Accelerated Redemption Event Clause Samples
Accelerated Redemption Event. All Class II Units held by the Class II Unitholder, to the extent still outstanding and not previously redeemed pursuant to the terms of this Article V by the Company, shall be automatically redeemed by the Company, without any action required by the Class II Unitholder, upon the termination of ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇’▇ employment with the Company following the date hereof by the Company without Cause or by ▇▇. ▇▇▇▇▇▇▇▇ with Good Reason (the date of either such event, the “Accelerated Redemp- tion Trigger Date”) out of funds lawfully available therefor at a price per Class II Unit equal to the Accelerated Redemption Price (calculated as of the date of such Accelerated Redemption Trigger Date and net of any amount paid pursuant to the proviso at the end of this sentence), which shall be paid, without interest, within ten (10) days after the Final Determination of the Accelerated Redemption Price pursuant to Section 5.5(b) of this Agreement, in cash by wire transfer of immediately available funds to an account specified in writing by the Class II Unitholder (the “Accelerated Redemption”); provided, that the amounts specified in clauses (i) and (ii) of the definition of Accelerated Redemption Price shall be paid, without interest, in cash by wire transfer of immediately available funds to an account specified in writing by the Class II Unitholder, within ten (10) days of the Accelerated Redemption Trigger Date.
Accelerated Redemption Event. Any one or more of the following events which shall occur and be continuing shall constitute an "Accelerated Redemption Event" if so declared by a Holder upon written notice to the Company, and shall trigger redemption (in addition to all other remedies) of the Convertible Preferred Shares pursuant to Section 4(a)(iv):
Accelerated Redemption Event. If prior to the Redemption Date, there is an Accelerated Redemption Event, then at the date of such Event (the "Accelerated Redemption Date"), the Company shall immediately either (i) pay each Holder the Preference Amount (determined as of the date of Accelerated Redemption Event) for such Holder, or (ii) deliver to each Holder the Parent Redemption Shares (determined as of the date of Accelerated Redemption Event) for such Holder; provided, Company may not elect to deliver the Parent Redemption Shares (and therefore must pay the Preference Amount) unless such Shares are listed on a Qualified Exchange and are freely tradable subject only to the rules and regulations of the Qualified Exchange generally applicable to stock actively traded on the Qualified Exchange; provided further, that such Holder may reject any such payment of the Preference Amount or delivery of the Parent Redemption Shares and instead elect to convert its Convertible Preferred Shares into Common Shares pursuant to Section 7 hereof. The Company shall provide five (5) Business Days prior written notice (if possible) to the Holders of its election pursuant to this Section 4(a)(iv) to either pay the Preference Amount or to provide the Parent Redemption Shares, and the Holders shall have three (3) Business Days from the date it receives such notice from Company to elect to convert into Common Shares pursuant to Section 7 hereof. For purposes of clarification, if any Holder elects to convert to Common Shares pursuant to Section 7 hereof, the Company shall not have the option of paying the Preference Amount or delivering Parent Redemption Shares. If either: (x) the Company fails to make the election to either pay the Preference Amount or deliver the Parent Redemption Shares by the fifth Business Day prior to the Accelerated Redemption Date, or (y) the Company elects to deliver Parent Redemption Shares and fails to deliver Parent Redemption Shares within two (2) Business Days after the Accelerated Redemption Date, then the Company shall be deemed to have elected to pay the Preference Amount and such payment obligation of the Company shall be a senior obligation of the Company immediately due and payable in full. If the Preference Amount is payable and has not been paid in full, in addition to other remedies, interest shall accrue thereon from the Accelerated Redemption Date until paid in full at the rate of 15% per annum, payable immediately and compounded monthly from the Accelerated Redemptio...