Redemption Option. Upon the satisfaction of the Redemption Conditions, the Company may, at the option of its Board of Directors at any time following the Final Closing redeem all (but not less than all) of the Warrants, out of funds legally available therefor by paying the Redemption Price (as hereafter defined) in cash for each Warrant then redeemed.
Redemption Option. If, at any time on or prior to the Forced Sale Lockout End Date with respect to Formation Member, the NorthStar Member permits a Healthcare Platform Transfer, then, within thirty (30) days after the completion of the Healthcare Platform Transfer, so long as the Formation Member has not been removed as Administrative Member, the NorthStar Member shall deliver Notice (a “Redemption Notice”) to the Formation Member of such Healthcare Platform Transfer. The Formation Member shall then have the right, by delivering Notice to the NorthStar Member (the “Redemption Acceptance Notice”) within thirty (30) days from receiving the Redemption Notice, to cause the NorthStar Member to purchase from the Formation Member its entire Interest (the “Redemption Closing”). The Redemption Closing shall occur on a date and at a place designated by the NorthStar Member, which is not more than sixty (60) days after the Formation Member has delivered the Redemption Acceptance Notice. The purchase price for the Interest of the Formation Member shall be (x) the amount that would be distributed to the Formation Member if all of the assets of the Venture were sold for fair market value as of the date of the Healthcare Platform Transfer (as determined through the “baseball arbitration” procedures described in Section 7.05(f)), all customary transaction costs relating to such a sale were paid, all other liabilities of the Venture and its Subsidiaries were discharged, and the Venture was liquidated and all assets of the Venture were distributed in accordance with the provisions of Section 11.03, plus (y) if, and only if, the Redemption Closing occurs prior to the Forced Sale Lockout End Date applicable to the NorthStar Member, an amount equal to (i) the aggregate Asset Management Fee paid in the most recently concluded Annual Calendar Period, multiplied by (ii) 1/12 (or, if there is no most recent Annual Calendar Period, an amount equal to (1) the aggregate Asset Management Fee paid in the two most recently concluded quarterly periods multiplied by (2) 1/6) shall be paid to the Formation Member at the Redemption Closing for each month beginning on the date of the Redemption Closing and ending on the Forced Sale Lockout End Date applicable to the NorthStar Member (which shall be prorated for any period less than a calendar month based on the number of days during such period).
Redemption Option. At any time after the fifth (5th) anniversary of the Series CC Original Issue Date (as defined in Article Eighth), upon the written request (a “Series CC Redemption Request”) of any holder of Series CC Preferred Stock, the Corporation shall redeem from such holders all, but not less than all, of the then issued and outstanding shares of Series CC Preferred Stock held by such holder ( “Series CC Redemption Shares”) at the Series CC Redemption Price. Upon its receipt of a Series CC Redemption Request, the Corporation shall, within ten (10) days of its receipt of such request, send to (i) each holder of Series CC Preferred Stock, with respect to whose shares no Series CC Redemption Request has been delivered to the Company, and (ii) each holder of Series AA Preferred Stock written notice indicating that a Series CC Redemption Request has been received by the Company and listing the number of shares of Series CC Preferred Stock subject to the Series CC Redemption Request (each such notice, a “Series CC Redemption Request Notice”). If the Company subsequently receives, within twenty (20) days following delivery of the relevant Series CC Redemption Request Notice (an “Applicable Redemption Request Deadline”), a Series CC Redemption Request from any holder of Series CC Preferred Stock or a Series AA Redemption Request from a requisite number of holders of Series AA Preferred Stock pursuant to Section 2(b) of this Article Tenth, then all such Series CC Redemption Requests and such Series AA Redemption Request shall be treated by the Corporation as if the Corporation had received all such requests simultaneously (the redemption of all shares of Series AA Preferred Stock and Series CC Preferred Stock pursuant to such requests (including the initial Series CC Redemption Request) is hereinafter referred to as an “Applicable Redemption”). The date of redemption shall be on a date selected by the Corporation that is no later than 180 days after receipt by the Corporation of the initial Series CC Redemption Request (an “Applicable Redemption Date”).
Redemption Option. If the Amendment has not become effective within six months of the date hereof, in lieu of the exercising this Warrant pursuant to Section 2.1 or 2.2, the Holder may require the Company to redeem all or some of the Warrant for an amount equal to the value of the amount of the Warrant being redeemed. If the Holder elects to require redemption of this Warrant as provided in this Section 2.3, the Holder shall tender to the Company the Warrant with written notice of the Holder's election, and the Company shall purchase from the Holder such portion of the Warrant as is specified by the Holder for the price computed as of the date of surrender of this Warrant to the Company using the following formula: X = Y (A-B) ------- Where:
Redemption Option. (a) In the event (i) any Executive ceases to be employed by, or to serve as an officer, or director for, the Company or its Subsidiaries for any reason or, (ii) a Corporate Family Member of an Executive ceases for any reason to be a Corporate Family Member of such Executive and thereafter fails to comply with the requirements of paragraph 4(f) hereof, or (iii) any Corporate Family Member of an Executive shall fail to comply with any requirement made pursuant to paragraph 4(g) hereof (any such event being in respect of such Executive or Corporate Family Member, his or its “Termination”), all of the Redeemable Stock held by such Executive or, as the case may be, such Corporate Family Member (whether held by such Executive or Corporate Family Member or one or more of such Executive’s transferees) may be redeemed or purchased by the Company pursuant to the terms and conditions set forth in this paragraph 4 (the “Redemption Option”). For the avoidance of doubt, Class D Convertible Shares, Class I Convertible Shares and Ordinary Shares are not subject to redemption or purchase pursuant to this paragraph 4 or otherwise.
Redemption Option. If Buyer breaches Section 1.2(b) by failing to pay the Second Payment Amount when owed, the Company shall have the option to redeem for $1.00 that number of Units held by Buyer such that following the redemption, Buyer’s Membership Interest in the Company shall equal thirty-five percent (35%) (the “Redemption Option”). The Redemption Option may be exercised by delivery of notice to Buyer in accordance with this Agreement. Notwithstanding anything to the contrary contained in this Agreement (including without limitation the provisions in Article 7), the Redemption Option shall be the Company’s and Ernst’s sole and exclusive remedy for a breach of Section 1.2(b) by Buyer, and Buyer shall under no circumstances be liable to the Company or Ernst for any indirect, special, consequential or incidental damages or any lost profits or income related to a breach of Section 1.2(b).
Redemption Option. (a) In the event any Executive ceases to be employed by, or to serve as an officer, or director for, the Company or its Subsidiaries for any reason (such Executive's "Termination"), all of such Executive's Executive Stock other than Ordinary Shares acquired pursuant to paragraph 1 hereof (whether held by such Executive or one or more of such Executive's transferees, "Redeemable Stock") may be redeemed or purchased by the Company and/or the Majority Investor pursuant to the terms and conditions set forth in this paragraph 4 (the "Redemption Option"). For the avoidance of doubt (but without prejudice to rights to redeem or purchase Ordinary Shares issued or issuable upon conversion of Convertible Shares), Ordinary Shares acquired pursuant to paragraph 1 hereof are not subject to redemption or purchase pursuant to this paragraph 4 or otherwise.
Redemption Option. The rights set forth in this Section 4 are given ----------------- to Xxx Xxxxx, Xxxxxx Xxxxx, and the New Shareholders only (collectively, the "Redeeming Shareholders"), and not to McGurl, Loomis, or X'Xxxxx:
Redemption Option. 2.1 Should the Lender elect not to convert the Promissory Note into Common Shares Option at the Maturity Date, upon the Lender’s written request, the Borrower shall repay all indebtedness to the Lender and redeem the said Promissory Note. The redemption shall occur within 90 days of receipt, by the Borrower, of a written notification of Xxxxxx’s election. At redemption, the Borrower shall pay to the Lender an amount equal to the full face value of the Promissory Note plus all Interests calculated at a per annum rate of 10.00% from date of the Value received to the date of payment.
Redemption Option. At any time during the period beginning on the Issue Date and ending on the date that is one (1) year from the Issue Date, Company shall have the option to redeem this Warrant by exchanging it (pursuant to Section 3(a)(9) of the 1933 Act (as defined below)) for 400,000 shares of Company’s Common Stock (the “Redemption Option”). If Company elects to exercise its Redemption Option, any outstanding Notice of Exercise will be cancelled and this Warrant will be deemed satisfied in full upon delivery of the 400,000 shares of Common Stock.
