Method, Effect and Notice of Redemption Sample Clauses

Method, Effect and Notice of Redemption. (a) The election of the Company or any successor to redeem the Notes pursuant to Section 3.02 through Section 3.04 shall be evidenced by a Board Resolution. In the event that the Company or any Guarantor, or any successor is required to redeem, or elects for the Company or any Guarantor, or any successor to so redeem, the Notes pursuant to Section 3.02 through Section 3.05, it will deliver to the Trustee: (i) a certificate, signed in the name of the Company or the applicable Guarantor by two of its Officers or by its attorney-in-fact in accordance with its bylaws or those of any successor, as the case may be, stating that the Company or the applicable Guarantor or any successor, as the case may be, is entitled to redeem the Notes pursuant to their terms and setting forth a statement of facts showing that the condition or conditions precedent to the right of the Company or any Guarantor or any successor, as the case may be, to so redeem have occurred or been satisfied; and (ii) in respect of a redemption pursuant to Section 3.05, an Opinion of Counsel to the effect that the Company or the applicable Guarantor or any successor, as the case may be, is required to pay such Additional Amounts as a result of a Change in Tax Law. In relation to redemptions pursuant to Section 3.02 through Section 3.04 only, in the event that less than all of the Notes are to be redeemed at any time, selection of Notes for redemption will be made by the Trustee on a pro rata basis or by lot (or, in the case of Notes issued in global form, in accordance with the procedures of DTC), unless otherwise required by law or an applicable stock exchange. If Notes are redeemed in part, the remaining outstanding principal amount (including any Additional Notes, but excluding any Notes held by the Company or any of its Affiliates) must be at least equal to U.S.$100.0 million. A new Note in a principal amount equal to the unredeemed portion thereof, if any, will be issued in the name of the Holder thereof upon cancellation of the original Note (or appropriate adjustments to the amount and beneficial interests in a global note will be made, as appropriate).
Sample 1
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Method, Effect and Notice of Redemption. The election of the Company or the Guarantor for the Company to redeem the Notes pursuant to Section 3.02 through Section 3.04 shall be evidenced by a Board Resolution. In the event that the Company or the Guarantor or any successor is required to redeem, or elects for the Company to so redeem, the Notes, it will deliver to the Trustee: (i) a certificate, signed in the name of the Company by two of its Officers or by its attorney-in-fact in accordance with its bylaws or those of any successor, as the case may be, stating that the Company, the Guarantor, or any successor, as the case may be, entitled to redeem the Notes pursuant to their terms and setting forth a statement of facts showing that the condition or conditions precedent to the right of the Company or any successor, as the case may be, to so redeem have occurred or been satisfied; and (ii) in respect of a redemption pursuant to Section 3.05, an Opinion of Counsel to the effect that the Company or any successor or the Guarantor or any successor to the Guarantor has or will become obligated to pay Additional Amounts in excess of the Additional Amounts payable at the Minimum Withholding Level as a result of the change or amendment, that the Company, the Guarantor, or any successor, as the case may be, cannot avoid payment of such excess Additional Amounts by taking reasonable measures available to it and that all governmental requirements necessary for the Company, the Guarantor or any successor to effect the redemption have been complied with. In relation to redemptions pursuant to Sections 3.02 through 3.04 only, in the event that less than all of the Notes are to be redeemed at any time, selection of Notes for redemption will be made by the Trustee on a pro rata basis or by lot (or, in the case of Notes issued in global form, in accordance with the procedures of DTC), unless otherwise required by law. If Notes are redeemed in part, the remaining outstanding principal amount (including any Additional Notes, but excluding any Notes held by the Company or any of its Affiliates) must be at least equal to U.S.$100.0 million. A new Note in a principal amount equal to the unredeemed portion thereof, if any, will be issued in the name of the Holder thereof upon cancellation of the original Note (or appropriate adjustments to the amount and beneficial interests in a global note will be made, as appropriate).
Sample 1
Method, Effect and Notice of Redemption. (a) The election of the Issuer or any Guarantor, or any successor thereto, to redeem the Notes pursuant to Section 3.02(b) and Section 3.02(c) shall be evidenced by a Board Resolution. In the event that the Issuer or any Guarantor, or any successor is required to redeem, or elects for the Issuer or any Guarantor, or any successor to so redeem, the Notes pursuant to Section 3.02(b) and Section 3.02(c), it will deliver to the Trustee a certificate, signed in the name of the Issuer or the relevant Guarantor by two of its Officers or by its attorney-in-fact in accordance with its bylaws or those of any successor, as the case may be, stating that the Issuer or the relevant Guarantor or any successor, as the case may be, is entitled to redeem the Notes pursuant to their terms and setting forth a statement of facts showing that the condition or conditions precedent to the right of the Issuer or such Guarantor or any successor, as the case may be, to so redeem have occurred or been satisfied.
Sample 1
Method, Effect and Notice of Redemption. The election of the Company to redeem the Notes pursuant to Section 3.02 or 3.03 shall be evidenced by a Board Resolution. In case of any redemption of Notes at the election of the Company, the Company shall, at least 75 days prior to the Redemption Date fixed by the Company (unless a shorter notice shall be satisfactory to the Trustee), notify the Trustee in writing of such Redemption Date. In the event that the Company elects to so redeem the Notes, it will deliver to the Trustee: (i) a certificate, signed in the name of the Company by any two of its Officers or by its attorney-in-fact in accordance with its bylaws, stating that the Company is entitled to redeem the Notes pursuant to their terms and setting forth a statement of facts showing that the condition or conditions precedent to the right of the Company to so redeem have occurred or been satisfied; and (ii) an Opinion of Counsel to the effect that the Company has or will become obligated to pay Additional Amounts in excess of the Additional Amounts payable at the Minimum Withholding Level as a result of the change or amendment, that the Company cannot avoid payment of such excess Additional Amounts by taking reasonable measures available to it and that all governmental approvals necessary for the Company to effect the redemption have been obtained and are in full force and effect.
Sample 1

Related to Method, Effect and Notice of Redemption

  • Selection and Notice of Redemption If less than all of the Notes are to be redeemed in an offer to purchase at any time, the Trustee shall select the Notes to be redeemed among the Holders of the Notes in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed or, if the Notes are not so listed, on a pro rata basis, by lot or in accordance with any other method the Trustee considers fair and reasonable (subject to the procedures of DTC or any other Depositary). Redemptions pursuant to Section 3.07(b) of the Indenture shall be made on a pro rata basis or on as nearly a pro rata basis as practicable (subject to the provisions of the Depositary). In the event of partial redemption by lot, the particular Notes to be redeemed shall be selected prior to giving notice of such redemption by the Trustee from the outstanding Notes not previously called for redemption. Notices of redemption may not be conditional, except as provided in Section 3.04 of the Indenture. If any Note is to be redeemed in part only, the notice of redemption that relates to that Note will state the portion of the principal amount thereof to be redeemed. A new Note in principal amount equal to the unredeemed portion of the original Note will be issued in the name of the Holder thereof upon cancellation of the original Note. Notes called for redemption become due on the date fixed for redemption. On and after the redemption date, interest [and Additional Interest]*, if any, shall cease to accrue on Notes or portions of them called for redemption.

  • Effect of Notice of Redemption Once notice of redemption is mailed in accordance with Section 3.03 hereof, Notes called for redemption become irrevocably due and payable on the redemption date at the redemption price. A notice of redemption may not be conditional.

  • Date Fixed for, and Notice of, Redemption In the event the Company shall elect to redeem all of the Warrants that are subject to redemption, the Company shall fix a date for the redemption (the “Redemption Date”). Notice of redemption shall be mailed by first class mail, postage prepaid, by the Company not less than thirty (30) days prior to the Redemption Date to the registered holders of the Warrants to be redeemed at their last addresses as they shall appear on the registration books. Any notice mailed in the manner herein provided shall be conclusively presumed to have been duly given whether or not the registered holder received such notice.

  • Notice of Redemption Notice of redemption shall be given by first-class mail, postage prepaid, mailed not less than 30 nor more than 60 days prior to the Redemption Date, to each Holder of Securities to be redeemed, at his address appearing in the Security Register. All notices of redemption shall state:

  • Exercise After Notice of Redemption The Warrants may be exercised, for cash (or on a “cashless basis” in accordance with Section 6.2 of this Agreement) at any time after notice of redemption shall have been given by the Company pursuant to Section 6.3 hereof and prior to the Redemption Date. On and after the Redemption Date, the record holder of the Warrants shall have no further rights except to receive, upon surrender of the Warrants, the Redemption Price.

  • Form of Redemption Notice Notice of redemption under Section 10.01 shall be given by the Indenture Trustee by first-class mail, postage prepaid, or by facsimile mailed or transmitted not later than 10 days prior to the applicable Redemption Date to each Holder of Notes, as of the close of business on the Record Date preceding the applicable Redemption Date, at such Holder’s address or facsimile number appearing in the Note Register. All notices of redemption shall state:

  • Effect of Redemption If the Board of Directors elects or is deemed to have elected to redeem the Rights, (i) the right to exercise the Rights will thereupon, without further action and without notice, terminate and the only right thereafter of the holders of Rights shall be to receive the Redemption Price, and (ii) subject to Subsection 5.1(f) no further Rights shall be issued.

  • Method and Effect of Redemption (a) If the Issuer elects to redeem Notes, it must notify the Trustee of the Redemption Date and the principal amount of Notes to be redeemed by delivering an Officer’s Certificate at least 60 days before the Redemption Date (unless a shorter period is satisfactory to the Trustee). If fewer than all of the Notes are being redeemed, the Officer’s Certificate must also specify a record date not less than 15 days after the date the notice of redemption is given to the Trustee, and the Trustee will select the Notes to be redeemed (x) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange on which the Notes are listed, (y) on a pro rata basis to the extent practicable or (z) by lot or such other method the Trustee deems fair and appropriate (and in accordance with any applicable procedures of DTC). No Notes of $2,000 or less can be redeemed in part. The Trustee will notify the Issuer promptly of the Notes or portions of Notes to be called for redemption. Notice of redemption must be sent by the Issuer or at the Issuer’s request, by the Trustee in the name and at the expense of the Issuer, to Holders whose Notes are to be redeemed at least 30 days but not more than 60 days before the Redemption Date by first-class mail to the registered address of such Holders or otherwise given in accordance with the procedures of DTC, except that redemption notices may be mailed or given in accordance with the procedures of DTC more than 60 days prior to a Redemption Date if the notice is issued in connection with a defeasance of the Notes or a satisfaction and discharge of this Indenture in accordance with Article 8. Any notice of any redemption may be given prior to the redemption thereof, and any such redemption or notice may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of an Equity Offering or other corporate transaction.

  • Waiver of Redemption Rights Subscriber hereby waives any and all rights to redeem the Shares for a portion of the amounts held in the trust account into which substantially all of the proceeds of the IPO will be deposited (the “Trust Account”) in the event of the Company’s failure to timely complete an initial business combination, an extension of the time period to complete an initial business combination or upon the consummation of an initial business combination. For purposes of clarity, in the event Subscriber purchases shares of Common Stock included in the Units issued in the IPO (“Public Shares”), either in the IPO or in the aftermarket, any Public Shares so purchased shall be eligible to be redeemed for a portion of the amounts held in the Trust Account in the event of the Company’s failure to timely complete an initial business combination (but, for the avoidance of doubt, not in connection with an extension of the time period to complete an initial business combination or upon the consummation of an initial business combination).

  • Waiver of Redemption Tenant hereby waives, for itself and all persons claiming by and under Tenant, all rights and privileges which it might have under any present or future Legal Requirement to redeem the Premises or to continue this Lease after being dispossessed or ejected from the Premises.

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