Common use of Special Redemption Clause in Contracts

Special Redemption. If a Mandatory Redemption Event occurs, then on the Special Redemption Date, the Issuers shall redeem $250,000,000 of the Notes then outstanding, at a redemption price (the “Special Redemption Price”) equal to the initial offer price of the Notes plus accrued and unpaid interest to, but not including, the Special Redemption Date (such redemption being referred to herein as a “Special Mandatory Redemption”). In addition, if at any time the Issuers determine that a Mandatory Redemption Event is reasonably likely to occur, then the Issuers may, at their option, redeem $250,000,000 of the Notes then outstanding on the Special Redemption Date, at a redemption price equal to the Special Redemption Price (such redemption being referred to herein as a “Special Optional Redemption”). If a Mandatory Redemption Event occurs, the Issuers will provide written notice thereof to the Trustee, which notice shall specify whether the redemption is a Special Mandatory Redemption or a Special Optional Redemption, the Special Redemption Price and the Special Redemption Date. Such notice shall also instruct the Trustee to send a notice of redemption to the Holders, which notice of redemption shall specify that the redemption is a Special Mandatory Redemption or a Special Optional Redemption, the Special Redemption Price and the Special Redemption Date. The Trustee shall select such Notes to be redeemed on a pro rata basis in accordance with the procedures of the Depositary. Such notice of redemption having been given, the $250,000,000 aggregate principal amount of Notes called for redemption shall become due and payable on the Special Redemption Date at the Special Redemption Price and shall cease to accrue interest, unless the Issuers fail to redeem such Notes. Upon the consummation of the Special Acquisitions, this Section 3.09 shall terminate and cease to apply.

Special Redemption. If a Mandatory Redemption Event occursIn the event that the Escrow Release Date has not occurred on or prior to the earlier to occur of (i) the determination by the Board of Directors of the Company, then in its good faith judgment, that the Escrow Release Date will not occur on or prior to the Special Redemption Outside Date, (ii) the Acquisition Agreement having been terminated in accordance with its terms, or (iii) the Outside Date, the Issuers Issuer shall redeem $250,000,000 each Note (the “Special Redemption”), on the date that is five Business Days after the Date of the Notes then outstanding, at a redemption price Determination (the “Special Redemption PriceDate”) ), at a cash redemption price equal to the initial offer price principal amount of the Notes Notes, plus accrued and unpaid interest tofrom the Issue Date, or from the most recent date to which interest has been paid or provided for, to but not including, the Special Redemption Date (such redemption being referred to herein as a the “Special Mandatory RedemptionRedemption Price”). In additionIf the Escrow Release Date has not occurred on or prior to the Date of Determination, if at any time upon the Issuers determine that a Mandatory Redemption Event is reasonably likely to occur, then the Issuers may, at their option, redeem $250,000,000 receipt of the Notes then outstanding on Date of Determination Officer Certificate and an Opinion of Counsel, to the Special Redemption Date, at a redemption price equal effect that all conditions precedent provided for in this Indenture with respect to the Special Redemption Price have been complied with, which the Issuer is required to provide by the close of business on the next Business Day following the Date of Determination, the Trustee will send a notice of such Special Redemption on behalf of the Escrow Issuer to the Holders of the Notes (such redemption being referred in the form provided to herein as a “Special Optional Redemption”)it by the Escrow Issuer) on the second Business Day after the Date of Determination. If the Escrow Release Date has not occurred and the Trustee has not received a Mandatory Redemption Event occursDate of Determination Officer Certificate and the Opinion of Counsel described in the preceding paragraph prior to 5:00 pm (New York Time) on the Outside Date, the Issuers will provide written Trustee shall issue a notice thereof to of Special Redemption on the Trusteesecond Business Day following the Outside Date, which notice shall will specify whether the redemption is a Special Mandatory Redemption or a Special Optional Redemption, fifth Business Day following the Special Redemption Price and Outside Date as the Special Redemption Date. Such notice shall also instruct Upon the Trustee deposit of funds sufficient to send a notice of redemption to the Holders, which notice of redemption shall specify that the redemption is a Special Mandatory Redemption or a Special Optional Redemption, pay the Special Redemption Price and the Special Redemption Date. The Trustee shall select such of all Notes to be redeemed on a pro rata basis in accordance with the procedures of the Depositary. Such notice of redemption having been given, the $250,000,000 aggregate principal amount of Notes called for redemption shall become due and payable on the Special Redemption Date at with the Paying Agent no later than the Business Day prior to such Special Redemption Date, the Notes will cease to bear interest and all rights under the Notes shall terminate. The Escrow Issuer will not be required to make a Special Redemption following the Release. After payment of the Special Redemption Price and shall cease to accrue interest, unless the Issuers fail to redeem such Notes. Upon the consummation Holders of the Special AcquisitionsNotes, this Section 3.09 shall terminate and cease any excess Escrow Property will be returned to applythe Issuer.

Special Redemption. If a Mandatory Redemption Event occursIn the event that the Escrow Release Date has not occurred on or prior to the earlier to occur of (i) the determination by the Board of Directors of the Company, then in its good faith judgment, that the Escrow Release Date will not occur on or prior to the Special Redemption Outside Date, (ii) the Acquisition Agreement having been terminated in accordance with its terms, or (iii) the Outside Date, the Issuers Issuer shall redeem $250,000,000 each Note (the “Special Redemption”), on the date that is five Business Days after the Date of the Notes then outstanding, at a redemption price Determination (the “Special Redemption PriceDate”) ), at a cash redemption price equal to the initial offer price principal amount of the Notes Notes, plus accrued and unpaid interest tofrom the Issue Date, or from the most recent date to which interest has been paid or provided for and Additional Amounts, if any, to but not including, the Special Redemption Date (such redemption being referred to herein as a the “Special Mandatory RedemptionRedemption Price”). In additionIf the Escrow Release Date has not occurred on or prior to the Date of Determination, if at any time upon the Issuers determine that a Mandatory Redemption Event is reasonably likely to occur, then the Issuers may, at their option, redeem $250,000,000 receipt of the Notes then outstanding on Date of Determination Officer Certificate and an Opinion of Counsel, to the Special Redemption Date, at a redemption price equal effect that all conditions precedent provided for in this Indenture with respect to the Special Redemption Price have been complied with, which the Issuer is required to provide by the close of business on the next Business Day following the Date of Determination, the Trustee will send a notice of such Special Redemption on behalf of the Issuer to the Holders of the Notes (such redemption being referred in the form provided to herein as a “Special Optional Redemption”)it by the Issuer) on the second Business Day after the Date of Determination. If the Escrow Release Date has not occurred and the Trustee has not received a Mandatory Redemption Event occursDate of Determination Officer Certificate and the Opinion of Counsel described in the preceding paragraph prior to 5:00 pm (New York Time) on the Outside Date, the Issuers will provide written Trustee shall issue a notice thereof to of Special Redemption on the Trusteesecond Business Day following the Outside Date, which notice shall will specify whether the redemption is a Special Mandatory Redemption or a Special Optional Redemption, fifth Business Day following the Special Redemption Price and Outside Date as the Special Redemption Date. Such notice shall also instruct Upon the Trustee deposit of funds sufficient to send a notice of redemption to the Holders, which notice of redemption shall specify that the redemption is a Special Mandatory Redemption or a Special Optional Redemption, pay the Special Redemption Price and the Special Redemption Date. The Trustee shall select such of all Notes to be redeemed on a pro rata basis in accordance with the procedures of the Depositary. Such notice of redemption having been given, the $250,000,000 aggregate principal amount of Notes called for redemption shall become due and payable on the Special Redemption Date at with the Paying Agent no later than the Business Day prior to such Special Redemption Date, the Notes will cease to bear interest and all rights under the Notes shall terminate. The Escrow Issuer will not be required to make a Special Redemption following the Release. After payment of the Special Redemption Price and shall cease to accrue interest, unless the Issuers fail to redeem such Notes. Upon the consummation Holders of the Special AcquisitionsNotes, this Section 3.09 shall terminate and cease any excess Escrow Property will be returned to applythe Issuer.

Special Redemption. If a Mandatory Redemption Event occursthe Xxxxxx Acquisition shall not have occurred on or prior to the Acquisition Deadline Date (or the Xxxxxx Acquisition shall have been terminated or abandoned prior to such date), then on the Special Redemption Company shall, no later than the sixth day following the Acquisition Deadline Date (or in the case where the Xxxxxx Acquisition shall have been terminated or abandoned prior to the Acquisition Deadline Date, no later than the Issuers shall redeem $250,000,000 date that is the earlier of (x) the Notes then outstandingdate that is the 30th day following the date of such termination or abandonment and (y) the sixth day following the Acquisition Deadline Date), give the Trustee and the Holders at least five Business Days’ (but no more than 10 Business Days’) prior written notice of a special redemption price (the “Special Redemption Price”) equal by telecopier, courier or first-class mail to the initial offer price of the Notes plus accrued Trustee’s Corporate Trust Office and unpaid interest to, but not including, the Special Redemption Date (such redemption being referred to herein as a “Special Mandatory Redemption”). In addition, if at any time the Issuers determine that a Mandatory Redemption Event is reasonably likely to occur, then the Issuers may, at their option, each Holder’s registered address and redeem $250,000,000 all of the Notes then outstanding on (the “Special Redemption Date, Redemption”) at a redemption price equal to 107% of the aggregate principal amount thereof, together with accrued but unpaid interest (including, for the avoidance of doubt, pre-issuance interest) thereon to the date of such redemption (the “Special Redemption Price Date”) (subject to the right of Holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date). The Company will pay, through the Paying Agent, such redemption being referred price for any Note together with accrued and unpaid interest to herein as a “Special Optional Redemption”). If a Mandatory Redemption Event occurs, the Issuers will provide written notice thereof to the Trustee, which notice shall specify whether the redemption is a Special Mandatory Redemption or a Special Optional Redemption, the Special Redemption Price and the Special Redemption Date. Such notice shall also instruct the Trustee to send a notice of redemption to the Holders, which notice of redemption shall specify that the redemption is a Special Mandatory Redemption or a Special Optional Redemption, the Special Redemption Price On and after the Special Redemption Date. The Trustee shall select such Notes , interest will cease to be redeemed accrue on a pro rata basis in accordance with the procedures of the Depositary. Such notice of redemption having been given, the $250,000,000 aggregate principal amount of Notes called for redemption shall become due and payable on as long as the Special Redemption Date at Company has deposited with the Special Redemption Price and shall cease Paying Agent funds in satisfaction of such redemption price pursuant to accrue interest, unless the Issuers fail to redeem such Notes. Upon the consummation of the Special Acquisitions, this Section 3.09 shall terminate and cease to applyIndenture.

Special Redemption. If a Mandatory Redemption Event occurs, then on the Special Redemption Date, the Issuers shall redeem $250,000,000 of the Notes then outstanding, at a redemption price (the “Special Redemption Price”) equal to the initial offer price of the Notes plus accrued and unpaid interest to, but not including, the Special Redemption Date (such redemption being referred to herein as a “Special Mandatory Redemption”)Date. In addition, if at any time the Issuers determine that a Mandatory Redemption Event is reasonably likely to occur, then the Issuers may, at their option, redeem $250,000,000 of the Notes then outstanding on the Special Redemption Date, at a redemption price equal to the Special Redemption Price (such redemption being referred to herein as a “Special Optional Redemption”)Price. If a Mandatory Redemption Event occurs, the Issuers will provide written notice thereof to the Trustee, which notice shall specify whether the redemption is a Special Mandatory Redemption or a Special Optional Redemption, the Special Redemption Price and the Special Redemption Date. Such notice shall also instruct the Trustee to send a notice of redemption to the Holders, which notice of redemption shall specify that the redemption is a Special Mandatory Redemption or a Special Optional Redemption, the Special Redemption Price and the Special Redemption Date. The Trustee shall select such Notes to be redeemed on a pro rata basis in accordance with the procedures of the Depositary. Such notice of redemption having been given, the $250,000,000 aggregate principal amount of Notes called for redemption shall become due and payable on the Special Redemption Date at the Special Redemption Price and shall cease to accrue interest, unless the Issuers fail to redeem such Notes. Upon the consummation of the Special Acquisitions, the provisions of this Section 3.09 paragraph shall terminate and cease to apply.

Special Redemption. If The 2073 Bonds shall also be redeemable, as a Mandatory Redemption Event occurswhole but not in part, then on the Special Redemption Date, the Issuers shall redeem $250,000,000 at 125% of the Notes then outstanding, at a redemption price principal amount of the 2073 Bonds (the “Special Redemption Price”) equal in the event that (i) all the outstanding common stock of the Company shall be acquired by some governmental body or instrumentality and the Company elects to redeem all of the bonds of all series, the redemption date in any such event to be not more than one hundred twenty (120) days after the date on which all said stock is so acquired, or (ii) all, or substantially all, the mortgaged and pledged property constituting bondable property which at the time shall be subject to the initial offer price lien of the Notes plus Indenture as a first lien shall be released from the lien of the Indenture pursuant to the provisions thereof, and available moneys in the hands of the Trustee, including any moneys deposited by the Company available for the purpose, are sufficient to redeem all the bonds of all series at the redemption prices (together with accrued and unpaid interest to, but not includingto the date of redemption) specified therein applicable to the redemption thereof upon the happening of such event. In the event of any redemption pursuant to this Section 4(e) hereof, the Special Redemption Date (Company has agreed that before any such redemption being referred to herein as date, the Company will deposit with the Trustee a “Special Mandatory Redemption”). In addition, if at any time the Issuers determine that a Mandatory Redemption Event is reasonably likely to occur, then the Issuers may, at their option, redeem $250,000,000 sum of the Notes then outstanding on the Special Redemption Date, at a redemption price money equal to the Special Redemption Price Price. Any notice of redemption pursuant to this Section 4(e) hereof shall be delivered or given not less than 30 nor more than 90 days prior to the redemption date to the holders of 2073 Bonds to be redeemed (such redemption being referred to herein which, as long as the 2073 Bonds are held in the book-entry only system, will be the Depositary, its nominee or a “Special Optional Redemption”successor depositary). If a Mandatory Redemption Event occursthe redemption notice is given and funds deposited as required, then interest will cease to accrue from and after the redemption date on all or such portions of the 2073 Bonds so called for redemption. In the event of any such redemption, the Issuers Company will provide written notice thereof notify the Trustee of its election at least 45 days prior to the redemption date (or a shorter period acceptable to the Trustee, which notice shall specify whether ). The Company will provide the redemption is Trustee a Special Mandatory Redemption or a Special Optional Redemption, reasonably detailed computation of the Special Redemption Price and with such notice (or, if not then known, the Special Redemption Date. Such notice shall also instruct manner of calculation, with the actual computation provided by the Company to the Trustee to send a notice of redemption to the Holders, which notice of redemption shall specify that the redemption is a Special Mandatory Redemption or a Special Optional Redemption, the Special Redemption Price and the Special Redemption Date. The Trustee shall select such Notes to be redeemed on a pro rata basis in accordance with the procedures of the Depositary. Such notice of redemption having been given, the $250,000,000 aggregate principal amount of Notes called for redemption shall become due and payable on the Special Redemption Date at the Special Redemption Price and shall cease to accrue interest, unless the Issuers fail to redeem such Notes. Upon the consummation of the Special Acquisitions, this Section 3.09 shall terminate and cease to applypromptly following its computation).

Special Redemption. If a Mandatory Redemption Event occursthe Xxxxxx Acquisition shall not have occurred on or prior to the Acquisition Deadline Date (or the Xxxxxx Acquisition shall have been terminated or abandoned prior to such date), then on the Special Redemption Company shall, no later than the sixth day following the Acquisition Deadline Date (or in the case where the Xxxxxx Acquisition shall have been terminated or abandoned prior to the Acquisition Deadline Date, no later than the Issuers shall redeem $250,000,000 date that is the earlier of (x) the Notes then outstandingdate that is the 30th day following the date of such termination or abandonment and (y) the sixth day following the Acquisition Deadline Date), give the Trustee and the Holders at least five Business Days’ (but no more than 10 Business Days’) prior written notice of a special redemption price (the “Special Redemption Price”) equal by telecopier, courier or first-class mail to the initial offer price of the Notes plus accrued Trustee’s Corporate Trust Office and unpaid interest to, but not including, the Special Redemption Date (such redemption being referred to herein as a “Special Mandatory Redemption”). In addition, if at any time the Issuers determine that a Mandatory Redemption Event is reasonably likely to occur, then the Issuers may, at their option, each Holder’s registered address and redeem $250,000,000 all of the Notes then outstanding on (the “Special Redemption Date, Redemption”) at a redemption price equal to 107% of the aggregate principal amount thereof, together with accrued but unpaid interest (including, for the avoidance of doubt, pre-issuance interest) thereon to the date of such redemption (the “Special Redemption Price Date”) (subject to the right of Holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date). The Company will pay, through the Paying Agent, such redemption being referred price for all Notes together with accrued and unpaid interest to herein as a “Special Optional Redemption”). If a Mandatory Redemption Event occurs, the Issuers will provide written notice thereof to the Trustee, which notice shall specify whether the redemption is a Special Mandatory Redemption or a Special Optional Redemption, the Special Redemption Price and the Special Redemption Date. Such notice shall also instruct the Trustee to send a notice of redemption to the Holders, which notice of redemption shall specify that the redemption is a Special Mandatory Redemption or a Special Optional Redemption, the Special Redemption Price On and after the Special Redemption Date. The Trustee shall select such Notes , interest will cease to be redeemed accrue on a pro rata basis in accordance with the procedures of the Depositary. Such notice of redemption having been given, the $250,000,000 aggregate principal amount of Notes called for redemption shall become due and payable on as long as the Special Redemption Date at Company has deposited with the Special Redemption Price and shall cease Paying Agent funds in satisfaction of such redemption price pursuant to accrue interest, unless the Issuers fail to redeem such Notes. Upon the consummation of the Special Acquisitions, this Section 3.09 shall terminate and cease to applyIndenture.