Failure to Redeem definition

Failure to Redeem means the failure of the Company to redeem all the Series B Preferred Shares on or prior to July 30, 2019, whether or not the Board of Directors has authorized any such redemption and whether or not such redemption is legally permissible or is prohibited by any agreement to which the Company is subject.
Sample 1
Failure to Redeem means the failure of the Company to redeem, on the applicable date, all of the Series G Preferred Shares required to be redeemed on a Mandatory Redemption Date pursuant to Section 6(a) of this Certificate of Designations, whether or not the Board of Directors has authorized any such redemption and whether or not such redemption is legally permissible or is prohibited by any agreement to which the Company is subject.
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Failure to Redeem means any failure by the Corporation to redeem shares of the Series B Preferred Stock in accordance with the provisions of paragraph 5(b) or paragraph 5(c), other than a failure to redeem pursuant to Section 9.2(e)(iv) of the Purchase and Sale Agreement.
Sample 1

Examples of Failure to Redeem in a sentence

  • MSA: The MSA shall be amended so that the MSA will terminate automatically upon a Failure to Redeem.

  • Warrants issued pursuant to this paragraph 6(h)(i) shall be issued at a purchase price per share equal to 50% of the Current Market Price per share of the Common Stock on the date of the Failure to Redeem.

  • If on or prior to the occurrence of a Failure to Redeem, the Corporation redeems or has redeemed shares of Series A Preferred Stock and Series B Preferred Stock having an aggregate liquidation preference of $30,000,000 or more, then the percentage of Fully Diluted Common Stock set forth in (A) above shall be reduced to 3.0%.

  • In the event of a Failure to Redeem, the Base Rate shall be increased to 20% until such time as all then existing Failures to Redeem have been cured in full.

  • The Company shall promptly inform each Holder when a Cross Default or Failure to Redeem has occurred, and when such Cross Default or Failure to Redeem has ceased.

  • Section 2(a) shall not apply during a Cross Default or Failure to Redeem.

  • If a Cross Default and Failure to Redeem ceases to exist, the Dividend Rate payable on the Series G Preferred Shares shall be 0%, effective as of the date such Cross Default and Failure to Redeem ceases to exist (as evidenced by the delivery of an Officer’s Certificate by the Company to the Holders), and Section 2(a) shall apply.

  • The fact that an Event of Noncompliance or Failure to Redeem has been cured and that no other Event of Noncompliance or Failure to Redeem has occurred and is continuing shall be evidenced by a certificate executed by the chief executive officer and chief financial officer of the Corporation and delivered to the Board of Directors.

  • Effective as of the date of a Cross Default or Failure to Redeem, and without duplication if more than one such event has occurred and is continuing at any time, dividends on each Series G Preferred Share shall be cumulative and shall accrue at the Dividend Rate from the date of the Cross Default or Failure to Redeem, whether or not such dividends shall have been declared, and whether or not there are profits, surplus, or other funds legally available for the payment of dividends.

  • If, on or prior to the occurrence of a Failure to Redeem, the Corporation redeems or has redeemed shares of Series A Preferred Stock and Series B Preferred Stock having an aggregate liquidation preference of at least $15,000,000 but less than $30,000,000, then the percentage of Fully Diluted Common Stock set forth in (A) above shall be reduced to 4.0%.


More Definitions of Failure to Redeem

Failure to Redeem means the Corporation's failure to redeem all the Series B Preferred Shares on or prior to June 30, 2015, whether or not the Board of Directors has authorized any such redemption and whether or not such redemption is legally permissible or is prohibited by any agreement to which the Corporation is subject.
Sample 1
Failure to Redeem means the failure of the Corporation (or its successor) to redeem, pursuant to Section 6(b), all the Series A Preferred Shares elected by Holders to be redeemed pursuant to Section 6(b)(1)(ii) upon the consummation of a Change of Control, whether or not the Board of Directors has authorized any such redemption and whether or not such redemption is legally permissible or is prohibited by any agreement to which the Corporation (or its successor) is subject.
Sample 1

Related to Failure to Redeem

  • Specific Redemption Provisions means, with respect to a Special Dividend Period either, or any combination of, (i) a period (a "Non-Call Period") determined by the Board of Directors of the Corporation, after consultation with the Auction Agent and the Broker-Dealers, during which the shares of AMPS subject to such Dividend Period shall not be subject to redemption at the option of the Corporation and (ii) a period (a "Premium Call Period"), consisting of a number of whole years and determined by the Board of Directors of the Corporation, after consultation with the Auction Agent and the Broker-Dealers, during each year of which the shares of AMPS subject to such Dividend Period shall be redeemable at the Corporation's option at a price per share equal to $25,000 plus accumulated but unpaid dividends plus a premium expressed as a percentage of $25,000, as determined by the Board of Directors of the Corporation after consultation with the Auction Agent and the Broker-Dealers.

  • Series A Redemption Notice has the meaning set forth in Section 16.6(b).

  • Optional Redemption Notice shall have the meaning set forth in Section 6(a).

  • Tax Redemption The meaning specified in Section 9.3(a) hereof.

  • Notice of Redemption means the Notice of Exercise of Redemption Right substantially in the form attached as Exhibit B hereto.

  • Tax Event Redemption Price means an amount equal to the unpaid principal amount of this Note to be redeemed, which shall be determined by multiplying (1) the Outstanding Principal Amount of this Note by (2) the quotient derived by dividing (A) the outstanding principal amount to be redeemed by Principal Life of the Funding Agreement by (B) the outstanding principal amount of the Funding Agreement.

  • Redemption Rescission Event means the occurrence of (a) any general suspension of trading in, or limitation on prices for, securities on the principal national securities exchange on which shares of Common Stock or Marketable Securities are registered and listed for trading (or, if shares of Common Stock or Marketable Securities are not registered and listed for trading on any such exchange, in the over-the-counter market) for more than six-and-one-half (6-1/2) consecutive trading hours, (b) any decline in either the Dow Xxxxx Industrial Average or the S&P 500 Index (or any successor index published by Dow Xxxxx & Company, Inc. or S&P) by either (i) an amount in excess of 10%, measured from the close of business on any Trading Day to the close of business on the next succeeding Trading Day during the period commencing on the Trading Day preceding the day notice of any redemption of Securities is given (or, if such notice is given after the close of business on a Trading Day, commencing on such Trading Day) and ending at the time and date fixed for redemption in such notice or (ii) an amount in excess of 15% (or if the time and date fixed for redemption is more than 15 days following the date on which such notice of redemption is given, 20%), measured from the close of business on the Trading Day preceding the day notice of such redemption is given (or, if such notice is given after the close of business on a Trading Day, from such Trading Day) to the close of business on any Trading Day at or prior to the time and date fixed for redemption, (c) a declaration of a banking moratorium or any suspension of payments in respect of banks by Federal or state authorities in the United States or (d) the occurrence of an act of terrorism or commencement of a war or armed hostilities or other national or international calamity directly or indirectly involving the United States which in the reasonable judgment of the Company could have a material adverse effect on the market for the Common Stock or Marketable Securities.

  • Triggering Redemption Amount means, for each share of Preferred Stock, the sum of (a) the greater of (i) 130% of the Stated Value and (ii) the product of (y) the VWAP on the Trading Day immediately preceding the date of the Triggering Event and (z) the Stated Value divided by the then Conversion Price, (b) all accrued but unpaid dividends thereon and (c) all liquidated damages and other costs, expenses or amounts due in respect of the Preferred Stock.

  • Minimum Redemption Amount has the meaning specified in the applicable Final Terms;

  • Special Event Redemption Price has the meaning specified in Section 11.2.

  • Redemption Conditions means, with respect to any payment of cash in respect of the principal amount of any Permitted Convertible Debt, satisfaction of each of the following events: (a) no Default or Event of Default shall exist or result therefrom, and (b) both immediately before and at all times after such redemption, Borrower’s Qualified Cash shall be no less than the sum of 150% of the outstanding Secured Obligations plus the Qualified Cash A/P Amount.

  • Tax Event Redemption means, if a Tax Event shall occur and be continuing, the redemption of the Notes, at the option of the Company, in whole but not in part, on not less than 30 days nor more than 60 days prior written notice.

  • Term Redemption Date means, with respect to any Series, the date specified as the Term Redemption Date in the Appendix for such Series.

  • Optional Redemption Notice Date shall have the meaning set forth in Section 6(a).

  • Series A Redemption Price has the meaning set forth in Section 16.6(a).

  • Make-Whole Redemption Price means the sum of the outstanding principal amount of the Notes to be redeemed plus the Make-Whole Amount of such Notes. Calculation or verification of the calculation of the Make-Whole Redemption Price is not the responsibility of the Trustee and the Trustee may conclusively rely on an Officers’ Certificate with respect thereto without investigation.

  • Optional Redemption Amount (Put) means, in respect of any Note, its principal amount or such other amount as may be specified in, or determined in accordance with, the relevant Final Terms;

  • Optional Redemption Amount means the sum of (a) 120% of the then outstanding principal amount of the Debenture, (b) accrued but unpaid interest and (c) all liquidated damages and other amounts due in respect of the Debenture.

  • Redemption Notices means, collectively, the Event of Default Redemption Notices and the Company Optional Redemption Notices, and each of the foregoing, individually, a “Redemption Notice.”

  • Redemption Request has the meaning as set forth in Section 8.1.

  • Make-Whole Redemption Amount means the sum of: