Examples of Retained Debentures in a sentence
Such notice (the “Purchase Notice”) will specify the amount of Retained Debentures to be purchased, the Adjusted Principal Amount of such Retained Debentures, the Purchased Debenture Indemnity Amount in respect of each Retained Debenture to be purchased, the proposed date on which Liberty LLC is required to complete such purchase and make payment in respect of such Purchased Debentures (the “Payment Date”), and any other material terms related thereto.
All Retained Debentures purchased by Liberty LLC (“Purchased Debentures”) will be cancelled and will cease to be outstanding, and the obligations of the Company with respect to the Retained Debenture Indemnity in respect of such Purchased Debentures will terminate.
Not later than 4:00 p.m., New York City time, on the Business Day immediately preceding the proposed Payment Date of any purchase of Retained Debentures pursuant to a Purchase Offer, the Company will pay to Liberty LLC, in cash by wire transfer of immediately available funds to an account designated by Liberty LLC, the Purchased Debenture Indemnity Amount in respect of each Purchased Debenture.
Such notice (the “Liberty Indemnity Notice”) will specify the amount of Retained Debentures so surrendered, the Adjusted Principal Amount of such Retained Debentures, the Exchange Date, the Estimated Reference Share Value, the Estimated Retained Debenture Indemnity Amount in respect of each Retained Debenture so surrendered, and a good faith estimate of the settlement date for such exchange.
The Holders further agree that the Company is authorized to and the Company agrees to place “stop orders” on its books to prevent any conversion, assignment or transfer of Retained Debentures in violation hereof.
Debentureholders covenants and agree not to transfer their Retained Debentures for one (1) year from the date hereof.
The Holders agree that from December 28, 2015, through and including February 21, 2016 (the “Restriction Period”), no Holder will convert or assign or transfer any of the Retained Debentures.
All Retained Debentures purchased by Liberty LLC (“ Purchased6Debentures”) will be cancelled and will cease to be outstanding, and the obligations of the Company with respect to the Retained Debenture Indemnity in respect of such Purchased Debentures will terminate.2.2 Purchased Debenture Indemnity.
The Company and the Holders desire to modify the terms of the Retained Debentures as set forth in this Debenture Amendment and Restriction Agreement (the “Agreement”).
Capitalized terms not otherwise defined herein shall have the meanings set forth in the Retained Debentures, the July Purchase Agreement, and the August Purchase Agreement.