Equity Redemption Clause Samples

Equity Redemption. On the Closing Date, after repayment of any obligations outstanding under the Existing Credit Agreement, the Borrower will distribute the remaining proceeds of the First Lien Term Facility and Second Lien Term Facility to Holdings to enable Holdings to effect a redemption of all outstanding Class A Units and to pay related transaction expenses. Holdings will effect the redemption of the Class A Units by a series of related transactions that may include: (i) a cash distribution to SRAM-SP2 in redemption of portion of its Class B Units, which cash will be used by SRAM-SP2 (or a Subsidiary of SRAM-SP2) to purchase the Stock of certain Persons that hold Class A Units (the “Blocker Corporations”), (ii) cash distributions to SRAM-SP2 to pay any taxes, expenses or other costs incurred by SRAM-SP2 or its shareholders in connection with the transaction, (iii) a cash distribution to all Persons other than the Blocker Corporations that hold Class A Units in full and complete redemption of their Class A Units and (iv) an amendment and restatement of the Limited Liability Company Operating Agreement of Holdings to replace the separate Class A Units and Class B Units issued thereunder with a single class of common units, and to eliminate the corporate governance and liquidity rights associated with the Class A Units. Following the Equity Redemption, SRAM-SP2 may cause the consolidation of the Blocker Corporations into one or more limited liability companies or other type of legal entity. In connection with the consummation of an initial public offering of Stock of a Parent Company, the direct and indirect beneficial owners of Holdings will exchange their Stock of Holdings for Stock of the Parent Company. The exchange may be effected by (i) a transfer of Stock of Holdings to the Parent Company in exchange for Stock of the Parent Company or (ii) a transfer of Stock of a Person that holds Stock of Holdings to the Parent Company or a Subsidiary of the Parent Company in exchange for Stock of the Parent Company. These transfers may be effected by a direct Stock-for-Stock exchange or by merger or combination with the Parent Company or a Subsidiary of the Parent Company.

Equity Redemption. The equity investment issued pursuant to this Assistance Agreement may be redeemed (1) upon the request of the Recipient or (2) by the CDFI Fund, at its discretion, at such time as the Recipient has been found by the CDFI Fund to be noncompliant with the Assistance Agreement. The redemption price shall be the lesser of the fair market value at the time of redemption and the original purchase price paid by the CDFI Fund for such equity shares. The Recipient shall engage a qualified third party at its own expense to determine fair market value and submit such valuation to the CDFI Fund to confirm the fair market value and redemption price of the equity investment. The CDFI Fund will review and approve all third party valuations.

Equity Redemption. In consideration for this Agreement and the Salary and other benefits provided herein, the Executive shall sell to GFSI Holdings, Inc., a Delaware corporation and the sole stockholder of the Company ("Holdings"), on or around April 1, 2001, all shares of the common stock and preferred stock of Holdings owned or held by the Executive or any immediate family member, trust or other affiliate of the Executive, at a purchase price equal to the sum of the cost of such stock and any accrued dividends due and owing on the preferred stock, which sum the parties agree is equal to $_____ in the aggregate.

Equity Redemption. (i) Notwithstanding anything to the contrary contained herein or in the LLC Agreement, subject to Executive assisting the Precision Boards in completing a prompt and effective management transition, (A) if on or before September 30, 2002, Executive's employment is terminated for any reason or for no reason as set forth in Section 1.8, within 60 days after the Termination Date, Executive will sell to LLC or its designee, and the Company will cause LLC or its designee to purchase in cash from Executive, (I) other than with respect to clause (II), his equity interest in LLC at cost, and (II) with respect to any equity interest in LLC issued to Executive upon the exercise of options, such equity interest at the fair market value thereof as of the Termination Date (as determined by the management committee of LLC in its good faith discretion) and; provided, however, that notwithstanding the foregoing, this clause (A) will be of no further force or effect (x) if on or after September 30, 2001 through and including September 30, 2002, but prior to delivery of a termination notice as set forth in Section 1.8 or the Executive's Notice or the Company's Notice, the Company consummates an acquisition which has a total purchase price of at least $10 million, including all earn-outs and contingent payments calculated as if all conditions were met and such amounts were due and payable upon closing (a "$10 MILLION ACQUISITION") or (y) if on or after September 30, 2001 through and including September 30, 2002, but prior to delivery of a termination notice as set forth in Section 1.8 or a $10 million Acquisition, the Executive's Notice (as defined below) or the Company's Notice (as defined below) has been delivered and' the Company consummates a Mid State Sale as set forth in Section 1.5(c)(ii); (B) if on or after the earliest to occur of October 1, 2002, a $10 Million Acquisition and a Mid State Sale in which the Executive's Notice or the Company's Notice has been delivered, the Company terminates Executive's employment without Cause or Executive terminates his employment with Good Reason as set forth in Section 1.8(a)(i), within 60 days after the Termination Date, Executive will sell to LLC or its designee, and the Company will cause LLC or its designee to purchase in cash from Executive, his equity interest in LLC at the fair market value thereof as of the Termination Date (as determined by the management committee of LLC in its good faith discretion); or (C) if the Comp...

Equity Redemption. Notwithstanding anything to the contrary contained herein or in the LLC Agreement, subject to Executive complying with the Precision Boards' reasonable requests in implementing a prompt and effective management transition other than in the case of Executive's Death and to the extent reasonable in the case of Executive's Disability, (i) if the Company terminates Executive's employment without Cause or Executive terminates his employment with Good Reason or in the event that Executive's employment is terminated because of Executive's Death or Disability, each as set forth in Section 1.8(a), within 60 days after the Termination Date Executive will sell to LLC or its designee, and the Company will cause LLC or its designee to purchase in cash from Executive, his equity interest in LLC at the fair market value thereof as of the Termination Date (as determined by the management committee of LLC in its good faith discretion); or (ii) if the Company provides a Non-Renewal Notice to Executive, within 60 days after the Termination Date Executive will sell to LLC or its designee, and the Company will cause LLC or its designee to purchase in cash from Executive, his equity interest in LLC at the fair market value thereof as of the Termination Date (as determined by the management committee of LLC in its good faith discretion). provided, however, that in the case of Sections 1.5(c)(i) and (ii), if Executive breaches his obligation to comply with the Precision Boards' reasonable requests in implementing a prompt and effective management transition, LLC or its designee will retain for a one-year period after such Termination Date the right, but not the obligation, to purchase in cash from Executive, and Executive will sell to LLC or its designee upon notice from LLC or its designee, his equity interest in LLC at cost; provided, further, however, subject to other applicable provisions of this Agreement, if LLC or its designee has not purchased Executive's equity interest in LLC within 60 days after the Termination Date, simple interest shall accrue at an annual rate of 8% on such payment commencing on the 61st day following the Termination Date to the date such payment is made by LLC or its designee to Executive.

Equity Redemption. In addition, until January 15, 2016, the Issuer may, at its option, on one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price equal to 111.250% of the aggregate principal amount thereof, plus accrued and unpaid interest thereon and Additional Interest, if any, to the applicable Redemption Date, subject to the right of Holders of Notes of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date, with the net cash proceeds of one or more Equity Offerings; provided (i) that at least 50% of the sum of the original aggregate principal amount of Notes issued under this Indenture and the original principal amount of any Additional Notes that are Notes issued under this Indenture after the initial Issue Date remains outstanding immediately after the occurrence of each such redemption and (ii) that each such redemption occurs within 90 days of the date of closing of each such Equity Offering.

Equity Redemption. Except as contemplated by EXHIBIT 5.15, redeem any capital stock of any class or any convertible debt or other equity security of the Borrower except as required by the Warrants;

Equity Redemption. If the conditions provided for in Article 4 are failed to be completely fulfilled in 120 days after the signing date of the Agreement, Jiangsu Pypo is entitled to redeem its shares of Target Equity based on the transfer consideration and terminate the Agreement.