Common use of Redemption Procedure Clause in Contracts

Redemption Procedure. Units may be redeemed on a Redemption Day. Requests for redemption must be received by the Depositary on or before the Redemption Deadline. Redemption requests received after the Redemption Deadline will be processed on the next following Redemption Day. Under normal circumstances, payment for redeemed Units will be made within the Redemption Payment Day as set out in Annex A for each Sub-Fund. The Management Company may under particular circumstances, e.g. in connection with a restructuring involving another Sub-Fund of the UCITS or other funds or sub-funds managed by the Management Company or a company part of the same group as the Management Company, shorten Redemption Deadlines in relation to a specific Redemption Day and Sub-Fund, provided always that the interest of the non-redeeming Unitholders shall not be adversely affected thereby. A Unitholder may not withdraw a redemption request once it has been submitted and received by the Depositary, unless the Management Company, acting in the best interests of the Unitholders, determines to permit the withdrawal of such request in whole or in part. A Unitholder will have no rights with respect to Units redeemed (whether voluntarily or compulsorily) on and from the relevant Redemption Day, except the right to receive the redemption proceeds with respect to such Units and any dividend or distribution that has been declared prior to such Redemption Day but has not yet been paid. In particular, the Unitholder ceases his or her participation in the Units performance on and from the relevant Redemption Day. Each payment and/or distribution of redemption proceeds (whether made in connection with a redemption request or a distribution to a Unitholder) shall be subject to the limitations on payments and/or distributions imposed by (a) laws, regulations or other restrictions established by applicable regulatory agencies or self- regulatory association, (b) any investment vehicle from which a Sub-Fund might directly seek to withdraw funds, or (c) any agreements entered into by, or binding upon, the Management Company or its delegates acting on behalf of the Sub-Fund. The Management Company shall determine the applicability of any such limitations on payments and/or distributions and the applicable amount to be withheld from any payment and/or distribution. In particular, the Management Company or the Depositary may refuse to make a redemption payment to a Unitholder if the Management Company or the Depositary suspects or is advised that the payment of any redemption proceeds to such Unitholder may result in a breach or violation of any anti-money laundering law by any person in any relevant jurisdiction, or if such refusal is necessary to ensure the compliance by the Depositary, the Management Company, the Management Company delegates or service providers with any anti-money laundering law in any relevant jurisdiction.

Redemption Procedure. Units may be redeemed on Any redemption of Shares provided for in this Section shall take place-- (i) within thirty (30) days following termination for Cause or a Redemption Day. Requests for redemption must be received termination as a result of the failure of the Nevada Gaming Authorities to grant the Participant a casino key employee and equity holder license; (ii) in the case of a termination by reason of the Participant's death or Disability, upon such date set out by the Depositary on Participant, or before his estate, as the Redemption Deadline. Redemption requests received after case may be, in a written notice to the Redemption Deadline will Company specifying all or any portion of the Shares to be processed on redeemed, given at least thirty (30) days in advance of the next applicable redemption date; or (iii) within thirty (30) days following Redemption Day. Under normal circumstances, payment for redeemed Units will be made within written notice to the Redemption Payment Day as set out Company of the intent to redeem all or any portion of the Shares in Annex A for each Sub-Fundthe case of any other termination of the Participant's employment with the Company or if Participant is currently employed with the Company. The Management Participant (or his personal representative), upon redemption of all or any portion of his Shares shall surrender to the Company may under particular circumstancesthe certificates for his Shares and only such portion as has been surrendered shall thereupon be canceled; provided, e.g. however, that if the Participant is redeeming Shares in connection accordance with a restructuring involving another Sub-Fund clause (i) above, then upon such redemption the Participant shall surrender to the Company all certificates for Shares and whether so surrendered or not, such Shares shall thereupon be canceled. The Company shall then, upon receipt of the UCITS or other funds or sub-funds managed by the Management Company or a company part Shares and determination of the same group as Fair Market Value, deliver to the Management CompanyParticipant (or his personal representative) a promissory note for the sum payable in accordance with the terms of Section 5(a)(ii) above. Such note shall be, shorten Redemption Deadlines in relation to a specific Redemption Day and Sub-Fundall respects, provided always that the interest of the non-redeeming Unitholders shall not be adversely affected thereby. A Unitholder may not withdraw a redemption request once it has been submitted and received by the Depositary, unless the Management Company, acting in the best interests of the Unitholders, determines to permit the withdrawal of such request in whole or in part. A Unitholder will have no rights with respect to Units redeemed (whether voluntarily or compulsorily) on and from the relevant Redemption Day, except the right to receive the redemption proceeds with respect to such Units and any dividend or distribution that has been declared prior to such Redemption Day but has not yet been paid. In particular, the Unitholder ceases his or her participation in the Units performance on and from the relevant Redemption Day. Each payment and/or distribution of redemption proceeds (whether made in connection with a redemption request or a distribution to a Unitholder) shall be subject to the limitations on payments and/or distributions and restrictions, if any, imposed by any note, credit facility, indenture, mortgage, line of credit or similar contractual arrangement with an institutional or similar lender by which the Company may become bound (a) laws"Lender Restrictions"), regulations whether in the form of financial covenants or other restrictions established by applicable regulatory agencies otherwise and whether arising prior to or self- regulatory association, (b) any investment vehicle from which a Sub-Fund might directly seek to withdraw funds, or (c) any agreements entered into by, or binding upon, the Management Company or its delegates acting on behalf after execution and delivery of the Sub-Fundnote. The Management No failure of the Company to pay sums due on the note on account of the Lender Restrictions shall determine the applicability of any such limitations on payments and/or distributions and the applicable amount to be withheld from any payment and/or distribution. In particular, the Management Company or the Depositary may refuse to make a redemption payment to a Unitholder if the Management Company or the Depositary suspects or is advised that the payment of any redemption proceeds to such Unitholder may result in a breach or violation of any anti-money laundering law by any person in any relevant jurisdiction, or if default and all such refusal is necessary payments to ensure the compliance extent (and only to the extent) prohibited by the DepositaryLender Restrictions, shall be deferred and accrue until such time as they may be paid without violating the Management Company, the Management Company delegates or service providers with any anti-money laundering law in any relevant jurisdictionLender Restrictions.

Redemption Procedure. Units may If any Optional Redemption Notice has been given in respect of the Notes in accordance with Section 10.01, the Notes shall become due and payable on the Optional Redemption Date at the place or places stated in the Optional Redemption Notice at the Optional Redemption Amount. On presentation and surrender of the Notes at the place or places stated in the Optional Redemption Notice, the Notes shall be paid and redeemed by the Company at the Optional Redemption Amount. Prior to the open of business on the Optional Redemption Date, the Company shall deposit with the Trustee (or other Paying Agent appointed by the Company) or, if the Company or a subsidiary of the Company is acting as the Paying Agent, shall segregate and hold in trust as provided in Section 5.03(b), an amount of cash (in immediately available funds if deposited on the Optional Redemption Date) sufficient to pay the Optional Redemption Amount of all the Notes to be redeemed on a such Redemption DayDate. Requests for redemption must be received Subject to receipt of funds by the Depositary on or before the Redemption Deadline. Redemption requests received after the Redemption Deadline will be processed on the next following Redemption Day. Under normal circumstancesPaying Agent, payment for the Notes to be redeemed Units will shall be made within on the Optional Redemption Date for such Notes. The Trustee (or other Paying Agent appointed by the Company) shall, promptly after such payment and upon written demand of the Company, return to the Company any funds in excess of the Redemption Payment Day as set out in Annex A for each Sub-FundPrice. The Management Company may under particular circumstances, e.g. in connection with a restructuring involving another Sub-Fund If any portion of the UCITS or other funds or sub-funds managed by the Management Company or a company part of the same group as the Management Company, shorten payment pursuant to an Optional Redemption Deadlines in relation to a specific Redemption Day and Sub-Fund, provided always that the interest of the non-redeeming Unitholders shall not be adversely affected thereby. A Unitholder may not withdraw a redemption request once it has been submitted and received paid by the DepositaryCompany in cash by the applicable due date, unless interest shall accrue thereon at an interest rate equal to the Management lesser of 18% per annum or the maximum rate permitted by applicable law until such amount is paid in full. Notwithstanding anything to the contrary in this Section 10, the Company, acting ’s determination to make an Optional Redemption under Section 10.01 shall be applied by lot among the Holders (and in the best interests case of any Global Notes, redeemed in accordance with the Depositary’s applicable procedures). The Holders may elect to convert the outstanding principal amount of the UnitholdersNotes pursuant to Section 4 prior to, determines to permit in case of Global Notes, the withdrawal Close of such request in whole or in part. A Unitholder will have no rights Business on the Trading Day immediately preceding the Optional Redemption Date , and, with respect to Units redeemed (whether voluntarily or compulsorily) on and from the relevant Redemption DayPhysical Notes, except the right to receive the redemption proceeds with respect to such Units and that Holders may surrender their Notes for conversion at any dividend or distribution that has been declared time prior to such the Close of Business on the third Trading Date immediately preceding the Optional Redemption Day but has not yet been paid. In particular, Date for any redemption under this Section 10 by the Unitholder ceases his or her participation in the Units performance on and from the relevant Redemption Day. Each payment and/or distribution delivery of redemption proceeds (whether made in connection with a redemption request or a distribution to a Unitholder) shall be subject Conversion Notice to the limitations on payments and/or distributions imposed by (a) laws, regulations or other restrictions established by applicable regulatory agencies or self- regulatory association, (b) any investment vehicle from which a Sub-Fund might directly seek to withdraw funds, or (c) any agreements entered into by, or binding upon, the Management Company or its delegates acting on behalf of the Sub-Fund. The Management Company shall determine the applicability of any such limitations on payments and/or distributions and the applicable amount to be withheld from any payment and/or distribution. In particular, the Management Company or the Depositary may refuse to make a redemption payment to a Unitholder if the Management Company or the Depositary suspects or is advised that the payment of any redemption proceeds to such Unitholder may result in a breach or violation of any anti-money laundering law by any person in any relevant jurisdiction, or if such refusal is necessary to ensure the compliance by the Depositary, the Management Company, the Management Company delegates or service providers with any anti-money laundering law in any relevant jurisdictionConversion Agent.

Redemption Procedure. Units Beginning with the first year anniversary of the Redemption Date, the corporation shall be required to redeem annually no more than that number of shares of Series C Preferred Stock and Series D Preferred Stock equal to twenty-five (25) percent of the shares of Series C Preferred Stock and Series D Preferred Stock outstanding as of the Redemption Date. Annually thereafter, each holder of Series C Preferred Stock and Series D Preferred Stock shall surrender to the corporation for redemption no more than that number of shares equal to twenty-five (25) percent of the shares held by such holder on the Redemption Date (with one-half being rounded upwards). At least 20 days prior to the yearly anniversary of the Redemption Date, written notice (the "Redemption Notice") shall be mailed first class, postage prepaid, to each holder of record (at the close of business on the business day next preceding the day on which notice is given) of the Series C Preferred Stock and Series D Preferred Stock, at the address last shown on the records of the corporation for such holder or given by the holder to the corporation for the purpose of notice or if no such address appears or is given, at the place where the principal executive office of the corporation is located, notifying such holder of the redemption to be effected, specifying the amount to be redeemed by such holder, the Redemption Date, the Redemption Price, the place at which payment may be redeemed obtained and the date on a Redemption Daywhich such holder's right to convert Series C Preferred Stock or Series D Preferred Stock into Common Stock, as to such shares, terminates and calling upon such holder to surrender to the corporation, in the manner and at the place designated, its certificate or certificates representing the shares to be redeemed. Requests for redemption must be received by the Depositary Except as provided in paragraph 5(d), on or before the Redemption Deadline. Redemption requests received after the Redemption Deadline will Date, each holder of Series C Preferred Stock or Series D Preferred Stock to be processed on redeemed shall surrender to the next following Redemption Day. Under normal circumstancescorporation the certificate or certificates representing such shares, payment for redeemed Units will be made within in the manner and at the place designated in the Redemption Payment Day as set out Notice, and thereupon, the aggregate Redemption Price of such shares shall be payable in Annex A for each Sub-Fund. The Management Company may under particular circumstances, e.g. in connection with a restructuring involving another Sub-Fund cash to the order of the UCITS person whose name appears on such certificate or other funds or sub-funds managed by the Management Company or a company part of the same group certificates as the Management Company, shorten Redemption Deadlines in relation to a specific Redemption Day owner thereof and Sub-Fund, provided always that the interest of the non-redeeming Unitholders shall not be adversely affected thereby. A Unitholder may not withdraw a redemption request once it has been submitted and received by the Depositary, unless the Management Company, acting in the best interests of the Unitholders, determines to permit the withdrawal of such request in whole or in part. A Unitholder will have no rights with respect to Units redeemed (whether voluntarily or compulsorily) on and from the relevant Redemption Day, except the right to receive the redemption proceeds with respect to such Units and any dividend or distribution that has been declared prior to such Redemption Day but has not yet been paid. In particular, the Unitholder ceases his or her participation in the Units performance on and from the relevant Redemption Day. Each payment and/or distribution of redemption proceeds (whether made in connection with a redemption request or a distribution to a Unitholder) each surrendered certificate shall be subject to the limitations on payments and/or distributions imposed by (a) laws, regulations or other restrictions established by applicable regulatory agencies or self- regulatory association, (b) any investment vehicle from which a Sub-Fund might directly seek to withdraw funds, or (c) any agreements entered into by, or binding upon, the Management Company or its delegates acting on behalf of the Sub-Fund. The Management Company shall determine the applicability of any such limitations on payments and/or distributions and the applicable amount to be withheld from any payment and/or distribution. In particular, the Management Company or the Depositary may refuse to make a redemption payment to a Unitholder if the Management Company or the Depositary suspects or is advised that the payment of any redemption proceeds to such Unitholder may result in a breach or violation of any anti-money laundering law by any person in any relevant jurisdiction, or if such refusal is necessary to ensure the compliance by the Depositary, the Management Company, the Management Company delegates or service providers with any anti-money laundering law in any relevant jurisdictioncanceled.

Redemption Procedure. Units Within 15 days after an Officer becomes aware of any event or condition which could reasonably be expected to give rise to a Mandatory Redemption Event (other than a Voluntary Acquisition Transaction), within five Business Days after a Voluntary Acquisition Transaction shall have been announced to the public or becomes a matter of public record and in the event the Corporation elects a Corporation Option Redemption, not less than 30 days nor more than 60 days prior to the Redemption Date specified by the Corporation, the Corporation shall send a written notice by first class mail to each holder of record of the Series A Cumulative Convertible Preferred Shares at such holder’s registered address, stating: (i) in the case of a Corporation Option Redemption, the Redemption Date and, in the case of the occurrence or potential occurrence of a Mandatory Redemption Event, the events causing such Mandatory Redemption Event and the date upon which such Mandatory Redemption Event occurred or is expected to occur (the “Proposed Redemption Date”); (ii) the Redemption Price that will be payable with respect to the shares of the Series A Cumulative Convertible Preferred Shares as of the Redemption Date or the Proposed Redemption Date, and whether such Redemption Price will be paid, subject to the provisions of Section 6(f) in cash or, if applicable, in shares of Voting Common Stock or if a combination of cash and Voting Common Stock, the portions of the Redemption Price in respect of which the Corporation will pay in cash and shares of Voting Common Stock; (iii) the Conversion Price, the Conversion Rate and any adjustments thereto made after the Issue Date, in each case as of the date of such notice; (iv) if such Mandatory Redemption Event is proposed to be made in connection with, or in anticipation of, a Fundamental Change that occurs prior to January 16, 2023, the Transaction Consideration, the number of Additional Shares and the additional Transaction Consideration which such holder would be entitled to receive pursuant to the provisions of Section 8. (v) that shares of the Series A Cumulative Convertible Preferred Shares which are the subject of such redemption may be converted at any time before 5:00 p.m., New York City time on the Business Day immediately preceding the Redemption Date; (vi) if applicable, that holders who want to convert shares of the Series A Cumulative Convertible Preferred Shares must satisfy the requirements set forth in Section 7 of this Certificate; (vii) that certificates evidencing the shares of the Series A Cumulative Convertible Preferred Shares to be redeemed on a Redemption Day. Requests for redemption must be received surrendered to the Corporation to collect the Redemption Price; (viii) if fewer than all the outstanding shares of the Series A Cumulative Convertible Preferred Shares are to be redeemed by the Depositary Corporation, the number of shares to be redeemed of the Series A Cumulative Convertible Preferred Shares; (ix) that, unless the Corporation defaults in making payment of such Redemption Price, dividends in respect of the shares of the Series A Cumulative Convertible Preferred Shares which are the subject of such redemption will cease to accumulate on or before the Redemption Deadline. Redemption requests received and after the Redemption Deadline will be processed on Date; (x) the next following Redemption Day. Under normal circumstances, payment for redeemed Units will be made within the Redemption Payment Day as set out in Annex A for each Sub-Fund. The Management Company may under particular circumstances, e.g. in connection with a restructuring involving another Sub-Fund private placement number of the UCITS or other funds or sub-funds managed by the Management Company or a company part of the same group as the Management Company, shorten Redemption Deadlines in relation to a specific Redemption Day and Sub-Fund, provided always that the interest of the non-redeeming Unitholders shall not be adversely affected thereby. Series A Unitholder may not withdraw a redemption request once it has been submitted and received by the Depositary, unless the Management Company, acting in the best interests of the Unitholders, determines to permit the withdrawal of such request in whole or in part. A Unitholder will have no rights with respect to Units redeemed Cumulative Convertible Preferred Shares; and (whether voluntarily or compulsorily) on and from the relevant Redemption Day, except the right to receive the redemption proceeds with respect to such Units and any dividend or distribution that has been declared prior to such Redemption Day but has not yet been paid. In particular, the Unitholder ceases his or her participation in the Units performance on and from the relevant Redemption Day. Each payment and/or distribution of redemption proceeds (whether made in connection with a redemption request or a distribution to a Unitholder) shall be subject to the limitations on payments and/or distributions imposed by (a) laws, regulations or other restrictions established by applicable regulatory agencies or self- regulatory association, (bxi) any investment vehicle from which a Sub-Fund might directly seek other information the Corporation wishes to withdraw funds, or (c) any agreements entered into by, or binding upon, the Management Company or its delegates acting on behalf of the Sub-Fund. The Management Company shall determine the applicability of any such limitations on payments and/or distributions and the applicable amount to be withheld from any payment and/or distribution. In particular, the Management Company or the Depositary may refuse to make a redemption payment to a Unitholder if the Management Company or the Depositary suspects or is advised that the payment of any redemption proceeds to such Unitholder may result in a breach or violation of any anti-money laundering law by any person in any relevant jurisdiction, or if such refusal is necessary to ensure the compliance by the Depositary, the Management Company, the Management Company delegates or service providers with any anti-money laundering law in any relevant jurisdictionpresent.

Redemption Procedure. Units may be redeemed on a Redemption Day. Requests for redemption must be received Subject to subsection (A) of this Section 4.4, within fifteen (15) days of the receipt by the Depositary on or before Corporation of the Redemption Deadline. Redemption requests received after the Redemption Deadline will be processed on the next following Redemption Day. Under normal circumstancesRequest, payment for redeemed Units will be made within the Redemption Payment Day as set out in Annex A for each Sub-Fund. The Management Company may under particular circumstances, e.g. in connection with a restructuring involving another Sub-Fund of the UCITS or other funds or sub-funds managed by the Management Company or a company part of the same group as the Management Company, shorten Redemption Deadlines in relation to a specific Redemption Day and Sub-Fund, provided always that the interest of the non-redeeming Unitholders shall not be adversely affected thereby. A Unitholder may not withdraw a redemption request once it has been submitted and received by the Depositary, unless the Management Company, acting in the best interests of the Unitholders, determines to permit the withdrawal of such request in whole or in part. A Unitholder will have no rights with respect to Units redeemed the first Redemption Date, and not less than thirty (whether voluntarily 30) days prior to the second and third Redemption Dates, the Corporation shall mail, first class postage prepaid, written notice (the “Notice of Redemption”) to each holder of record (at the close of business on the business day preceding the day on which notice is given) of Preferred Stock, at the address last shown on the records of the Corporation for such holder or compulsorily) on and from given by the relevant Redemption Dayholder to the Corporation, except for the right to receive purpose of notifying such holder of the redemption proceeds with respect to be effected. The Notice of Redemption shall specify the applicable Redemption Date, the number of shares of each series of Preferred Stock held by the holder that the Corporation shall redeem on the Redemption Date specified in the Notice of Redemption, and the place at which payment shall be made, which shall be the principal offices of the Corporation or such Units other place as shall be mutually agreeable to the Corporation and any dividend holders of a majority of the shares of Preferred Stock then outstanding, on an as-converted basis. The Notice of Redemption shall call upon each holder of Preferred Stock to either (i) surrender to the Corporation, in the manner and at the place designated, such holder’s certificate or distribution that has been declared certificates representing the shares to be redeemed or (ii) convert such Preferred Stock into Common Stock prior to such the applicable Redemption Day but has not yet been paidDate in accordance with the provisions of Section 4.3 above. In particularSubject to Section 4.4 (C), on each Redemption Date, the Unitholder ceases his Corporation shall pay the Redemption Price in cash or her participation by check to the order of the person whose name appears on the certificate or certificates of the Preferred Stock that (i) shall not have been converted pursuant to Section 4.3 hereof and (ii) shall have been surrendered to the Corporation in the Units performance on manner and from at the relevant place designated in the Notice of Redemption Day. Each payment and/or distribution of redemption proceeds (whether made in connection with a redemption request or a distribution to a Unitholder) and thereupon each surrendered certificate shall be subject to the limitations on payments and/or distributions imposed by (a) laws, regulations or other restrictions established by applicable regulatory agencies or self- regulatory association, (b) any investment vehicle from which a Sub-Fund might directly seek to withdraw funds, or (c) any agreements entered into by, or binding upon, the Management Company or its delegates acting on behalf of the Sub-Fund. The Management Company shall determine the applicability of any such limitations on payments and/or distributions and the applicable amount to be withheld from any payment and/or distribution. In particular, the Management Company or the Depositary may refuse to make a redemption payment to a Unitholder if the Management Company or the Depositary suspects or is advised that the payment of any redemption proceeds to such Unitholder may result in a breach or violation of any anti-money laundering law by any person in any relevant jurisdiction, or if such refusal is necessary to ensure the compliance by the Depositary, the Management Company, the Management Company delegates or service providers with any anti-money laundering law in any relevant jurisdictioncanceled.

Redemption Procedure. Units may be redeemed on a Redemption Day. Requests for redemption must be received by the Depositary on or before the Redemption Deadline. Redemption requests received after the Redemption Deadline will be processed on the next following Redemption Day. Under normal circumstances, payment for redeemed Units will be made within the Redemption Payment Day as set out in Annex A for each Sub-Sub- Fund. The Management Company may under particular circumstances, e.g. in connection with a restructuring involving another Sub-Fund of the UCITS or other funds or sub-funds managed by the Management Company or a company part of the same group as the Management Company, shorten Redemption Deadlines in relation to a specific Redemption Day and Sub-Fund, provided always that the interest of the non-redeeming Unitholders shall not be adversely affected thereby. A Unitholder may not withdraw a redemption request once it has been submitted and received by the Depositary, unless the Management Company, acting in the best interests of the Unitholders, determines to permit the withdrawal of such request in whole or in part. A Unitholder will have no rights with respect to Units redeemed (whether voluntarily or compulsorily) on and from the relevant Redemption Day, except the right to receive the redemption proceeds with respect to such Units and any dividend or distribution that has been declared prior to such Redemption Day but has not yet been paid. In particular, the Unitholder ceases his or her participation in the Units performance on and from the relevant Redemption Day. Each payment and/or distribution of redemption proceeds (whether made in connection with a redemption request or a distribution to a Unitholder) shall be subject to the limitations on payments and/or distributions imposed by (a) laws, regulations or other restrictions established by applicable regulatory agencies or self- self-regulatory association, (b) any investment vehicle from which a Sub-Fund might directly seek to withdraw funds, or (c) any agreements entered into by, or binding upon, the Management Company or its delegates acting on behalf of the Sub-Fund. The Management Company shall determine the applicability of any such limitations on payments and/or distributions and the applicable amount to be withheld from any payment and/or distribution. In particular, the Management Company or the Depositary may refuse to make a redemption payment to a Unitholder if the Management Company or the Depositary suspects or is advised that the payment of any redemption proceeds to such Unitholder may result in a breach or violation of any anti-money laundering law by any person in any relevant jurisdiction, or if such refusal is necessary to ensure the compliance by the Depositary, the Management Company, the Management Company delegates or service providers with any anti-money laundering law in any relevant jurisdiction.