal annual installments (each installment date, a Redemption Event as set forth in Section 9.3, or if any holder of Series A Preferred Shares elects to exercise its redemption right under this Section 9, any holder of Series B Preferred Shares may, at any time thereafter, require that the Company redeem all or a portion of the Series B Preferred Shares then held by such holder, prior to the Company’s redemption of any other Preferred Shares, in accordance with the following terms (“Series B Redemption Right”). In the event that a holder of Series B Preferred Shares (the “Requesting Series B Holder”) decides to require the Company to redeem all or a portion of its outstanding Series B Preferred Shares, the Requesting Series B Holder shall give a notice (the “Series B Redemption Notice”) to the Company of its intention. The Company shall promptly, and in any event within five (5) business days from the receipt of the Series B Redemption Notice, forward a copy of the Series B Redemption Notice to each holder of record of a Series B Preferred Share, at the address last shown on the records of the Company for such holder(s). The Series B Redemption Notice shall state (i) the number of the Series B Preferred Shares requested to be redeemed and (ii) the date on which the requested redemption shall be made by the Company (the “Series B Redemption Date”) which shall be ), commencing on a date not less more than thirty forty five (3045) business days from the date of the Series B Redemption Notice. Within fifteen (15) business days after the receipt of the Series B Redemption Notice Request, for a price per share equal to the appropriate Original Issue Price plus any declared and unpaid dividends per share for such series of Preferred Stock (the “Redemption Price”). On each Redemption Date, the Corporation shall redeem, on a pro rata basis in accordance with the number of shares of each series of Preferred Stock owned by each holder (except as set forth in this Section 4.4(A)), that number of outstanding shares of each series of Preferred Stock determined by dividing (i) the other holders total number of the Series B shares of such series of Preferred Shares, each of the other holders of the Series B Preferred Shares may exercise its right Stock outstanding immediately prior to require the Company to redeem all or a portion of its Series B Preferred Shares on the Series B such Redemption Date by notifying (ii) the Company and each other holder number of Series B Preferred Shares remaining Redemption Dates (including the Requesting Series B HolderRedemption Date to which such calculation applies) (such number, the “Eligible Shares” in writing respect of its intentionsuch series). The Corporation shall on each such Redemption Date redeem up to the maximum amount the Corporation may lawfully redeem out of funds legally available therefore in accordance with subsection (B) of this Section 4.4. If on any Redemption Date, setting forth the number of shares of Preferred Stock that may then be legally redeemed by the Series B Preferred Shares it requests Corporation is less than the number of such shares to be redeemed, then all of the Eligible Shares of Series E Preferred Stock in respect of such Redemption Date shall be redeemed on for the Series B applicable Redemption Price prior to the redemption of the Eligible Shares of any other series of Preferred Stock in respect of such Redemption Date and then the remaining Eligible Shares that should have been redeemed in respect of such Redemption Date, but any failure or refusal by another holder to exercise its right within such fifteen (15) business day period shall not be deemed a waiver by such holder nor prejudice any right of such holder to require the Company to redeem all or a portion of its Series B Preferred Shares at a later date. Any payment of the Series B Redemption Price (as defined below) shall be made by the Company to all holders whose Series B Preferred Shares are to were not, will be redeemed on the same Series B Redemption Date (collectively, the “Redeeming Series B Holders” and each, a “Redeeming Series B Holder”) pro rata based on basis from any additional legally available funds or as soon as the total Series B Redemption Price due to each Redeeming Series B Holder in proportion to the aggregate Series B Redemption Price payable by the CompanyCorporation has legally available funds therefor.

Right to Redemption. At If the Company fails to complete a Qualified IPO or a Trade Sale at any time after prior to the fourth five (4th5) year anniversary of the Initial Series B ClosingA-1 Closing Date, or the date of the occurrence of a Redemption Event as set forth in Section 9.3, or if any holder of Series A Preferred Shares elects to exercise its redemption right under this Section 9, any holder of Series B Preferred Shares may, at any time thereafteron or after the fifth anniversary of the Initial Series A-1 Closing Date, require that the Company redeem all or a portion of the Series B A Preferred Shares then held by such holder, prior to the Company’s redemption of any other Preferred Shares, in accordance with the following terms of this Section 7.2. Notwithstanding the foregoing, at no time shall the Company redeem all or a portion of the Series A Preferred Shares without the prior written consent of one hundred percent (“100%) of the holders of the Series B Redemption Right”)A-1 Senior Preferred Shares then outstanding. In the event that that a holder of the then outstanding Series B A Preferred Shares is entitled to require the Company to redeem all or a portion of its outstanding Series A Preferred Shares, and such holder (the “Requesting Series B A Holder”) decides to require the Company to redeem all or a portion of its outstanding Series B A Preferred Shares, the Requesting Series B A Holder shall give a notice (the “Series B A Redemption Notice”) to the Company of its intention. The Company shall promptly, and in any event within five ten (510) business days from the receipt of the Series B A Redemption Notice, forward a copy of the Series B A Redemption Notice to each holder of record of a Series B A Preferred ShareShares, at the address last shown on the records of the Company for such holder(s). The Series B A Redemption Notice shall state (i) the number of the Series B A Preferred Shares requested to be redeemed and (ii) the date on which the requested redemption shall be made by the Company (the “Series B A Redemption Date”) which shall be a date not less than thirty (30) business days from the date of the Series B A Redemption Notice. Within fifteen (15) business days after the receipt of the Series B A Redemption Notice by the other holders of the Series B A Preferred Shares, each of the other holders of the Series B A Preferred Shares may exercise its right to require the Company to redeem all or a portion of its Series B A Preferred Shares on the Series B A Redemption Date by notifying the Company and each other holder of Series B A Preferred Shares (including the Requesting Series B A Holder) in writing of its intention, setting forth the number of the Series B A Preferred Shares it requests to be redeemed on the Series B A Redemption Date, but any failure or refusal by another holder to exercise its right within such fifteen (15) business day period shall not be deemed a waiver by such holder nor prejudice any right of such holder to require the Company to redeem all or a portion of its Series B A Preferred Shares at a later date. Any payment of the Series B A Redemption Price (as defined below) shall be made by the Company to all holders whose Series B A Preferred Shares are to be redeemed on the same Series B Redemption Date (collectively, the “Redeeming Series B A Holders” and each, a “Redeeming Series B A Holder”) pro rata based on the total Series B A Total Redemption Price Amount due to each Redeeming Series B A Holder in proportion to the aggregate Series B A Total Redemption Price Amount payable by the Company.

Right to Redemption. At If the Company fails to complete a Qualified IPO or a Trade Sale at any time after prior to the fourth five (4th5) year anniversary of the Initial Series B Closing, or the date of the occurrence of a Redemption Event as set forth in Section 9.3, or if any holder of Series A Preferred Shares elects to exercise its redemption right under this Section 9A-1 Closing Date, any holder of Series B A-1 Senior Preferred Shares Share(s) may, at any time thereafteron or after the fifth anniversary of the Initial Series A-1 Closing Date, require that the Company redeem all or a portion of the Series B A-1 Senior Preferred Shares then held by such holder, prior to the Company’s redemption of any other Preferred Shares, in accordance with the following terms (“Series B Redemption Right”)terms. In the event that that a holder of the then outstanding Series B A-1 Senior Preferred Shares (the “Requesting Series B Holder”) decides is entitled to require the Company to redeem all or a portion of its outstanding Series B A-1 Senior Preferred Shares, and such holder (the “Requesting Senior Holder”) decides to require the 50 Company to redeem all or a portion of its outstanding Series A-1 Senior Preferred Shares, the Requesting Series B Senior Holder shall give a notice (the “Series B Senior Redemption Notice”) to the Company of its intention. The Company shall promptly, and in any event within five ten (510) business days from the receipt of the Series B Senior Redemption Notice, forward a copy of the Series B Senior Redemption Notice to each holder of record of a Series B A-1 Senior Preferred ShareShares, at the address last shown on the records of the Company for such holder(s). The Series B Senior Redemption Notice shall state (i) the number of the Series B A-1 Senior Preferred Shares requested to be redeemed and (ii) the date on which the requested redemption shall be made by the Company (the “Series B Senior Redemption Date”) ), which shall be a date not less than thirty (30) business days from the date of the Series B Senior Redemption Notice. Within fifteen (15) business days after the receipt of the Series B Senior Redemption Notice by the other holders of the Series B A-1 Senior Preferred Shares, each of the other holders of the Series B A-1 Senior Preferred Shares may exercise its right to require the Company to redeem all or a portion of its Series B A-1 Senior Preferred Shares on the Series B Senior Redemption Date by notifying the Company and each other holder of Series B A-1 Senior Preferred Shares (including the Senior Requesting Series B Holder) in writing of its intention, setting forth the number of the Series B A-1 Senior Preferred Shares it requests to be redeemed on the Series B Senior Redemption Date, but any failure or refusal by another holder to exercise its right within such fifteen (15) business day period shall not be deemed a waiver by such holder nor prejudice any right of such holder to require the Company to redeem all or a portion of its Series B A-1 Senior Preferred Shares at a later date. Any payment of the Series B Senior Redemption Price (as defined below) shall be made by the Company to all holders whose Series B A-1 Senior Preferred Shares are to be redeemed on the same Series B Senior Redemption Date (collectively, the “Senior Redeeming Series B Holders” and each, a “Senior Redeeming Series B Holder”) pro rata based on the total Series B Total Senior Redemption Price Amount due to each Senior Redeeming Series B Holder in proportion to the aggregate Series B Total Senior Redemption Price Amount payable by the Company.