Common use of Required Redemption Clause in Contracts

Required Redemption. At any time following April 21, 2015, Preferred Member has the right, exercisable upon thirty (30) days prior written notice (the “Redemption Right Notice”) to Sponsor Member to require that Sponsor Member redeem the Preferred Member’s Interest as if such date were the Mandatory Redemption Date on the date that is at least thirty (30) days following the date of the Redemption Right Notice (the “Redemption Right Date”). On the Redemption Right Date, the Manager shall cause the Company to immediately distribute to the Preferred Member an amount equal to the aggregate of (i) the Unreturned Preferred Capital, (ii) all accrued and unpaid Preferred Return, and (iii) all fees, expenses and other costs due under the Guarantees and Definitive Documents and (iv) all actual third party costs and expenses incurred by the Preferred Member in connection with such redemption, including, without limitation, any applicable transfer taxes. Preferred Member agrees to execute an assignment of Preferred Member’s entire Interest upon such redemption and the payment of any and all fees and payments due hereunder and under the Definitive Documents. From and after the redemption of the Preferred Member’s Interest hereunder and the payment of any and all fees and payments due hereunder and under the Guaranties, the Preferred Member shall be deemed to have resigned from the Company, shall cease to be a Member of the Company and shall have no further rights with respect to the Company, the management of the Company, any distributions made by the Company, or the Property. If the Company shall fail to redeem the entirety of the Preferred Member’s Interest on the Redemption Right Date it shall be a Change of Control Event entitling Preferred Member to all of its rights and remedies under Section 8.24 of this Agreement.