Common use of Special Mandatory Redemption Clause in Contracts

Special Mandatory Redemption. In the event that (i) the Escrow Outside Date occurs and the Escrow Agent shall not have received an Escrow Release Officer’s Certificate on or prior to such date, (ii) the Company informs the Escrow Agent and the Trustee in writing that, in the reasonable judgment of the Company, the Acquisition will not be consummated on or prior to the Escrow Outside Date or (iii) the Company informs the Escrow Agent and the Trustee in writing that the Acquisition Agreement was terminated prior to the Escrow Outside Date, as described under Section 5.8 of the Indenture, the Company shall redeem all of the Notes (the “Special Mandatory Redemption”) at a price (the “Special Mandatory Redemption Price”) equal to 100.0% of the initial issue price of the Notes, plus accrued and unpaid interest on the Notes, if any, from the most recent date to which interest has been paid or, if no interest has been paid, from the Issue Date to, but excluding, the Special Mandatory Redemption Date. Any Special Mandatory Redemption made pursuant to this paragraph 7 and Section 5.8 of the Indenture shall be made pursuant to the procedures set forth in the Indenture and the Escrow Agreements, except to the extent inconsistent with this paragraph 7 or Section 5.8 of the Indenture.

Special Mandatory Redemption. (a) In the event that (i) the Escrow Outside Date occurs and the Escrow Agent shall not have received an Escrow Release Officer’s Certificate on or prior to such date, (ii) the Company informs the Escrow Agent and the Trustee in writing that, in the reasonable judgment of the Company, the Acquisition will not be consummated on or prior to the Escrow Outside Date or (iii) the Company informs the Escrow Agent and the Trustee in writing that the Acquisition Agreement was terminated prior to the Escrow Outside Date, as described under Section 5.8 of the Indenture, the Company shall redeem all of the Notes (the “Special Mandatory Redemption”) at a price (the “Special Mandatory Redemption Price”) equal to 100.0% of the initial issue price of the Notes, plus the amount of interest paid as PIK Interest, if any, plus accrued and unpaid interest on the Notes, if any, from the most recent date to which interest has been paid or, if no interest has been paid, from the Issue Date to, but excluding, the Special Mandatory Redemption Date. . (b) Any Special Mandatory Redemption made pursuant to this paragraph 7 and Section 5.8 of the Indenture shall be made pursuant to the procedures set forth in the Indenture and the Escrow AgreementsAgreement, except to the extent inconsistent with this paragraph 7 or Section 5.8 of the Indenture.

Special Mandatory Redemption. In (a) Unless the Acquisition has been consummated substantially concurrently with the Issue Date, in the event that (i) the Escrow Outside Date occurs and the Escrow Agent shall not have received an Escrow Release Officer’s Certificate on or prior to such date, (ii) the Company Issuer informs the Escrow Agent and the Trustee in writing that, in the reasonable judgment of the CompanyIssuer, the Acquisition will not be consummated on or prior to the Escrow Outside Date or (iii) the Company Issuer informs the Escrow Agent and the Trustee in writing that the Acquisition Agreement was has been terminated prior to the Escrow Outside Date, as described under Section 5.8 3.10 of the Indenture, the Company Issuer shall redeem all of the Notes (the “Special Mandatory Redemption”) at a price (the “Special Mandatory Redemption Price”) equal to 100.0% of the initial issue price of the Notes, plus accrued and unpaid interest on the Notes, if any, from the most recent date to which interest has been paid or, if no interest has been paid, Notes from the Issue Date to, but excluding, the Special Mandatory Redemption Date. , subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date. (b) Any Special Mandatory Redemption made pursuant to this paragraph 7 and Section 5.8 3.10 of the Indenture shall be made pursuant to the procedures set forth in the Indenture and the Escrow AgreementsAgreement, except to the extent inconsistent with this paragraph 7 or Section 5.8 3.10 of the Indenture.

Special Mandatory Redemption. In the event that (i) the Escrow Outside Date occurs and the Escrow Agent shall not have received an Escrow Release Officer’s Certificate on or prior to such date, (ii) the Company Issuer informs the Escrow Agent and the Trustee in writing that, in the reasonable judgment of the CompanyIssuer, the Acquisition Merger will not be consummated on or prior to the Escrow Outside Date or (iii) the Company Issuer informs the Escrow Agent and the Trustee in writing that the Acquisition Merger Agreement was has been terminated prior to the Escrow Outside Date, as described under Section 5.8 of the Indenture, the Company Issuer shall redeem all of the Notes (the “Special Mandatory Redemption”) at a price (the “Special Mandatory Redemption Price”) equal to 100.0% of the initial issue price of the Notes, plus accrued and unpaid interest on the Notes, if any, from the most recent date to which interest has been paid or, if no interest has been paid, from the Issue Date Notes to, but excluding, the Special Mandatory Redemption Date, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date. Any Special Mandatory Redemption made pursuant to this paragraph 7 and Section 5.8 of the Indenture shall be made pursuant to the procedures set forth in the Indenture and the Escrow AgreementsAgreement, except to the extent inconsistent with this paragraph 7 or Section 5.8 of the Indenture.

Special Mandatory Redemption. In The Notes are also subject to a Special Mandatory Redemption, as set forth in Section 3.08 of the event that Indenture. If (i) the Escrow Outside Date occurs and the Escrow Agent shall Purchase has not have received an Escrow Release Officer’s Certificate been consummated on or prior to such date, the Termination Date or (ii) the Company informs the Escrow Agent and Issuer notifies the Trustee in writing that, in that the reasonable judgment of the Company, the Acquisition Purchase will not be consummated on or prior to the Escrow Outside Termination Date or (iii) including, without limitation, due to the Company informs the Escrow Agent and the Trustee Share Purchase Agreement having been terminated in writing that the Acquisition Agreement was terminated accordance with its terms prior to the Escrow Outside Termination Date, as described under Section 5.8 ) (each of the Indentureabove, a “Special Mandatory Redemption Event”), then the Company Issuer shall deposit with the Trustee, cash in an amount sufficient to redeem all of the Notes (the “Special Mandatory Redemption”) on the second (2nd) Business Day following the occurrence of the Special Mandatory Redemption Event (such second (2nd) Business Day, the “Special Mandatory Redemption Date”) or as otherwise required by the applicable procedures of DTC, at a redemption price (the “Special Mandatory Redemption Price”) equal to 100.0100% of the initial issue price of the Notes, plus accrued and unpaid interest on from the Notes, if any, from Issue Date or the most recent date to which interest has been paid oror duly provided for on the Notes, if no interest has been paidas the case may be, from the Issue Date to, but excluding, the Special Mandatory Redemption Date. Any For the avoidance of doubt, it is acknowledged and agreed that in no event shall the Trustee have any responsibility for determining or verifying the accuracy of the Special Mandatory Redemption made pursuant to this paragraph 7 and Section 5.8 of the Indenture shall be made pursuant to the procedures set forth in the Indenture and the Escrow Agreements, except to the extent inconsistent with this paragraph 7 or Section 5.8 of the IndenturePrice.

Special Mandatory Redemption. In the event that If (ia) the Escrow Outside Date occurs and Agent has not received the Escrow Agent shall not have received an Escrow Release Officer’s Certificate on or prior pursuant to such date, (ii) the Company informs the Escrow Agent and the Trustee in writing that, in the reasonable judgment Section 3.21 of the Company, the Acquisition will not be consummated Indenture on or prior to the Escrow Outside End Date or (iiib) the Company informs Escrow Issuer notifies the Escrow Agent in writing that Parent will not pursue the consummation of the Acquisition and the Agreement and Plan of Merger has been terminated in accordance with its terms (each of the above, a “Special Mandatory Redemption Event”), then the Escrow Agent shall, without the requirement of notice to or action by the Escrow Issuer, the Trustee or any other Person, release the Escrowed Property (including investment earnings thereon and proceeds thereof) to the Trustee and the Trustee in writing that the Acquisition Agreement was terminated prior shall apply (or cause a paying agent to the Escrow Outside Date, as described under Section 5.8 of the Indenture, the Company shall apply) such proceeds to redeem all of the Notes (the “Special Mandatory Redemption”) on the third Business Day following the Special Mandatory Redemption Event (the “Special Mandatory Redemption Date”) or as otherwise required by the applicable procedures of DTC, at a redemption price (the “Special Mandatory Redemption Price”) ), equal to 100.0100% of the initial issue price of the Notes, plus accrued and unpaid interest on from the NotesIssue Date, if any, from or the most recent date to which interest has been paid oror duly provided for on the Notes, if no interest has been paidas the case may be, from the Issue Date to, but excluding, excluding the Special Mandatory Redemption Date. Any On the Special Mandatory Redemption made pursuant Date, the Trustee will pay to this paragraph 7 and Section 5.8 the Issuer any Escrowed Property in excess of the Indenture shall be made pursuant amount necessary to effect the procedures set forth in the Indenture and the Escrow Agreements, except to the extent inconsistent with this paragraph 7 or Section 5.8 of the IndentureSpecial Mandatory Redemption.