Common use of Procedures for Redemption Clause in Contracts

Procedures for Redemption. (i) If the Fund shall determine or be required to redeem, in whole or in part, VMTP Shares of a Series pursuant to Section 2.5(a), (b) or (c), the Fund shall deliver a notice of redemption (the “Notice of Redemption”), by overnight delivery, by first class mail, postage prepaid or by Electronic Means to Holders thereof, or request the Calculation and Paying Agent, on behalf of the Fund, to promptly do so by overnight delivery, by first class mail, postage prepaid or by Electronic Means. A Notice of Redemption shall be provided not more than thirty-five (35) calendar days prior to the date fixed for redemption and not less than ten (10) calendar days (or such shorter or longer period as may be consented to by all of the Holders of the VMTP Shares of such Series, which consent shall not be deemed to be a vote required by Section 2.6) prior to the date fixed for redemption pursuant to Section 2.5(c) in such Notice of Redemption (the “Redemption Date”). Each such Notice of Redemption shall state: (A) the Redemption Date; (B) the applicable Redemption Price on a per share basis; (C) the Series and number of VMTP Shares to be redeemed; (D) the CUSIP number for VMTP Shares of such Series; (E) if applicable, the place or places where the certificate(s) for such shares (properly endorsed or assigned for transfer, if the Board of Trustees requires and the Notice of Redemption states) are to be surrendered for payment of the Redemption Price; (F) that dividends on the VMTP Shares to be redeemed will cease to accumulate from and after such Redemption Date; and (G) the provisions of this Statement under which such redemption is made. If fewer than all VMTP Shares held by any Holder are to be redeemed, the Notice of Redemption delivered to such Holder shall also specify the number of VMTP Shares to be redeemed from such Holder and/or the method of determining such number. The Fund may provide in any Notice of Redemption relating to an optional redemption contemplated to be effected pursuant to Section 2.5(c) of this Statement that such redemption is subject to one or more conditions precedent and that the Fund shall not be required to effect such redemption unless each such condition has been satisfied at the time or times and in the manner specified in such Notice of Redemption. No defect in the Notice of Redemption or delivery thereof shall affect the validity of redemption proceedings, except as required by applicable law.

Appears in 16 contracts

Samples: PIMCO Flexible Municipal Income Fund, PIMCO Flexible Municipal Income Fund, Pimco Municipal Income Fund Iii

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Procedures for Redemption. (i) If the Fund shall determine or be required to redeem, in whole or in part, VMTP RVMTP Shares of a Series pursuant to Section 2.5(a2.6(a), (b) or (c), the Fund shall deliver a notice of redemption (the “Notice of Redemption”), by overnight delivery, by first class mail, postage prepaid or by Electronic Means to Holders thereof, or request the Calculation and Paying Agent, on behalf of the Fund, to promptly do so by overnight delivery, by first class mail, postage prepaid or by Electronic Means. For the avoidance of doubt, a Notice of Redemption shall not be required if the Fund shall be required to redeem, in whole or in part, RVMTP Shares of a series pursuant to Section 2.6(a)(iv). A Notice of Redemption shall be provided not more than thirty-five (35) calendar days prior to the date fixed for redemption and not less than ten (10) calendar days (or such shorter or longer period as may be consented to by all of the Holders of the VMTP RVMTP Shares of such Series, which consent shall not be deemed to be a vote required by Section 2.62.7) prior to the date fixed for redemption pursuant to Section 2.5(c2.6(c) in such Notice of Redemption (the “Redemption Date”). Each such Notice of Redemption shall state: (A) the Redemption Date; (B) the applicable Redemption Price on a per share basis; (C) the Series and number of VMTP RVMTP Shares to be redeemed; (D) the CUSIP number for VMTP RVMTP Shares of such Series; (E) if applicable, the place or places where the certificate(s) for such shares (properly endorsed or assigned for transfer, if the Board of Trustees requires and the Notice of Redemption states) are to be surrendered for payment of the Redemption Price; (F) that dividends on the VMTP RVMTP Shares to be redeemed will cease to accumulate from and after such Redemption Date; and (G) the provisions of this Statement under which such redemption is made. If fewer than all VMTP RVMTP Shares held by any Holder are to be redeemed, the Notice of Redemption delivered to such Holder shall also specify the number of VMTP RVMTP Shares to be redeemed from such Holder and/or the method of determining such number. The Fund may provide in any Notice of Redemption relating to an optional redemption contemplated to be effected pursuant to Section 2.5(c2.6(c) of this Statement that such redemption is subject to one or more conditions precedent and that the Fund shall not be required to effect such redemption unless each such condition has been satisfied at the time or times and in the manner specified in such Notice of Redemption. No defect in the Notice of Redemption or delivery thereof shall affect the validity of redemption proceedings, except as required by applicable law.

Appears in 15 contracts

Samples: Appendix (Pimco Municipal Income Fund Iii), Appendix (Pimco California Municipal Income Fund Ii), Appendix (Pimco Municipal Income Fund Ii)

Procedures for Redemption. (i) If the Fund shall determine or be required to redeem, in whole or in part, VMTP RVMTP Shares of a Series pursuant to Section 2.5(a2.6(a)(i), (b) or (c), the Fund shall deliver a notice of redemption (the “Notice of Redemption”), by overnight delivery, by first class mail, postage prepaid or by Electronic Means to Holders thereof, or request the Calculation and Paying Agent, on behalf of the Fund, to promptly do so by overnight delivery, by first class mail, postage prepaid or by Electronic Means. For the avoidance of doubt, a Notice of Redemption shall not be required if the Fund shall be required to redeem, in whole or in part, RVMTP Shares of a series pursuant to Section 2.6(a)(iv). A Notice of Redemption shall be provided not more than thirty-five (35) calendar days prior to the date fixed for redemption and not less than ten (10) calendar days (or such shorter or longer period as may be consented to by all of the Holders of the VMTP RVMTP Shares of such Series, which consent shall not be deemed to be a vote required by Section 2.62.7) prior to the date fixed for redemption pursuant to Section 2.5(c) in such Notice of Redemption (the “Redemption Date”). Each such Notice of Redemption shall state: (A) the Redemption Date; (B) the applicable Redemption Price on a per share basis; (C) the Series and number of VMTP RVMTP Shares to be redeemed; (D) the CUSIP number for VMTP RVMTP Shares of such Series; (E) if applicable, the place or places where the certificate(s) for such shares (properly endorsed or assigned for transfer, if the Board of Trustees requires and the Notice of Redemption states) are to be surrendered for payment of the Redemption Price; (F) that dividends on the VMTP RVMTP Shares to be redeemed will cease to accumulate from and after such Redemption Date; and (G) the provisions of this Statement under which such redemption is made. If fewer than all VMTP RVMTP Shares held by any Holder are to be redeemed, the Notice of Redemption delivered to such Holder shall also specify the number of VMTP RVMTP Shares to be redeemed from such Holder and/or the method of determining such number. The Fund may provide in any Notice of Redemption relating to an optional redemption contemplated to be effected pursuant to Section 2.5(c2.6(c) of this Statement that such redemption is subject to one or more conditions precedent and that the Fund shall not be required to effect such redemption unless each such condition has been satisfied at the time or times and in the manner specified in such Notice of Redemption. No defect in the Notice of Redemption or delivery thereof shall affect the validity of redemption proceedings, except as required by applicable law.

Appears in 3 contracts

Samples: PIMCO Flexible Municipal Income Fund, PIMCO Flexible Municipal Income Fund, PIMCO Flexible Municipal Income Fund

Procedures for Redemption. (i) If the Fund shall determine or be required to redeem, in whole or in part, VMTP RVMTP Shares of a Series pursuant to Section 2.5(a2.6(a)(i), (b) or (c), the Fund shall deliver a notice of redemption (the “Notice of Redemption”), by overnight delivery, by first class mail, postage prepaid or by Electronic Means to Holders thereof, or request the Calculation and Paying Agent, on behalf of the Fund, to promptly do so by overnight delivery, by first class mail, postage prepaid or by Electronic Means. For the avoidance of doubt, a Notice of Redemption shall not be required if the Fund shall be required to redeem, in whole or in part, RVMTP Shares of a series pursuant to Section 2.6(a)(iv). A Notice of Redemption shall be provided not more than thirty-five (35) calendar days prior to the date fixed for redemption and not less than ten (10) calendar days (or such shorter or longer period as may be consented to by all of the Holders of the VMTP RVMTP Shares of such Series, which consent shall not be deemed to be a vote required by Section 2.62.7) prior to the date fixed for Redemption Date; provided that, in connection with a redemption pursuant to in accordance with Section 2.5(c) in such 6.20 of the Purchase Agreement, a Notice of Redemption shall be provided at least two (2) Business Days prior to the Redemption Date”). Each such Notice of Redemption shall state: (A) the Redemption Date; (B) the applicable Redemption Price on a per share basis; (C) the Series and number of VMTP RVMTP Shares to be redeemed; (D) the CUSIP number for VMTP RVMTP Shares of such Series; (E) if applicable, the place or places where the certificate(s) for such shares (properly endorsed or assigned for transfer, if the Board of Trustees requires and the Notice of Redemption states) are to be surrendered for payment of the Redemption Price; (F) that dividends on the VMTP RVMTP Shares to be redeemed will cease to accumulate from and after such Redemption Date; and (G) the provisions of this Statement under which such redemption is made. If fewer than all VMTP RVMTP Shares held by any Holder are to be redeemed, the Notice of Redemption delivered to such Holder shall also specify the number of VMTP RVMTP Shares to be redeemed from such Holder and/or the method of determining such number. The Fund may provide in any Notice of Redemption relating to an optional redemption contemplated to be effected pursuant to Section 2.5(c2.6(c) of this Statement that such redemption is subject to one or more conditions precedent and that the Fund shall not be required to effect such redemption unless each such condition has been satisfied at the time or times and in the manner specified in such Notice of Redemption. No defect in the Notice of Redemption or delivery thereof shall affect the validity of redemption proceedings, except as required by applicable law.

Appears in 3 contracts

Samples: PIMCO Flexible Municipal Income Fund, PIMCO Flexible Municipal Income Fund, PIMCO Flexible Municipal Income Fund

Procedures for Redemption. (i) If the Fund shall determine or less than all Outstanding Series 2015 Bonds maturing by their terms on any one date are to be required to redeem, in whole or in part, VMTP Shares of a Series pursuant to Section 2.5(a), (b) or (c)redeemed at any one time, the Fund Trustee shall deliver a notice select the Series 2015 Bonds of such maturity date to be redeemed in any manner that it deems appropriate and fair. Notice of redemption (the “Notice of Redemption”), by overnight delivery, by first class mail, postage prepaid or by Electronic Means to Holders thereof, or request the Calculation and Paying Agent, on behalf of the Fund, to promptly do so by overnight delivery, by first class mail, postage prepaid or by Electronic Means. A Notice of Redemption shall be provided mailed by first-class mail by the Trustee, not less than thirty (30) nor more than thirty-five sixty (3560) calendar days prior to the redemption date fixed for redemption and not less than ten (10) calendar days (or such shorter or longer period as may be consented to by all of the respective Holders of the VMTP Shares Series 2015 Bonds designated for redemption at their addresses appearing on the registration books of the Trustee. Each notice of redemption shall state the date of such Seriesnotice, which consent shall not be deemed to be a vote required by Section 2.6) prior to the date fixed for redemption pursuant to Section 2.5(c) in such Notice price, if any, (including the name and appropriate address of Redemption (the “Redemption Date”Trustee). Each such Notice of Redemption shall state: (A) the Redemption Date; (B) the applicable Redemption Price on a per share basis; (C) the Series and number of VMTP Shares to be redeemed; (D) , the CUSIP number for VMTP Shares (if any) of such Series; (E) if applicablethe maturity or maturities, the place or places where the certificate(s) for such shares (properly endorsed or assigned for transferand, if the Board of Trustees requires and the Notice of Redemption states) are to be surrendered for payment of the Redemption Price; (F) that dividends on the VMTP Shares to be redeemed will cease to accumulate from and after such Redemption Date; and (G) the provisions of this Statement under which such redemption is made. If fewer less than all VMTP Shares held by of any Holder are such maturity is to be redeemed, the Notice distinctive certificate numbers of Redemption delivered to the Series 2015 Bonds of such Holder shall also specify the number of VMTP Shares maturity, to be redeemed and, in the case of Series 2015 Bonds to be redeemed in part only, the respective portions of the principal amount thereof to be redeemed. Each such notice shall also state that on said date there will become due and payable on each of said Series 2015 Bonds the redemption price, if any, thereof and in the case of a Series 2015 Bonds to be redeemed in part only, the specified portion of the principal amount thereof to be redeemed, together with interest accrued thereon to the redemption date, and that from and after such Holder and/or redemption date interest thereon shall cease to accrue, and shall require that such Series 2015 Bonds be then surrendered at the method address of determining the Trustee specified in the redemption notice. Failure to receive such numbernotice shall not invalidate any of the proceedings taken in connection with such redemption. In the event of redemption of Series 2015 Bonds, the Trustee shall mail a notice of redemption upon receipt of a Written Request of the Authority but only after the Authority shall file a Certificate of the Authority with the Trustee that on or before the date set for redemption, the Authority shall have deposited with or otherwise made available to the Trustee for deposit in the applicable Principal Account the money required for payment of the redemption price, including accrued interest, of all Series 2015 Bonds then to be called for redemption (or the Trustee determines that money will be deposited with or otherwise made available to it in sufficient time for such purpose), together with the estimated expense of giving such notice. In the case of an optional redemption, the notice may state (i) that it is conditioned upon the deposit of money, in an amount equal to the amount necessary to effect the redemption, with the Trustee no later than the redemption date or (ii) that the Authority retains the right to rescind such notice on or prior to the scheduled redemption date (in either case, a “Conditional Redemption”), and such notice and optional redemption shall be of no effect if such money is not so deposited or if the notice is rescinded as described below. Any Conditional Redemption may be rescinded in whole or in part at any time prior to the redemption date if the Authority delivers a Certificate of the Authority to the Trustee instructing the Trustee to rescind the redemption notice. The Fund may provide in any Notice Trustee shall give prompt notice of Redemption relating such rescission to an optional redemption contemplated to be effected pursuant to Section 2.5(c) of this Statement that such redemption is the affected Holders. Any Series 2015 Bonds subject to one Conditional Redemption where redemption has been rescinded shall remain Outstanding, and the rescission shall not constitute an event of default. Further, in the case of a Conditional Redemption, the failure of the Authority to make funds available in part or more conditions precedent in whole on or before the redemption date shall not constitute an event of default, and the Trustee shall give prompt notice to the The Depository Trust Company or the affected Holders that the redemption did not occur and that the Fund Bonds called for redemption and not so paid remain Outstanding. If notice of redemption has been duly given as aforesaid and money for the payment of the redemption price of the Series 2015 Bonds called for redemption is held by the Trustee, then on the redemption date designated in such notice Series 2015 Bonds so called for redemption shall become due and payable, and from and after the date so designated interest on such Series 2015 Bonds shall cease to accrue, and the Holders of such Series 2015 Bonds shall have no rights in respect thereof except to receive payment of the redemption price thereof. All Series 2015 Bonds redeemed pursuant to the provisions of this section shall be cancelled by the Trustee and shall be destroyed with a certificate of destruction furnished to the Authority and shall not be required to effect such redemption unless each such condition has been satisfied at reissued. Neither the time or times and in Authority nor the manner specified in such Notice of Redemption. No Trustee shall have any responsibility for any defect in the Notice CUSIP number that appears on any Bond, check, advice of Redemption payment or delivery thereof redemption notice, and any such document may contain a statement to the effect that CUSIP numbers have been assigned by an independent service for convenience of reference and that neither the Authority nor the Trustee shall affect the validity of redemption proceedings, except as required by applicable lawbe liable for any inaccuracy in such numbers.

Appears in 1 contract

Samples: Trust Agreement

Procedures for Redemption. (i) If the Fund shall determine or be required to redeem, in whole or in part, VMTP RVMTP Shares of a Series pursuant to Section 2.5(a2.6(a)(i), (b) or (c), the Fund shall deliver a notice of redemption (the “Notice of Redemption”), by overnight delivery, by first class mail, postage prepaid or by Electronic Means to Holders thereof, or request the Calculation and Paying Agent, on behalf of the Fund, to promptly do so by overnight delivery, by first class mail, postage prepaid or by Electronic Means. For the avoidance of doubt, a Notice of Redemption shall not be required if the Fund shall be required to redeem, in whole or in part, RVMTP Shares of a series pursuant to Section 2.6(a)Article 4. A Notice of Redemption shall be provided not more than thirty-five (35) calendar days prior to the date fixed for redemption and not less than ten (10) calendar days (or such shorter or longer period as may be consented to by all of the Holders of the VMTP RVMTP Shares of such Series, which consent shall not be deemed to be a vote required by Section 2.62.7) prior to the date fixed for redemption pursuant to Section 2.5(c) in such Notice of Redemption (the “Redemption Date”). Each such Notice of Redemption shall state: (A) the Redemption Date; (B) the applicable Redemption Price on a per share basis; (C) the Series and number of VMTP RVMTP Shares to be redeemed; (D) the CUSIP number for VMTP RVMTP Shares of such Series; (E) if applicable, the place or places where the certificate(s) for such shares (properly endorsed or assigned for transfer, if the Board of Trustees requires and the Notice of Redemption states) are to be surrendered for payment of the Redemption Price; (F) that dividends on the VMTP RVMTP Shares to be redeemed will cease to accumulate from and after such Redemption Date; and (G) the provisions of this Statement under which such redemption is made. If fewer than all VMTP RVMTP Shares held by any Holder are to be redeemed, the Notice of Redemption delivered to such Holder shall also specify the number of VMTP RVMTP Shares to be redeemed from such Holder and/or the method of determining such number. The Fund may provide in any Notice of Redemption relating to an optional redemption contemplated to be effected pursuant to Section 2.5(c2.6(c) of this Statement that such redemption is subject to one or more conditions precedent and that the Fund shall not be required to effect such redemption unless each such condition has been satisfied at the time or times and in the manner specified in such Notice of Redemption. No defect in the Notice of Redemption or delivery thereof shall affect the validity of redemption proceedings, except as required by applicable law.

Appears in 1 contract

Samples: PIMCO Flexible Municipal Income Fund

Procedures for Redemption. (i) If In the Fund event the Corporation shall determine or be required elect to redeem, in whole or in part, VMTP Shares redeem shares of a Series A Preferred Stock pursuant to Section 2.5(a), (b) or (c)Subsection E.2 above, the Fund Corporation shall deliver a give written notice of such redemption (the “Notice of Redemption”)by facsimile, by overnight hand delivery, by overnight courier, or first class mail, postage prepaid prepaid, mailed or by Electronic Means to Holders thereof, or request the Calculation and Paying Agent, on behalf of the Fund, to promptly do so by overnight delivery, by first class mail, postage prepaid or by Electronic Means. A Notice of Redemption shall be provided transmitted not less than 30 nor more than thirty-five (35) calendar 90 days prior to the date fixed for redemption and not less than ten (10) calendar days (or such shorter or longer period as may be consented date, to by all each holder of record of the Holders shares to be redeemed, at such holder's address as the same appears on the stock records of the VMTP Shares of such Series, which consent shall not be deemed to be a vote required by Section 2.6) prior to the date fixed for redemption pursuant to Section 2.5(c) in such Notice of Redemption (the “Redemption Date”)Corporation. Each such Notice of Redemption notice shall state: (Ai) the Redemption Dateredemption date; (Bii) the applicable Redemption Price number Notwithstanding the foregoing, any holder that has received such a redemption notice shall have the right by providing written notification to the Corporation not less than 20 days after receipt of the redemption notice from the Corporation, to specify up to three redemption dates, the latest of which shall be January 1 of the second year following the date the Corporation specified for redemption, on a per share basis; (C) which the Series and redemption shall occur. Such notice shall specify the date or dates on which the redemption shall occur, and, if more than one redemption date is specified, the number of VMTP Shares shares to be redeemedredeemed on each such date; (D) provided, however, that the CUSIP total of the number of shares specified by such holder to be redeemed must equal the number of shares originally specified by the Corporation for VMTP Shares redemption. In the event the holder exercises the right outlined above to specify a Upon surrender in accordance with such notice of such Series; (E) if applicable, the place or places where the certificate(s) certificates for any such shares so redeemed (properly endorsed or assigned for transfer, if the Board of Trustees requires Directors shall so require and the Notice of Redemption states) are to notice shall so state), such shares shall be surrendered for payment of redeemed by the Corporation at the applicable Series A Redemption Price; (F) that dividends on the VMTP Shares to be redeemed will cease to accumulate from and after such Redemption Date; and (G) the provisions of this Statement under which such redemption is made. If fewer than all VMTP Shares held by any Holder the outstanding shares of Series A Preferred Stock are to be redeemed, the Notice of Redemption delivered to such Holder shall also specify the number of VMTP Shares shares to be redeemed shall be selected by the Corporation from such Holder and/or holders of outstanding shares of Series A Preferred Stock not previously called for redemption in proportion to the method respective number of determining such numbershares held by each holder. The Fund may provide in any Notice of Redemption relating If fewer than all the shares represented by a certificate are redeemed, a new certificate shall be issued representing the unredeemed shares without cost to an optional redemption contemplated to be effected pursuant to Section 2.5(c) of this Statement that such redemption is subject to one or more conditions precedent and that the Fund shall not be required to effect such redemption unless each such condition has been satisfied at the time or times and in the manner specified in such Notice of Redemption. No defect in the Notice of Redemption or delivery thereof shall affect the validity of redemption proceedings, except as required by applicable lawholder thereof.

Appears in 1 contract

Samples: Merger Agreement (Hearst Corp)

Procedures for Redemption. (i) If Upon the Fund’s provision of written notice as to the effective date of the redemption, accompanied by a check in the amount of the full Redemption Price through such effective date to which each record holder of Preferred Units is entitled, the Preferred Units shall be redeemed and shall no longer be deemed outstanding the Fund and all rights of the holders of such units will terminate. Such notice shall determine or be required to redeem, in whole or in part, VMTP Shares of a Series pursuant to Section 2.5(a), (b) or (c), the Fund shall deliver a notice of redemption (the “Notice of Redemption”), by overnight delivery, given by first class mail, postage prepaid or by Electronic Means pre-paid, to Holders thereof, or request each record holder of the Calculation and Paying Agent, on behalf Preferred Units at the respective mailing addresses of such holders as the same shall appear in the records of the Fund, . No failure to promptly do so by overnight delivery, by first class mail, postage prepaid give such notice or by Electronic Means. A Notice any defect therein or in the mailing thereof shall affect the validity of Redemption shall be provided not more than thirty-five (35) calendar days prior the proceedings for the redemption of any Preferred Units except as to the date fixed for redemption and holder to whom notice was defective or not less than ten (10) calendar days (or such shorter or longer period as may be consented given. In addition to by all of the Holders of the VMTP Shares of such Series, which consent shall not be deemed to be a vote any information required by Section 2.6) prior to the date fixed for redemption pursuant to Section 2.5(c) in law, such Notice of Redemption (the “Redemption Date”). Each such Notice of Redemption notice shall state: (A) the Redemption Dateredemption date; (B) the applicable Redemption Price on a per share basisPrice; (C) the Series and number of VMTP Shares Preferred Units to be redeemed; and (D) the CUSIP number for VMTP Shares of such Series; (E) if applicable, the place or places where the certificate(s) for such shares (properly endorsed or assigned for transfer, if the Board of Trustees requires and the Notice of Redemption states) are to be surrendered for payment of the Redemption Price; (F) that dividends distributions on the VMTP Shares units to be redeemed will cease to accumulate from and after such Redemption Date; and (G) the provisions of this Statement under which accrue on such redemption is madedate. If fewer less than all VMTP Shares of the Preferred Units held by any Holder holder are to be redeemed, the Notice of Redemption delivered notice mailed to such Holder holder shall also specify the number of VMTP Shares Preferred Units held by such holder to be redeemed. If notice of redemption of any Preferred Units has been given and if the funds necessary for such redemption have been set aside by the Fund for the benefit of the holders of any Preferred Units so called for redemption, then, from and after the redemption date, distributions will cease to accrue on such Preferred Units, such Preferred Units shall no longer be deemed outstanding and all rights of the holders of such units will terminate, except the right to receive the Redemption Price. Since the Preferred Units are uncertificated, such units shall be redeemed from in accordance with the notice and no further action on the part of the holders of such Holder and/or the method of determining such numberunits shall be required. The Fund may provide in any Notice deposit of Redemption relating to an optional redemption contemplated to funds with a bank or trust corporation for the purpose of redeeming the Preferred Units shall be effected pursuant to Section 2.5(c) of this Statement that such redemption is subject to one or more conditions precedent and that irrevocable except that: the Fund shall not be required entitled to effect receive from such redemption unless each bank or trust corporation the interest or other earnings, if any, earned on any money so deposited in trust, and the holders of any units redeemed shall have no claim to such condition has been satisfied interest or other earnings; and any balance of monies so deposited by the Fund and unclaimed by the holders of the Preferred Units entitled thereto at the time expiration of two years from the applicable redemption dates shall be repaid, together with any interest or times other earnings thereon, to the Fund, and in after any such repayment, the manner specified in such Notice holders of Redemption. No defect in the Notice units entitled to the funds so repaid to the Fund shall look only to the Fund for payment of the Redemption Price without interest or delivery thereof shall affect the validity of redemption proceedings, except as required by applicable lawother earnings.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Partners Group Private Real Estate (Master), LLC)

Procedures for Redemption. (i) If the Fund Partnership shall determine or be required to redeem, in whole or in part, VMTP Shares of a Series C Term Preferred Units pursuant to Section 2.5(a), (b5(b) or (c), the Fund Partnership shall deliver a notice of redemption (the “Notice of Redemption”), by overnight delivery, by first class mail, postage prepaid or by Electronic Means to Holders holders thereof, or request the Calculation Redemption and Paying Agent, on behalf of the FundPartnership, to promptly do so by overnight delivery, by first class mail, postage prepaid or by Electronic Means. A Notice of Redemption shall be provided not less than 30 nor more than thirty-five (35) calendar 60 days prior to the date fixed for redemption and not less than ten (10) calendar days (or such shorter or longer period as may be consented to by all of the Holders of the VMTP Shares of such Series, which consent shall not be deemed to be a vote required by Section 2.6) prior to the date fixed for redemption pursuant to Section 2.5(c) in such Notice of Redemption (the “Redemption Date”). Each such Notice of Redemption shall state: (A) the Redemption Date; (B) the number of Series C Term Preferred Units to be redeemed; (C) the applicable Redemption Price on a per share unit basis; (C) the Series and number of VMTP Shares to be redeemed; (D) the CUSIP number for VMTP Shares of such Series; (E) if applicable, the place or places where the certificate(s) for such shares units (properly endorsed or assigned for transfer, if the Board of Trustees General Partner requires and the Notice of Redemption states) are to be surrendered for payment of the Redemption Price; (FE) that dividends distributions on the VMTP Shares Series C Term Preferred Units to be redeemed will cease to accumulate from and after such Redemption Date; and (GF) the provisions of this Statement hereof under which such redemption is made. If fewer than all VMTP Shares Series C Term Preferred Units held by any Holder holder are to be redeemed, the Notice of Redemption delivered to such Holder holder shall also specify the number of VMTP Shares Series C Term Preferred Units to be redeemed from such Holder and/or holder or the method of determining such number. The Fund Partnership may provide in any Notice of Redemption relating to an optional a redemption contemplated to be effected pursuant to Section 2.5(c) of this Statement hereto that such redemption is subject to one or more conditions precedent and that the Fund Partnership shall not be required to effect such redemption unless each such condition has been satisfied at the time or times and in the manner specified in such Notice of Redemption. No defect in the Notice of Redemption or delivery thereof shall affect the validity of redemption proceedings, except as required by applicable law.

Appears in 1 contract

Samples: Gladstone Commercial Corp

Procedures for Redemption. (i) If the Fund shall determine or be required to redeem, in whole or in part, VMTP Shares of a Series pursuant to Section 2.5(a), (b) or (c), the Fund shall deliver Partnership gives a notice of redemption in respect of Series C Preferred Units (which notice will be irrevocable) then the “Notice Partnership's obligation to make available the redemption price shall be deemed fulfilled if, on or before the redemption date, the Partnership pays each holder of Redemption”Series C Preferred Units in cash directly or the Partnership deposits irrevocably in trust for the benefit of the Series C Preferred Units being redeemed funds sufficient to pay the applicable Redemption Price with irrevocable instructions and authority to pay such Redemption Price to the holders of the Series C Preferred Units upon surrender of the Series C Preferred Units by such holders at the place designated in the notice of redemption. If the Series C Preferred Units are evidenced by a certificate and if fewer than all Series C Preferred Units evidenced by any certificate are being redeemed, a new certificate shall be issued upon surrender of the certificate evidencing all Series C Preferred Units, evidencing the unredeemed Series C Preferred Units without cost to the holder thereof. On and after the redemption date, (i) distributions shall cease to accumulate on the Series C Preferred Units or portions thereof called for redemption, unless the Partnership defaults in the payment thereof, (ii) such units shall no longer be deemed to be outstanding and (iii) all rights of the holders thereof as holders of Series C Preferred Units shall cease (except the right to receive the redemption price and any accumulated and unpaid distributions), by overnight deliveryunless the Partnership defaults in the payment thereof. If any date fixed for redemption of Series C Preferred Units is not a Business Day, by first class mail, postage prepaid or by Electronic Means to Holders thereof, or request the Calculation and Paying Agent, on behalf then payment of the FundRedemption Price payable on such date will be made on the next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day falls in the next calendar year, such payment will be made on the immediately preceding Business Day, in each case with the same force and effect as if made on such date fixed for redemption. If payment of the Redemption Price is improperly withheld or refused ad not paid by the Partnership, distributions on such Series C Preferred Units will continue to promptly do so by overnight deliveryaccumulate from the original redemption date to the date of payment, by first class mail, postage prepaid or by Electronic Means. A Notice of Redemption shall in which case the actual payment date will be provided not more than thirty-five (35) calendar days prior to considered the date fixed for redemption and not less than ten (10) calendar days (or such shorter or longer period as may be consented to by all for purposes of the Holders of the VMTP Shares of such Series, which consent shall not be deemed to be a vote required by Section 2.6) prior to the date fixed for redemption pursuant to Section 2.5(c) in such Notice of Redemption (the “Redemption Date”). Each such Notice of Redemption shall state: (A) the Redemption Date; (B) calculating the applicable Redemption Price on a per share basis; (C) the Series and number of VMTP Shares to be redeemed; (D) the CUSIP number for VMTP Shares of such Series; (E) if applicable, the place or places where the certificate(s) for such shares (properly endorsed or assigned for transfer, if the Board of Trustees requires and the Notice of Redemption states) are to be surrendered for payment of the Redemption Price; (F) that dividends on the VMTP Shares to be redeemed will cease to accumulate from and after such Redemption Date; and (G) the provisions of this Statement under which such redemption is made. If fewer than all VMTP Shares held by any Holder are to be redeemed, the Notice of Redemption delivered to such Holder shall also specify the number of VMTP Shares to be redeemed from such Holder and/or the method of determining such number. The Fund may provide in any Notice of Redemption relating to an optional redemption contemplated to be effected pursuant to Section 2.5(c) of this Statement that such redemption is subject to one or more conditions precedent and that the Fund shall not be required to effect such redemption unless each such condition has been satisfied at the time or times and in the manner specified in such Notice of Redemption. No defect in the Notice of Redemption or delivery thereof shall affect the validity of redemption proceedings, except as required by applicable law.

Appears in 1 contract

Samples: Urban Shopping Centers Inc

Procedures for Redemption. (i) If the Fund shall determine or be required to redeem, in whole or in part, VMTP Shares of a Series pursuant to Section 2.5(a), (b) or (c), the Fund shall deliver Partnership gives a notice of redemption in respect of Series D Preferred Units (which notice will be irrevocable) then the “Notice Partnership's obligation to make available the Redemption Price shall be deemed fulfilled if, on or before the redemption date, the Partnership pays each holder of Redemption”Series D Preferred Units in cash directly or the Partnership deposits irrevocably in trust for the benefit of the Series D Preferred Units being redeemed funds sufficient to pay the applicable Redemption Price with irrevocable instructions and authority to pay such Redemption Price to the holders of the Series D Preferred Units upon surrender of the Series D Preferred Units by such holders at the place designated in the notice of redemption. If the Series D Preferred Units are evidenced by a certificate and if fewer than all Series D Preferred Units evidenced by any certificate are being redeemed, a new certificate shall be issued upon surrender of the certificate evidencing all Series D Preferred Units, evidencing the unredeemed Series D Preferred Units without cost to the holder thereof. On and after the redemption date, (i) distributions shall cease to accumulate on the Series D Preferred Units or portions thereof called for redemption, (ii) such units shall no longer be deemed to be outstanding and (iii) all rights of the holders thereof as holders of Series D Preferred Units shall cease (except the right to receive the Redemption Price and any accumulated and unpaid distributions), by overnight deliveryunless the Partnership defaults in the payment thereof. If any date fixed for redemption of Series D Preferred Units is not a Business Day, by first class mail, postage prepaid or by Electronic Means to Holders thereof, or request the Calculation and Paying Agent, on behalf then payment of the FundRedemption Price payable on such date will be made on the next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day falls in the next calendar year, such payment will be made on the immediately preceding Business Day, in each case with the same force and effect as if made on such date fixd for redemption. If payment of the Redemption Price is improperly withheld or not paid by the Partnership, distributions on such Series D Preferred Units will continue to promptly do so by overnight deliveryaccumulate from the original redemption date to the date of payment, by first class mail, postage prepaid or by Electronic Means. A Notice of Redemption shall in which case the actual payment date will be provided not more than thirty-five (35) calendar days prior to considered the date fixed for redemption and not less than ten (10) calendar days (or such shorter or longer period as may be consented to by all for purposes of the Holders of the VMTP Shares of such Series, which consent shall not be deemed to be a vote required by Section 2.6) prior to the date fixed for redemption pursuant to Section 2.5(c) in such Notice of Redemption (the “Redemption Date”). Each such Notice of Redemption shall state: (A) the Redemption Date; (B) calculating the applicable Redemption Price on a per share basis; (C) Price. No interest shall accrue for the benefit of the holders of the Series and number of VMTP Shares to be redeemed; (D) the CUSIP number for VMTP Shares of such Series; (E) if applicable, the place or places where the certificate(s) for such shares (properly endorsed or assigned for transfer, if the Board of Trustees requires and the Notice of Redemption states) are to be surrendered for payment of the Redemption Price; (F) that dividends on the VMTP Shares D Preferred Units to be redeemed will cease on any cash set aside by the Partnership. Subject to accumulate from and after such Redemption Date; and (G) applicable escheat laws, any cash deposited in trust by the provisions of this Statement under which such redemption Partnership that is made. If fewer than all VMTP Shares held by any Holder are to be redeemed, the Notice of Redemption delivered to such Holder shall also specify the number of VMTP Shares to be redeemed from such Holder and/or the method of determining such number. The Fund may provide in any Notice of Redemption relating to an optional redemption contemplated to be effected pursuant to Section 2.5(c) of this Statement that such redemption is subject to one or more conditions precedent and that the Fund shall not be required to effect such redemption unless each such condition has been satisfied unclaimed at the time or times and in end of two years after the manner specified in redemption date shall revert to the general funds of the Partnership, after which reversion the holders of the Series D Preferred Units so called for redemption shall look only to the general funds of the Partnership for the payment of such Notice of Redemption. No defect in the Notice of Redemption or delivery thereof shall affect the validity of redemption proceedings, except as required by applicable lawcash.

Appears in 1 contract

Samples: Rodamco North America N V

Procedures for Redemption. (i) If the Fund shall determine or be required to redeem, in whole or in part, VMTP Shares Written election of a Series pursuant Mandatory Redemption by a Required Majority (a “Redemption Election”) may be mailed to Section 2.5(a), (b) or (c), the Fund shall deliver a notice of redemption (the “Notice of Redemption”), by overnight delivery, by first class mailCompany, postage prepaid or by Electronic Means to Holders thereofpaid, or request upon the Calculation and Paying Agent, on behalf occurrence of the Fund, to promptly do so by overnight delivery, by first class mail, postage prepaid or by Electronic Meansa Mandatory Redemption Event. A Notice of Any Mandatory Redemption shall be provided not occur no more than thirty-five (35) calendar 90 days prior to following receipt by the date fixed for redemption and not less Company of a Redemption Election. Promptly following receipt of a Redemption Election, but in no event more than ten (10) calendar days days, the Company shall send written notice (a “Redemption Notice”) of its receipt of the Redemption Election to each holder of record of: (i) the Series A-1 Cumulative Redeemable Preferred Stock (for a Mandatory Redemption of such stock); and (ii) the Series A-2 Cumulative Redeemable Preferred Stock (for a Mandatory Redemption of such stock). In addition to any information required by law or such shorter by the applicable rules of any exchange or longer period as automated quotation system upon which the Series A-1 Cumulative Redeemable Preferred Stock or the Series A-2 Cumulative Redeemable Preferred Stock may be consented to by all of the Holders of the VMTP Shares of such Serieslisted or admitted for quotation and trading, which consent shall not be deemed to be a vote required by Section 2.6) prior to the date fixed for redemption pursuant to Section 2.5(c) in such Redemption Notice of Redemption (the “Redemption Date”). Each such Notice of Redemption shall state: (A) the date of the closing of the redemption, which, pursuant to this Section 5(f)(i), shall be no later than 90 days following receipt by the Company of the Redemption Election (the applicable date, the “Redemption Date”); (B) the applicable Redemption Price on a per share basisPrice; (C) the Series and number of VMTP Shares shares of the Series A-1 Cumulative Redeemable Preferred Stock or the Series A-2 Cumulative Redeemable Preferred Stock to be redeemed; (D) the CUSIP number for VMTP Shares of such Series; (E) if applicable, the manner and place or places where the certificate(s) at which certificates for such shares (properly endorsed or assigned for transfer, if of the Board of Trustees requires and the Notice of Redemption states) Series A Preferred Stock to be redeemed are to be surrendered for payment of the Redemption Price; and (FE) that dividends on the VMTP Shares shares of the Series A Preferred Stock to be redeemed will cease to accumulate from and after such on the applicable Redemption Date. Any redemption by the Company pursuant to Section 5(d) shall require, in addition to ninety (90) days’ advance written notice: (i) with respect to redemption of shares of the Series A-1 Cumulative Redeemable Preferred Stock, a notice to each record holder of shares of the Series A-1 Cumulative Redeemable Preferred Stock at the respective addresses of such holders as they appear on the Company’s stock transfer records stating the information listed in (A) through (E) above; and (Gii) with respect to redemption of shares of the provisions Series A-2 Cumulative Redeemable Preferred Stock, a notice to each record holder of this Statement under which such redemption is made. If fewer than all VMTP Shares held by any Holder are to be redeemed, shares of the Notice of Redemption delivered to such Holder shall also specify the number of VMTP Shares to be redeemed from such Holder and/or the method of determining such number. The Fund may provide in any Notice of Redemption relating to an optional redemption contemplated to be effected pursuant to Section 2.5(c) of this Statement that such redemption is subject to one or more conditions precedent and that the Fund shall not be required to effect such redemption unless each such condition has been satisfied Series A-2 Cumulative Redeemable Preferred Stock at the time or times and respective addresses of such holders as they appear on the Company’s stock transfer records stating the information listed in the manner specified in such Notice of Redemption. No defect in the Notice of Redemption or delivery thereof shall affect the validity of redemption proceedings, except as required by applicable law(A) through (E) above.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement

Procedures for Redemption. (i) If Not more than 60 nor less than 30 days prior to the Fund shall determine or be required to redeemredemption date, in whole or in part, VMTP Shares of a Series pursuant to Section 2.5(a), (b) or (c), the Fund shall deliver a notice of redemption (the “Notice of Redemption”), by overnight delivery, by first class mail, postage prepaid prepaid, shall be given to each holder of record of the Series A Preferred Stock to be redeemed, at such holder's address as it shall appear upon the stock transfer books of the Corporation. Each such notice of redemption shall specify the date fixed for redemption, the redemption price per share, the place or places of payment and that payment will be made upon presentation and surrender of the certificate(s) evidencing the shares of Series A Preferred Stock to be redeemed. Any notice that is mailed as herein provided shall be conclusively presumed to have been duly given, whether or not the holder of the Series A Preferred Stock receives such notice; and failure to give such notice by Electronic Means to Holders thereofmail, or request any defect in such notice, to the Calculation and Paying Agent, on behalf holders of any shares designated for redemption shall not affect the validity of the Fund, to promptly do so by overnight delivery, by first class mail, postage prepaid proceedings for the redemption of any other shares of Series A Preferred Stock. On or by Electronic Means. A Notice of Redemption shall be provided not more than thirty-five (35) calendar days prior to after the date fixed for redemption as stated in such notice, each holder of the shares called for redemption shall surrender the certificate evidencing such shares to the Corporation at the place designated in such notice and not shall thereupon be entitled to receive payment of the Redemption Price per share. If less than ten (10) calendar days (all the shares represented by any such surrendered certificate are redeemed, a new certificate shall be issued without cost to the holder thereof representing the unredeemed shares. If such notice of redemption shall have been so mailed and if, on or prior to the redemption date specified in such shorter or longer period as may be consented to notice all funds or, if applicable, shares of New HLI Common Stock necessary for such redemption shall have been set aside by all the Corporation, separate and apart from its other funds and securities, in trust for the account of the Holders holders of the VMTP Shares shares so to be redeemed (so as to be and continue to be available therefor), then on and after the redemption date, notwithstanding that any certificate for shares of such Series, which consent the Series A Preferred Stock so called for redemption shall not have been surrendered for cancellation, all shares of the Series A Preferred Stock with respect to which such notice shall have been mailed and as to which such funds and/or shares shall have been set aside shall be deemed to be a vote required by Section 2.6) no longer outstanding and all rights with respect to such shares of the Series A Preferred Stock so called for redemption shall forthwith cease and terminate, except the right of the holders thereof to receive out of the funds and/or shares so set aside in trust the amount payable on redemption thereof without interest thereon. However, if such notice of redemption shall have been so mailed and if, prior to the redemption date fixed specified in such notice, all said funds and/or shares necessary for such redemption shall have been irrevocably deposited in trust, for the account of the holders of the shares so to be redeemed (so as to be and continue to be available therefor), with a corporation organized and doing business under the laws of the United States or any State thereof or of the District of Columbia (or a corporation or other person permitted to act as a trustee by the Securities and Exchange Commission) authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $100,000,000 and subject to supervision or examination by Federal, State or District of Columbia authority, then, upon the making of such irrevocable deposit and without awaiting the redemption date, all shares of the Series A Preferred Stock with respect to which such notice shall have been so mailed and as to which such funds and/or shares shall have been so irrevocably deposited shall be deemed to be no longer outstanding, and all rights with respect to such shares of the Series A Preferred Stock so called for redemption pursuant shall forthwith cease and terminate except the right of the holders thereof on or after the redemption date to Section 2.5(c) receive out of the funds and/or shares so irrevocably deposited in such Notice trust the amount payable upon redemption thereof without interest thereon. The holder of Redemption (any shares of Series A Preferred Stock redeemed upon any exercise of the “Redemption Date”). Each such Notice of Redemption Corporation's redemption right shall state: (A) the Redemption Date; (B) the applicable Redemption Price on a per share basis; (C) the Series and number of VMTP Shares not be entitled to be redeemed; (D) the CUSIP number for VMTP Shares of such Series; (E) if applicable, the place or places where the certificate(s) for such shares (properly endorsed or assigned for transfer, if the Board of Trustees requires and the Notice of Redemption states) are to be surrendered for receive payment of the Redemption Price; (F) that dividends on the VMTP Shares Price per share until such holder shall cause to be delivered to the place specified in the notice given with respect to such redemption (i) the certificate(s) representing such shares of Series A Preferred Stock redeemed will cease to accumulate from and after such Redemption Date; and (Gii) transfer instrument(s) satisfactory to the provisions Corporation and sufficient to transfer such shares of this Statement under which such redemption is made. If fewer than all VMTP Shares held by Series A Preferred Stock to the Corporation free of any Holder are to be redeemed, the Notice of Redemption delivered to such Holder shall also specify the number of VMTP Shares to be redeemed from such Holder and/or the method of determining such number. The Fund may provide in any Notice of Redemption relating to an optional redemption contemplated to be effected pursuant to Section 2.5(c) of this Statement that such redemption is subject to one or more conditions precedent and that the Fund shall not be required to effect such redemption unless each such condition has been satisfied at the time or times and in the manner specified in such Notice of Redemption. No defect in the Notice of Redemption or delivery thereof shall affect the validity of redemption proceedings, except as required by applicable lawadverse interest.

Appears in 1 contract

Samples: Exchange Agreement (Hayes Lemmerz International Inc)

Procedures for Redemption. (i) If In the Fund shall determine or be required to redeem, in whole or in part, VMTP Shares case of a redemption at the option of a holder of Series I Preferred Units pursuant to Section 2.5(a6(a), such holder shall provide written notice of such redemption to the Partnership at the executive offices of its general partner. The Partnership will pay the Series I-1 Redemption Price or the Series I-2 Redemption Price, as the case may be, within five (b5) or (c), Business Days of receipt of the Fund shall deliver a holder's notice of redemption (in the “Notice of Redemption”), by overnight delivery, by first class mail, postage prepaid or by Electronic Means to Holders thereof, or request the Calculation and Paying Agent, on behalf case of the Fundredemption of any Series I-1 Preferred Units and within ten (10) days of receipt of the holder's notice of redemption in the case of the redemption of any Series I-2 Preferred Units. If the Series I Preferred Units are evidenced by a certificate and if fewer than all Series I Preferred Units evidenced by any certificate are being redeemed, to promptly do so by overnight delivery, by first class mail, postage prepaid or by Electronic Means. A Notice of Redemption a new certificate shall be provided issued, upon surrender of the certificate evidencing all Series I Preferred Units, evidencing the unredeemed Series I Preferred Units without cost to the holder thereof. On and after the date of such redemption, distributions will cease to accumulate on the Series I Preferred Units or portions thereof called for redemption, unless the Partnership defaults in the payment thereof. If any date fixed for redemption of Series I Preferred Units is not more than thirty-five a Business Day, then payment of the Series I-1 Redemption Price or the Series I-2 Redemption Price, as the case may be, payable on such date will be made on the next succeeding day that is a Business Day (35) calendar days prior and without any interest or other payment in respect of any such delay). If payment of the Series I-1 Redemption Price or the Series I-2 Redemption Price, as the case may be, is not made by the Partnership on the redemption date, distributions on such Series I Preferred Units will continue to accumulate from the original redemption date to the date of payment, in which case the actual payment date will be considered the date fixed for redemption and not less than ten (10) calendar days (or such shorter or longer period as may be consented to by all for purposes of the Holders of the VMTP Shares of such Series, which consent shall not be deemed to be a vote required by Section 2.6) prior to the date fixed for redemption pursuant to Section 2.5(c) in such Notice of Redemption (the “Redemption Date”). Each such Notice of Redemption shall state: (A) the Redemption Date; (B) calculating the applicable Redemption Price on a per share basis; (C) the Series and number of VMTP Shares to be redeemed; (D) the CUSIP number for VMTP Shares of such Series; (E) if applicable, the place or places where the certificate(s) for such shares (properly endorsed or assigned for transfer, if the Board of Trustees requires and the Notice of Redemption states) are to be surrendered for payment of the Redemption Price; (F) that dividends on the VMTP Shares to be redeemed will cease to accumulate from and after such Redemption Date; and (G) the provisions of this Statement under which such redemption is made. If fewer than all VMTP Shares held by any Holder are to be redeemed, the Notice of Redemption delivered to such Holder shall also specify the number of VMTP Shares to be redeemed from such Holder and/or the method of determining such number. The Fund may provide in any Notice of Redemption relating to an optional redemption contemplated to be effected pursuant to Section 2.5(c) of this Statement that such redemption is subject to one or more conditions precedent and that the Fund shall not be required to effect such redemption unless each such condition has been satisfied at the time or times and in the manner specified in such Notice of Redemption. No defect in the Notice of Redemption or delivery thereof shall affect the validity of redemption proceedings, except as required by applicable law.

Appears in 1 contract

Samples: Contribution Agreement (Liberty Property Limited Partnership)

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Procedures for Redemption. (i) If the Fund Corporation shall determine or be required to redeem, in whole or in part, VMTP Shares shares of a Series A Preferred Stock pursuant to Section 2.5(a), (b5(b) or (c), the Fund Corporation shall deliver a notice of redemption (the “Notice of Redemption), by overnight delivery, by first class mail, postage prepaid or by Electronic Means to Holders holders thereof, or request the Calculation Redemption and Paying Agent, on behalf of the FundCorporation, to promptly do so by overnight delivery, by first class mail, postage prepaid or by Electronic Means. A Notice of Redemption shall be provided not less than 30 nor more than thirty-five (35) calendar 60 days prior to the date fixed for redemption and not less than ten (10) calendar days (or such shorter or longer period as may be consented to by all of the Holders of the VMTP Shares of such Series, which consent shall not be deemed to be a vote required by Section 2.6) prior to the date fixed for redemption pursuant to Section 2.5(c) in such Notice of Redemption (the “Redemption Date”). Each such Notice of Redemption shall state: (A) the Redemption Date; (B) the applicable number of shares of Series A Preferred Stock to be redeemed; (C) the CUSIP number for the Series A Preferred Stock; (D) the Redemption Price on a per share basis; (C) the Series and number of VMTP Shares to be redeemed; (D) the CUSIP number for VMTP Shares of such Series; (E) if applicable, the place or places where the certificate(s) for such shares (properly endorsed or assigned for transfer, if the Board of Trustees Directors requires and the Notice of Redemption states) are to be surrendered for payment of the Redemption Price; (F) that dividends on the VMTP Shares shares of Series A Preferred Stock to be redeemed will cease to accumulate from and after such Redemption Date; and (G) the provisions of this Statement hereof under which such redemption is made. If fewer than all VMTP Shares shares of Series A Preferred Stock held by any Holder holder are to be redeemed, the Notice of Redemption delivered to such Holder holder shall also specify the number of VMTP Shares shares of Series A Preferred Stock to be redeemed from such Holder and/or holder or the method of determining such number. The Fund Corporation may provide in any Notice of Redemption relating to an optional a redemption contemplated to be effected pursuant to Section 2.5(c) of this Statement hereto that such redemption is subject to one or more conditions precedent and that the Fund Corporation shall not be required to effect such redemption unless each such condition has been satisfied at the time or times and in the manner specified in such Notice of Redemption. No defect in the Notice of Redemption or delivery thereof shall affect the validity of redemption proceedings, except as required by applicable law.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Digirad Corp)

Procedures for Redemption. (i) If the Fund shall determine or be required to redeem, in whole or in part, VMTP Shares of a Series pursuant to Section 2.5(a), (b) or (c), the Fund shall deliver a notice of redemption (the "Notice of Redemption"), by overnight delivery, by first class mail, postage prepaid or by Electronic Means to Holders thereof, or request the Calculation and Paying Agent, on behalf of the Fund, to promptly do so by overnight delivery, by first class mail, postage prepaid or by Electronic Means. A Notice of Redemption shall be provided not more than thirty-five (35) calendar days prior to the date fixed for redemption and not less than ten (10) calendar days (or such shorter or longer period as may be consented to by all of the Holders of the VMTP Shares of such Series, which consent shall not be deemed to be a vote required by Section 2.6) prior to the date fixed for redemption pursuant to Section 2.5(c) in such Notice of Redemption (the "Redemption Date"). Each such Notice of Redemption shall state: (A) the Redemption Date; (B) the applicable Redemption Price on a per share basis; (C) the Series and number of VMTP Shares to be redeemed; (D) the CUSIP number for VMTP Shares of such Series; (E) if applicable, the place or places where the certificate(s) for such shares (properly endorsed or assigned for transfer, if the Board of Trustees requires and the Notice of Redemption states) are to be surrendered for payment of the Redemption Price; (F) that dividends on the VMTP Shares to be redeemed will cease to accumulate from and after such Redemption Date; and (G) the provisions of this Statement under which such redemption is made. If fewer than all VMTP Shares held by any Holder are to be redeemed, the Notice of Redemption delivered to such Holder shall also specify the number of VMTP Shares to be redeemed from such Holder and/or the method of determining such number. The Fund may provide in any Notice of Redemption relating to an optional redemption contemplated to be effected pursuant to Section 2.5(c) of this Statement that such redemption is subject to one or more conditions precedent and that the Fund shall not be required to effect such redemption unless each such condition has been satisfied at the time or times and in the manner specified in such Notice of Redemption. No defect in the Notice of Redemption or delivery thereof shall affect the validity of redemption proceedings, except as required by applicable law.

Appears in 1 contract

Samples: PIMCO Flexible Municipal Income Fund

Procedures for Redemption. (i) If In the Fund shall determine or be required to redeem, in whole or in part, VMTP Shares event of a Series redemption pursuant to this Section 2.5(a), (b) or (c)4, the Fund Company shall deliver provide the Holders written notice (a “Redemption Notice”) of a Fundamental Change Redemption, Mandatory Redemption, Cash Dividend Default Redemption or Optional Redemption, as the case may be, which notice of redemption (the “Notice of Redemption”), by overnight delivery, by first class mail, postage prepaid or by Electronic Means shall be delivered to Holders thereof, or request the Calculation and Paying Agent, on behalf of the Fund, to promptly do so by overnight delivery, by first class mail, postage prepaid or by Electronic Means. A Notice of Redemption shall be provided not fewer than thirty (30) days nor more than thirty-five sixty (3560) calendar days prior to the date fixed for redemption and not less than ten (10) calendar days (or such shorter or longer period as may be consented to by all of the Holders of the VMTP Shares of such Series, which consent shall not be deemed to be a vote required by Section 2.6) prior to the date fixed for redemption pursuant to Section 2.5(c) in such Notice of Redemption (the “Redemption Date”). Each such Notice of Redemption , and which shall state: set forth (Ai) the Redemption Date; , (Bii) the applicable Redemption Price on Liquidation Preference as of the most recent Dividend Payment Date, (iii) a per share basis; (C) statement that the Series and number of VMTP Preference Shares to be redeemed; redeemed will be redeemed on the Redemption Date for the Redemption Price, (Div) a statement that, unless the CUSIP number for VMTP Shares of such Series; (E) if applicable, Company defaults on the place or places where the certificate(s) for such shares (properly endorsed or assigned for transfer, if the Board of Trustees requires and the Notice of Redemption states) are to be surrendered for payment of the Redemption Price; (F) that , dividends on the VMTP Preference Shares to be redeemed will shall cease to accumulate from and after such accrue on the Redemption Date; , and (Gvi) a statement that, unless the provisions Company defaults on the payment of this Statement under which such redemption is made. If fewer than all VMTP Shares held by any Holder are the Redemption Price, on the Redemption Date, each Preference Share to be redeemed, redeemed shall automatically and without further action by the Notice of Holder cease to be outstanding and that the former Holder thereof shall have no rights or privileges with respect thereto other than to receive the Redemption delivered to Price upon surrender by such Holder of any certificates representing such Preference Shares. The Company shall also specify pay the number Redemption Price to the Holders of VMTP the Preference Shares at the address of such Holders as listed in the Register upon surrender of the certificates, if any, representing the Preference Shares to be redeemed and receipt of any written instrument or instructions of transfer or other documents and endorsements reasonably requested by the Company. If such certificates are lost, stolen or destroyed, the Company may require an affidavit certifying to such effect and, if requested, an agreement indemnifying the Company from any losses incurred in connection therewith, in each case, in form and substance reasonably satisfactory to the Company, from such Holder and/or the method of determining prior to paying such number. The Fund may provide in any Notice of Redemption relating to an optional redemption contemplated to be effected pursuant to Section 2.5(c) of this Statement that such redemption is subject to one or more conditions precedent and that the Fund shall not be required to effect such redemption unless each such condition has been satisfied at the time or times and in the manner specified in such Notice of Redemption. No defect in the Notice of Redemption or delivery thereof shall affect the validity of redemption proceedings, except as required by applicable lawamounts.

Appears in 1 contract

Samples: New Shareholders Agreement (Yahoo Inc)

Procedures for Redemption. (i) If the Fund shall determine or be required to redeem, in whole or in part, VMTP RVMTP Shares of a Series pursuant to Section 2.5(a2.6(a), (b) or (c), the Fund shall deliver a notice of redemption (the “Notice of Redemption”), by overnight delivery, by first class mail, postage prepaid or by Electronic Means to Holders thereof, or request the Calculation and Paying Agent, on behalf of the Fund, to promptly do so by overnight delivery, by first class mail, postage prepaid or by Electronic Means. For the avoidance of doubt, a Notice of Redemption shall not be required if the Fund shall be required to redeem, in whole or in part, RVMTP Shares of a series pursuant to Section 2.6(a)(iv). A Notice of Redemption shall be provided not more than thirty-five (35) calendar days prior to the date fixed for redemption and not less than ten (10) calendar days (or such shorter or longer period as may be consented to by all of the Holders of the VMTP RVMTP Shares of such Series, which consent shall not be deemed to be a vote required by Section 2.62.7) prior to the date fixed for redemption pursuant to Section 2.5(c2.6(c) in such Notice of Redemption (the “Redemption Date”); provided that, in connection with a redemption in accordance with Section 6.19 of the Purchase Agreement, a Notice of Redemption shall be provided at least two (2) Business Days prior to the Redemption Date. Each such Notice of Redemption shall state: (A) the Redemption Date; (B) the applicable Redemption Price on a per share basis; (C) the Series and number of VMTP RVMTP Shares to be redeemed; (D) the CUSIP number for VMTP RVMTP Shares of such Series; (E) if applicable, the place or places where the certificate(s) for such shares (properly endorsed or assigned for transfer, if the Board of Trustees requires and the Notice of Redemption states) are to be surrendered for payment of the Redemption Price; (F) that dividends on the VMTP RVMTP Shares to be redeemed will cease to accumulate from and after such Redemption Date; and (G) the provisions of this Statement under which such redemption is made. If fewer than all VMTP RVMTP Shares held by any Holder are to be redeemed, the Notice of Redemption delivered to such Holder shall also specify the number of VMTP RVMTP Shares to be redeemed from such Holder and/or the method of determining such number. The Fund may provide in any Notice of Redemption relating to an optional redemption contemplated to be effected pursuant to Section 2.5(c2.6(c) of this Statement that such redemption is subject to one or more conditions precedent and that the Fund shall not be required to effect such redemption unless each such condition has been satisfied at the time or times and in the manner specified in such Notice of Redemption. No defect in the Notice of Redemption or delivery thereof shall affect the validity of redemption proceedings, except as required by applicable law.

Appears in 1 contract

Samples: PIMCO Flexible Municipal Income Fund

Procedures for Redemption. (i) If 1.1.1. At least 90 days prior to the Fund shall determine or be required to redeemRedemption Date, in whole or in part, VMTP Shares of a Series pursuant to Section 2.5(a), (b) or (c), the Fund shall deliver a written notice of redemption (the “Notice of RedemptionRedemption Notice), by overnight delivery, ) shall be given by first class mail, postage prepaid or by Electronic Means prepaid, to Holders thereof, or request each Holder who is a Holder on the Calculation and Paying Agent, date such notice is given at such Holder’s address as it appears on behalf the stock books of the FundCorporation, provided that no failure to promptly do so by overnight delivery, by first class mail, postage prepaid or by Electronic Means. A Notice give such notice nor any deficiency therein shall affect the validity of Redemption shall be provided not more than thirty-five (35) calendar days prior the procedure for the redemption of any shares of Series G Convertible Preferred as to the date fixed for redemption and not less than ten (10) calendar days (Holder or Holders to whom the Corporation has failed to give said notice or to whom such shorter or longer period as may be consented to by all of the Holders of the VMTP Shares of such Series, which consent shall not be deemed to be a vote required by Section 2.6) prior to the date fixed for redemption pursuant to Section 2.5(c) in such notice was defective. The Redemption Notice of Redemption (the “Redemption Date”). Each such Notice of Redemption shall state: (A) the Redemption DatePrice; (B) that the applicable Redemption Price on a per share basis; (C) Holder is to surrender to the Series and number of VMTP Shares to be redeemed; (D) Corporation, in the CUSIP number for VMTP Shares of such Series; (E) if applicablemanner, at the place or places where and at the certificate(s) for price designated, its certificate or certificates representing the shares of Series G Convertible Preferred; and that dividends on the shares of the Series G Convertible Preferred shall cease to accumulate on such shares (properly endorsed or assigned for transfer, if Redemption Date unless the Board of Trustees requires and Corporation defaults in the Notice of Redemption states) are to be surrendered for payment of the Redemption Price; . Each Holder shall surrender the certificate or certificates representing all shares of Series G Convertible Preferred held by such Holder to the Corporation, duly endorsed (F) that or otherwise in proper form for transfer, as determined by the Corporation), in the manner and at the place or places designated in the Redemption Notice, and on the Redemption Date the full Redemption Price for such shares shall be payable in cash to the Person whose name appears on such certificate or certificates as the owner thereof, and each surrendered certificate shall be canceled and retired. On and after the Redemption Date, unless the Corporation defaults in the payment in full of the Redemption Price, dividends on the VMTP Shares to be redeemed will Series G Convertible Preferred shall cease to accumulate from and after such on the Redemption Date, and all rights of the Holders shall terminate with respect to the Series G Convertible Preferred on the Redemption Date, other than the right to receive the Redemption Price, without interest; provided, however, that if the Redemption Notice shall have been given and the funds necessary for redemption (Gincluding an amount in respect of all dividends that will accrue to the Redemption Date) shall have been segregated and irrevocably deposited in trust for the provisions equal and ratable benefit of this Statement under the Holders, then, at the close of business on the day on which such redemption is made. If fewer than all VMTP Shares held by any Holder funds are segregated and set aside, the Holders shall cease to be redeemed, stockholders of the Notice of Corporation and shall be entitled only to receive the Redemption delivered to such Holder shall also specify the number of VMTP Shares to be redeemed from such Holder and/or the method of determining such number. The Fund may provide in any Notice of Redemption relating to an optional redemption contemplated to be effected pursuant to Section 2.5(c) of this Statement that such redemption is subject to one or more conditions precedent and that the Fund shall not be required to effect such redemption unless each such condition has been satisfied at the time or times and in the manner specified in such Notice of Redemption. No defect in the Notice of Redemption or delivery thereof shall affect the validity of redemption proceedings, except as required by applicable lawPrice.

Appears in 1 contract

Samples: Put/Call Agreement (Ion Media Networks Inc.)

Procedures for Redemption. (i) If the Fund shall determine or be required to redeem, in whole or in part, VMTP Shares of a Series pursuant to Section 2.5(a), (b) or (c), the Fund shall deliver Partnership gives a notice of redemption in respect of Series C Preferred Units (which notice will be irrevocable) then the “Notice Partnership's obligation to make available the redemption price shall be deemed fulfilled if, on or before the redemption date, the Partnership pays each holder of Redemption”Series C Preferred Units in cash directly or the Partnership deposits irrevocably in trust for the benefit of the Series C Preferred Units being redeemed funds sufficient to pay the applicable Redemption Price with irrevocable instructions and authority to pay such Redemption Price to the holders of the Series C Preferred Units upon surrender of the Series C Preferred Units by such holders at the place designated in the notice of redemption. If the Series C Preferred Units are evidenced by a certificate and if fewer than all Series C Preferred Units evidenced by any certificate are being redeemed, a new certificate shall be issued upon surrender of the certificate evidencing all Series C Preferred Units, evidencing the unredeemed Series C Preferred Units without cost to the holder thereof. On and after the redemption date, (A) distributions shall cease to accumulate on the Series C Preferred Units or portions thereof called for redemption, unless the Partnership defaults in the payment thereof, (B) such units shall no longer be deemed to be outstanding and (C) all rights of the holders thereof as holders of Series C Preferred Units shall cease (except the right to receive the redemption price and any accumulated and unpaid distributions), by overnight deliveryunless the Partnership defaults in the payment thereof. If any date fixed for redemption of Series C Preferred Units is not a Business Day, by first class mail, postage prepaid or by Electronic Means to Holders thereof, or request the Calculation and Paying Agent, on behalf then payment of the FundRedemption Price payable on such date will be made on the next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day falls in the next calendar year, such payment will be made on the immediately preceding Business Day, in each case with he same force and effect as if made on such date fixed for redemption. If payment of the Redemption Price is improperly withheld or refused and not paid by the Partnership, distributions on such Series C Preferred Units will continue to promptly do so by overnight deliveryaccumulate from the original redemption date to the date of payment, by first class mail, postage prepaid or by Electronic Means. A Notice of Redemption shall in which case the actual payment date will be provided not more than thirty-five (35) calendar days prior to considered the date fixed for redemption and not less than ten (10) calendar days (or such shorter or longer period as may be consented to by all for purposes of the Holders of the VMTP Shares of such Series, which consent shall not be deemed to be a vote required by Section 2.6) prior to the date fixed for redemption pursuant to Section 2.5(c) in such Notice of Redemption (the “Redemption Date”). Each such Notice of Redemption shall state: (A) the Redemption Date; (B) calculating the applicable Redemption Price on a per share basis; (C) the Series and number of VMTP Shares to be redeemed; (D) the CUSIP number for VMTP Shares of such Series; (E) if applicable, the place or places where the certificate(s) for such shares (properly endorsed or assigned for transfer, if the Board of Trustees requires and the Notice of Redemption states) are to be surrendered for payment of the Redemption Price; (F) that dividends on the VMTP Shares to be redeemed will cease to accumulate from and after such Redemption Date; and (G) the provisions of this Statement under which such redemption is made. If fewer than all VMTP Shares held by any Holder are to be redeemed, the Notice of Redemption delivered to such Holder shall also specify the number of VMTP Shares to be redeemed from such Holder and/or the method of determining such number. The Fund may provide in any Notice of Redemption relating to an optional redemption contemplated to be effected pursuant to Section 2.5(c) of this Statement that such redemption is subject to one or more conditions precedent and that the Fund shall not be required to effect such redemption unless each such condition has been satisfied at the time or times and in the manner specified in such Notice of Redemption. No defect in the Notice of Redemption or delivery thereof shall affect the validity of redemption proceedings, except as required by applicable law.

Appears in 1 contract

Samples: Rodamco North America N V

Procedures for Redemption. (i) If the Fund shall determine or be required to redeem, in whole or in part, VMTP Shares of a Series pursuant to Section 2.5(a), (b) or (c), the Fund shall deliver Partnership gives a notice of redemption in respect of Series D Preferred Units (which notice will be irrevocable) then the “Notice Partnership's obligation to make available the Redemption Price shall be deemed fulfilled if, on or before the redemption date, the Partnership pays each holder of Redemption”Series D Preferred Units in cash directly or the Partnership deposits irrevocably in trust for the benefit of the Series D Preferred Units being redeemed funds sufficient to pay the applicable Redemption Price with irrevocable instructions and authority to pay such Redemption Price to the holders of the Series D Preferred Units upon surrender of the Series D Preferred Units by such holders at the place designated in the notice of redemption. If the Series D Preferred Units are evidenced by a certificate and if fewer than all Series D Preferred Units evidenced by any certificate are being redeemed, a new certificate shall be issued upon surrender of the certificate evidencing all Series D Preferred Units, evidencing the unredeemed Series D Preferred Units without cost to the holder thereof. On and after the redemption date, (i) distributions shall cease to accumulate on the Series D Preferred Units or portions thereof called for redemption, (ii) such units shall no longer be deemed to be outstanding and (iii) all rights of the holders thereof as holders of Series D Preferred Units shall cease (except the right to receive the Redemption Price and any accumulated and unpaid distributions), by overnight deliveryunless the Partnership defaults in the payment thereof. If any date fixed for redemption of Series D Preferred Units is not a Business Day, by first class mail, postage prepaid or by Electronic Means to Holders thereof, or request the Calculation and Paying Agent, on behalf then payment of the FundRedemption Price payable on such date will be made on the next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) except that, if such Business Day falls in the next calendar year, such payment will be made on the immediately preceding Business Day, in each case with the same force and effect as if made on such date fixed for redemption. If payment of the Redemption Price is improperly withheld or not paid by the Partnership, distributions on such Series D Preferred Units will continue to promptly do so by overnight deliveryaccumulate from the original redemption date to the date of payment, by first class mail, postage prepaid or by Electronic Means. A Notice of Redemption shall in which case the actual payment date will be provided not more than thirty-five (35) calendar days prior to considered the date fixed for redemption and not less than ten (10) calendar days (or such shorter or longer period as may be consented to by all for purposes of the Holders of the VMTP Shares of such Series, which consent shall not be deemed to be a vote required by Section 2.6) prior to the date fixed for redemption pursuant to Section 2.5(c) in such Notice of Redemption (the “Redemption Date”). Each such Notice of Redemption shall state: (A) the Redemption Date; (B) calculating the applicable Redemption Price on a per share basis; (C) Price. No interest shall accrue for the benefit of the holders of the Series and number of VMTP Shares to be redeemed; (D) the CUSIP number for VMTP Shares of such Series; (E) if applicable, the place or places where the certificate(s) for such shares (properly endorsed or assigned for transfer, if the Board of Trustees requires and the Notice of Redemption states) are to be surrendered for payment of the Redemption Price; (F) that dividends on the VMTP Shares D Preferred Units to be redeemed will cease on any cash set aside by the Partnership. Subject to accumulate from and after such Redemption Date; and (G) applicable escheat laws, any cash deposited in trust by the provisions of this Statement under which such redemption Partnership that is made. If fewer than all VMTP Shares held by any Holder are to be redeemed, the Notice of Redemption delivered to such Holder shall also specify the number of VMTP Shares to be redeemed from such Holder and/or the method of determining such number. The Fund may provide in any Notice of Redemption relating to an optional redemption contemplated to be effected pursuant to Section 2.5(c) of this Statement that such redemption is subject to one or more conditions precedent and that the Fund shall not be required to effect such redemption unless each such condition has been satisfied unclaimed at the time or times and in end of two years after the manner specified in redemption date shall revert to the general funds of the Partnership, after which reversion the holders of the Series D Preferred Units so called for redemption shall look only to the general funds of the Partnership for the payment of such Notice of Redemption. No defect in the Notice of Redemption or delivery thereof shall affect the validity of redemption proceedings, except as required by applicable lawcash.

Appears in 1 contract

Samples: Urban Shopping Centers Inc

Procedures for Redemption. (iA) If the Fund shall determine or be required to redeem, in whole or in part, VMTP Shares of a Series pursuant to Section 2.5(a), (b) or (c), the Fund shall deliver a notice of redemption (the “Notice of Redemption”), by overnight delivery, by first class mail, postage prepaid or by Electronic Means to Holders thereof, or request the Calculation At least 30 days and Paying Agent, on behalf of the Fund, to promptly do so by overnight delivery, by first class mail, postage prepaid or by Electronic Means. A Notice of Redemption shall be provided not more than thirty-five (35) calendar 60 days prior to the date fixed for any redemption and not of the Series A Preferred Stock, written notice (the "Redemption Notice") shall be given by first-class mail, postage prepaid, to each Holder of Series A Preferred Stock of record on the record date fixed for such redemption of the Series A Preferred Stock at such Holder's address as the same appears on the stock register of the Company, provided that no failure to give such notice nor any deficiency therein shall affect the validity of the procedure for the redemption of any shares of Series A Preferred Stock to be redeemed except as to the Holder or Holders to whom the Company has failed to give said notice or except as to the Holder or Holders whose notice was defective. The Redemption Notice shall state: (1) whether the redemption is pursuant to paragraph (e)(i) or (e)(ii) hereof; (2) the Optional Redemption Price or the Mandatory Redemption Price, as the case may be; (3) whether all or less than ten (10) calendar days (or such shorter or longer period as may be consented to by all the outstanding shares of the Holders Series A Preferred Stock are to be redeemed and the total number of shares of the VMTP Shares Series A Preferred Stock being redeemed; (4) the number of such Seriesshares of Series A Preferred Stock held, which consent shall not be deemed as of the appropriate record date, by the Holder that the Company intends to be a vote required by Section 2.6redeem; (5) prior to the date fixed for redemption pursuant to Section 2.5(c) in such Notice of Redemption (the “Redemption Date”). Each such Notice of Redemption shall state: (A) the Redemption Dateredemption; (B6) that the applicable Redemption Price on a per share basis; (C) Holder is to surrender to the Series and number of VMTP Shares to be redeemed; (D) the CUSIP number for VMTP Shares of such Series; (E) if applicableCompany, at the place or places where the certificate(s) certificates for such shares (properly endorsed or assigned for transfer, if the Board of Trustees requires and the Notice of Redemption states) Series A Preferred Stock are to be surrendered for payment redemption, in the manner and at the price designated, such Holder's certificate or certificates representing the shares of the Redemption PriceSeries A Preferred Stock to be redeemed; and (F7) that dividends on the VMTP Shares shares of the Series A Preferred Stock to be redeemed will shall cease to accumulate from and after accrue on such Redemption Date; and (G) Date unless the provisions of this Statement under which such redemption is made. If fewer than all VMTP Shares held by any Holder are to be redeemed, the Notice of Redemption delivered to such Holder shall also specify the number of VMTP Shares to be redeemed from such Holder and/or the method of determining such number. The Fund may provide in any Notice of Redemption relating to an optional redemption contemplated to be effected pursuant to Section 2.5(c) of this Statement that such redemption is subject to one or more conditions precedent and that the Fund shall not be required to effect such redemption unless each such condition has been satisfied at the time or times and Company defaults in the manner specified in such Notice payment of Redemption. No defect in the Notice of Optional Redemption Price or delivery thereof shall affect the validity of redemption proceedingsMandatory Redemption Price, except as required by applicable lawthe case may be.

Appears in 1 contract

Samples: Preferred Stock and Warrant Purchase Agreement (Leslies Poolmart)

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