Optional Remarketing Clause Samples
Optional Remarketing. (a) On or prior to the thirteenth Business Day immediately preceding the Stock Purchase Date but no earlier than the sixteenth Business Day immediately preceding the Stock Purchase Date, Holders of Separate Notes may elect to have their Separate Notes remarketed by delivering their Separate Notes, together with a notice of such election, substantially in the form of Exhibit C to the Pledge Agreement, to the Custodial Agent. On the eleventh Business Day immediately prior to the Stock Purchase Date, by 10:00 a.m., New York City time, the Custodial Agent shall notify the Remarketing Agent of the aggregate principal amount of such Separate Notes to be remarketed. The Custodial Agent will hold such Separate Notes in an account separate from the Collateral Account. A Holder of Separate Notes electing to have its Separate Notes remarketed will also have the right to withdraw such election by written notice to the Custodial Agent, substantially in the form of Exhibit D to the Pledge Agreement, on or prior to the thirteenth Business Day immediately preceding the Stock Purchase Date, upon which notice the Custodial Agent will return such Separate Notes to such Holder.
(b) On the tenth Business Day immediately preceding the Stock Purchase Date, the Custodial Agent at the written direction of the Remarketing Agent will deliver to the Remarketing Agent for Remarketing all Separate Notes delivered to the Custodial Agent pursuant to Section 4.5(d) of the Pledge Agreement and not withdrawn pursuant to the terms thereof prior to such date. If the Holder of the Separate Notes delivers only such notice but not the Separate Notes subject to such notice, then none of such Holder's Separate Notes shall be included in the Remarketing. Once the Holder of Separate Notes elects to participate in the Remarketing, such Separate Notes will be remarketed in the Remarketing, unless such notice is properly withdrawn. In accordance with Section 4.5(d) of the Pledge Agreement, upon the occurrence of a Last Failed Remarketing, the Remarketing Agent will promptly return such Separate Notes to the Custodial Agent for redelivery to such Holders of such Separate Notes.
Optional Remarketing. Pursuant to the Indenture and the Remarketing Agreement, holders of Separated Senior Notes may elect to have such Separated Senior Note remarketed if such holder, on or prior to the second Business Day, but no earlier than the fifth Business Day, preceding the first of the three sequential remarketing dates of any Three-Day Remarketing Period, delivers (a) to the Trustee and the Collateral Agent a notice of that election, substantially in the form of Exhibit B of the Indenture Officers' Certificate and Exhibit F of the Pledge Agreement, respectively, specifying the aggregate principal amount of Senior Notes to be remarketed, and (b) such Separated Senior Notes, by book-entry transfer or other appropriate procedures, to the Collateral Agent for Remarketing, in each case, pursuant to the Indenture. Once the holder of such Separated Senior Notes delivers such notice and Separated Senior Notes as specified in the preceding sentence, such election may not be withdrawn and may not be conditioned upon the level at which the Reset Rate is established in the Remarketing; provided, however, that if such a holder delivers only such a notice but not the Separated Senior Notes subject to the notice, then none of such holder's Separated Senior Notes shall be included in the Remarketing.
Optional Remarketing. 17 Section 5.8 Application of Proceeds in Settlement; Remarketing................................... 18
Optional Remarketing. Pursuant to the Indenture and the Remarketing Agreement, holders of Separated Debt Securities may elect to have such Separated Debt Security remarketed if such holder, on or prior to 5:00 p.m. (New York City time) on the Election Date, delivers (a) to the Trustee and the Collateral Agent a notice of that election, substantially in the form of Exhibit __ of the Indenture Officers' Certificate and Exhibit __ of the Pledge Agreement, respectively, specifying the aggregate principal amount of Debt Securities to be remarketed, and (b) such Separated Debt Securities, by book-entry transfer or other appropriate procedures, to the Collateral Agent for Remarketing, in each case, pursuant to the Indenture. Once the holder of such Separated Debt Securities delivers such notice and Separated Debt Securities as specified in the preceding sentence, such election may not be withdrawn and may not be conditioned upon the level at which the Reset Rate is established in the Remarketing; provided, however, that if such a holder delivers only such a notice but not the Separated Debt Securities subject to the notice, then none of such holder's Separated Debt Securities shall be included in the Remarketing.
Optional Remarketing. 62 Section 5.12
Optional Remarketing. 13 Section 1.8. Sinking Fund...............................................14 Section 1.9.
Optional Remarketing. On or prior to the thirteenth Business Day immediately preceding the Stock Purchase Date but no earlier than the sixteenth Business Day immediately preceding the Stock Purchase Date, Holders of Separate Notes may elect to have their Separate Notes remarketed by delivering their Separate Notes, together with a notice of such election, substantially in the form of Exhibit C to the Pledge Agreement, to the Custodial Agent. A Holder of Separate Notes electing to have its Separate Notes remarketed will also have the right to withdraw such election by written notice to the 4 Custodial Agent, substantially in the form of Exhibit D to the Pledge Agreement, on or prior to the thirteenth Business Day immediately preceding the Stock Purchase Date, upon which notice the Custodial Agent will return such Separate Notes to such Holder. If the Holder of the Separate Notes delivers only such notice but not the Separate Notes subject to such notice, then none of such Holder's Separate Notes shall be included in the Remarketing. Once the Holder of Separate Notes elects to participate in the Remarketing, such Separate Notes will be remarketed in the Remarketing unless such notice is properly withdrawn.
Optional Remarketing. (i)(A) Unless a Termination Event has occurred, (B) there are any accumulated and unpaid dividends on the Convertible Preferred Stock in respect of prior dividend periods or (C) the Company has not declared a dividend payable on the March 1, 2022 Dividend Payment Date, the Company may elect, at its option, to engage the Remarketing Agent(s), pursuant to the terms of the Remarketing Agreement, to remarket the aggregate number of shares of Convertible Preferred Stock underlying the aggregate Applicable Ownership Interests in Convertible Preferred Stock that are components of Corporate Units, along with any Separate Shares of Convertible Preferred Stock, the holders of which have elected to participate in such remarketing pursuant to Section 5.02(e) below over a period of fifteen consecutive Business Days (each such period, an “Optional Remarketing Period”) selected by the Company that falls during the Optional Remarketing Window (it being understood that the Company has the right to, in its sole and absolute discretion, attempt an Optional Remarketing during multiple Optional Remarketing Periods during the Optional Remarketing Window so long as the Company provides notice of each Optional Remarketing Period in accordance with Section 5.02(a)(ii) below).
Optional Remarketing. Subject to the terms of the Remarketing Underwriting Agreement, on or prior to the fifth Business Date immediately preceding the Purchase Contract Settlement Date, but no earlier than the Payment Date immediately preceding the Purchase Contract Settlement Date, holders of Separate Preferred Securities which are not components of Income PRIDES may elect to have their Separate Preferred Securities remarketed in the same manner as Underlying Preferred Securities which are components of Income PRIDES (as described herein) by delivering their Separate Preferred Securities, along with a notice of such election, to the Custodial Agent. The Custodial Agent will hold such Separate Preferred Securities in an account separate from the collateral account in which the Pledged Securities will be held. Holders of Separate Preferred Securities electing to have their Separate Preferred Securities remarketed will also have the right to withdraw such election on or prior to the fifth Business Day immediately preceding the Purchase Contract Settlement Date.
Optional Remarketing. Unless a Termination Event or a Successful Optional Remarketing has occurred, the Company and the Notes Issuer may elect, at their option, to engage the Remarketing Agent(s), pursuant to the terms of the Remarketing Agreement, to remarket the aggregate RSNs underlying the aggregate Applicable Ownership Interests in Notes that are components of Corporate Units, along with any Separate RSNs of either series, the holders of which have elected to participate in such remarketing pursuant to the Indenture and Section 5.02(d), on any Optional Remarketing Date occurring during the Period for Optional Remarketing (any such period of up to 15 Business Days selected by the Company for an Optional Remarketing, an “Optional Remarketing Period”); (ii) The Company or the Notes Issuer, as applicable, shall request that the Depository notify the Depository Participants holding Corporate Units, Treasury Units and Separate RSNs of the Company’s election to conduct an Optional Remarketing no later than five Business Days prior to the first day of the applicable Optional Remarketing Period, and the Company shall provide a copy of such request to the Purchase Contract Agent, the Collateral Agent and the Custodial Agent.