Redemption Clause Example with 12 Variations from Business Contracts
This page contains Redemption clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Redemption. 23.1 The Board of Directors may, at its option, at any time prior to such time as any Person becomes an Acquiring Person, redeem all, but not less than all, of the then outstanding Rights at a redemption price of $0.001 per Right, appropriately adjusted to reflect any stock split, stock dividend or similar transaction occurring after the date hereof (the "Redemption Price"). The redemption of the Rights by the Board of Directors may be made effective at such time, on such basis and subject to su...ch conditions as the Board of Directors in its sole discretion may establish. 23.2 Immediately upon the time of the effectiveness of the redemption of the Rights or such earlier time as may be determined by the Board of Directors in the action ordering such redemption (although not earlier than the time of such action) (the "Redemption Date"), and without any further action and without any notice, the right to exercise the Rights shall terminate and the only right thereafter of the holders of Rights shall be to receive the Redemption Price. The Company shall promptly give public notice of any such redemption (with prompt written notice to the Rights Agent); provided, that the failure to give, or any defect in, any such notice shall not affect the validity of such redemption. Within ten Business Days after action of the Board of Directors ordering the redemption of the Rights, the Company shall mail, or cause the Rights Agent to mail (at the expense of the Company), a notice of redemption to the holders of the then outstanding Rights at their last addresses as they appear upon the registry books of the Rights Agent or, prior to the Distribution Date, on the registry books of the transfer agent for the Common Shares. Any notice mailed in the manner herein provided shall be deemed given, whether or not the holder receives the notice. If the payment of the Redemption Price is not included with such notice, each such notice shall state the method by which the payment of the Redemption Price will be made. Neither the Company nor any of its Affiliates or Associates may redeem, acquire or purchase for value any Rights at any time in any manner other than that specifically set forth in this Section 23 or in Section 24, other than in connection with the purchase of Common Shares prior to the Distribution Date.View More
Variations of a "Redemption" Clause from Business Contracts
Redemption. 23.1 (a) The Board of Directors may, at its option, at any time prior to such time as any Person becomes an Acquiring Person, redeem all, all but not less than all, all of the then outstanding then-outstanding Rights at a the Redemption Price. Any such redemption price of $0.001 per Right, appropriately adjusted to reflect any stock split, stock dividend or similar transaction occurring after will be effective immediately upon the date hereof (the "Redemption Price"). The redemption action of th...e Rights by Board ordering the same, unless such action of the Board of Directors may expressly provides that such redemption will be made effective at a subsequent time or upon the occurrence or nonoccurrence of one or more specified events (in which case such time, on redemption will be effective in accordance with the provisions of such basis and subject to such conditions as action of the Board of Directors in its sole discretion may establish. 23.2 Board). (b) Immediately upon the time of the effectiveness of the redemption of the Rights or such earlier time as may be determined by the Board of Directors provided in the action ordering such redemption (although not earlier than the time of such action) (the "Redemption Date"), Section 23(a), and without any further action and without any notice, the right to exercise the Rights shall will terminate and the only right thereafter of the holders of Rights shall will be to receive the Redemption Price. The Price, without interest thereon. Promptly after the effectiveness of the redemption of the Rights as provided in Section 23(a), the Company shall promptly give public notice of any will publicly announce such redemption (with prompt written notice to the Rights Agent); provided, that the failure to give, or any defect in, any such Agent) and, within 10 calendar days 32 thereafter, will give notice shall not affect the validity of such redemption. Within ten Business Days after action of the Board of Directors ordering the redemption of the Rights, the Company shall mail, or cause the Rights Agent to mail (at the expense of the Company), a notice of redemption to the holders of the then outstanding then-outstanding Rights by mailing such notice to all such holders at their last addresses as they appear upon the registry books of the Rights Agent or, prior Company; provided, however, that the failure to give, or any defect in, any such notice will not affect the Distribution Date, on the registry books validity of the transfer agent for redemption of the Common Shares. Rights. Any notice that is mailed in the manner herein provided shall will be deemed given, whether or not the holder receives such notice. The notice of redemption mailed to the notice. If the payment holders of the Redemption Price is not included with such notice, each such notice shall Rights will state the method by which the payment of the Redemption Price will be made. Neither The Company may, at its option, pay the Redemption Price in cash, Common Shares (based upon the current per share market price of the Common Shares (as determined pursuant to Section 11(d)) at the time of such redemption), or any other form of consideration deemed appropriate by the Board (based upon the fair market value of such other consideration, as determined by the Board in good faith) or any combination thereof. The Company nor may, at its option, combine the payment of the Redemption Price with any of its Affiliates or Associates may redeem, acquire or purchase for value any Rights at any time in any manner other than that specifically set forth in this Section 23 or in Section 24, other than in connection with payment being made concurrently to the purchase holders of Common Shares prior and, to the Distribution Date. extent that any such other payment is discretionary, may reduce the amount thereof on account of the concurrent payment of the Redemption Price. If legal or contractual restrictions prevent the Company from paying the Redemption Price (in the form of consideration deemed appropriate by the Board) at the time of such redemption, the Company will pay the Redemption Price, without interest, promptly after such time as the Company ceases to be so prevented from paying the Redemption Price. View More
Redemption. 23.1 The Board of Directors may, at its option, at any time prior to such time as any Person becomes an Acquiring Person, the earlier of (i) the Close of Business on the tenth (10th) Business Day following the Stock Acquisition Date (or, if the Stock Acquisition Date shall have occurred prior to the Record Date, the Close of Business on the tenth (10th) day following the Record Date), or (ii) the Final Expiration Date, redeem all, all but not less than all, all of the then outstanding Rights at ...a redemption price of $0.001 $0.0001 per one one-thousandths of a Preferred Share represented by a Right, as appropriately adjusted to reflect any stock split, stock dividend or similar transaction occurring after the date hereof (the "Redemption Price"). The redemption of the Rights by the Board of Directors Company may be made effective at such a time, on such any basis and subject to such any conditions as the Board of Directors in its sole discretion may establish. The Company may, at its option, pay the Redemption Price in cash, shares of Class A Common Stock (based on the Current Per Share Market Price at the time of redemption as determined pursuant to Section 11.4 hereof) or any other form of consideration deemed appropriate by the Board of Directors. Notwithstanding anything contained in this Agreement to the contrary, the Rights shall not be exercisable after the first occurrence of a Section 11.1.2 Event until such time as the Company's right of redemption set forth in the first sentence of this Section 23.1 has expired. 33 23.2 Immediately upon the time action of the effectiveness Board of Directors (with, if required, the concurrence of a majority of the Continuing Directors) ordering the redemption of the Rights or such earlier pursuant to Section 23.1 (or at a later time as may be determined by the Board of Directors in may establish for the action ordering such redemption (although not earlier than effectiveness of the time of such action) redemption) (the "Redemption Date"), evidence of which shall have been filed with the Rights Agent, and without any further action and without any notice, the right to exercise the Rights shall will terminate and the only right thereafter of the holders of Rights shall be to receive the Redemption Price. The Company shall promptly give public notice of any such redemption (with prompt written notice to Price for each Right so held. Promptly after the Rights Agent); provided, that the failure to give, or any defect in, any such notice shall not affect the validity of such redemption. Within ten Business Days after action of the Board of Directors ordering the redemption of the Rights, the Company shall mail, or cause the Rights Agent to mail (at the expense of the Company), a give notice of redemption to the Rights Agent and the holders of the then outstanding Rights by mailing such notice to all such holders at their each holder's last addresses address as they appear it appears upon the registry books of the Rights Agent or, prior to the Distribution Date, on the registry books for the Class A Common Stock; provided, however, that failure to give, or any defect in, any notice shall not affect the validity of the transfer agent for the Common Shares. redemption. Any notice that is mailed in the manner herein provided shall be deemed given, whether or not the holder receives the notice. If the payment of the Redemption Price is not included with such notice, each Each such notice shall of redemption will state the method by which the payment of the Redemption Price will be made. Neither 23.3 Notwithstanding the Company nor any provisions of its Affiliates or Associates may redeem, acquire or purchase Section 23.1 hereof, in the event that a majority of the Board of Directors does not consist of Continuing Directors (the first occurrence of such an event referred to herein as a "Section 23.1 Event"), then for value any a period of one hundred and eighty (180) days following the Section 23.1 Event, the Rights at any time in any manner other than that specifically set forth in this Section 23 or in Section 24, other than in connection shall not be redeemed unless there are Continuing Directors and a majority of the Continuing Directors concur with the purchase of Common Shares prior Board's decision to redeem the Distribution Date. Rights. View More
Redemption. 23.1 The Board of Directors may, at its option, at any time prior to such time as any Person becomes an Acquiring Person, the earlier of (i) the Close of Business on the tenth (10th) Business Day following the Stock Acquisition Date (or, if the Stock Acquisition Date shall have occurred prior to the Record Date, the Close of Business on the tenth (10th) day following the Record Date), or (ii) the Final Expiration Date, redeem all, all but not less than all, all of the then outstanding Rights at ...a redemption price of $0.001 $0.0001 per one one-thousandths of a Preferred Share represented by a Right, as appropriately adjusted to reflect any stock split, stock dividend or similar transaction occurring after the date hereof (the "Redemption Price"). The redemption of the Rights by the Board of Directors Company may be made effective at such a time, on such any basis and subject to such any conditions as the Board of Directors in its sole discretion may establish. The Company may, at its option, pay the Redemption Price in cash, shares of Common Stock (based on the Current Per Share Market Price at the time of redemption as determined pursuant to Section 11.4 hereof) or any other form of consideration deemed appropriate by the Board of Directors. Notwithstanding anything contained in this Agreement to the contrary, the Rights shall not be exercisable after the first occurrence of a Section 11.1.2 Event until such time as the Company's right of redemption set forth in the first sentence of this Section 23.1 has expired. 23.2 Immediately upon the time action of the effectiveness Board of Directors (with, if required, the concurrence of a majority of the Continuing Directors) ordering the redemption of the Rights or such earlier pursuant to Section 23.1 (or at a later time as may be determined by the Board of Directors in may establish for the action ordering such redemption (although not earlier than effectiveness of the time of such action) redemption) (the "Redemption Date"), evidence of which shall have been filed with the Rights Agent, and without any further action and without any notice, the right to exercise the Rights shall will terminate and the only right thereafter of the holders of Rights shall be to receive the Redemption Price. The Company shall promptly give public notice of any such redemption (with prompt written notice to Price for each Right so held. Promptly after the Rights Agent); provided, that the failure to give, or any defect in, any such notice shall not affect the validity of such redemption. Within ten Business Days after action of the Board of Directors ordering the redemption of the Rights, the Company shall mail, or cause the Rights Agent to mail (at the expense of the Company), a give notice of redemption to the Rights Agent and the holders of the then outstanding Rights by mailing such notice to all such holders at their each holder's last addresses address as they appear it appears upon the registry books of the Rights Agent or, prior to the Distribution Date, on the registry books of the transfer agent for the Common Shares. Stock; provided, however, that failure to give, or any defect in, any notice shall not affect the validity of the redemption. Any notice that is mailed in the manner herein provided shall be deemed given, whether or not the holder receives the notice. If the payment of the Redemption Price is not included with such notice, each Each such notice shall of redemption will state the method by which the payment of the Redemption Price will be made. Neither 32 23.3 Notwithstanding the Company nor any provisions of its Affiliates or Associates may redeem, acquire or purchase Section 23.1 hereof, in the event that a majority of the Board of Directors does not consist of Continuing Directors (the first occurrence of such an event referred to herein as a "Section 23.1 Event"), then for value any a period of one hundred and eighty (180) days following the Section 23.1 Event, the Rights at any time in any manner other than that specifically set forth in this Section 23 or in Section 24, other than in connection shall not be redeemed unless there are Continuing Directors and a majority of the Continuing Directors concur with the purchase of Common Shares prior Board's decision to redeem the Distribution Date. Rights. View More
Redemption. 23.1 The Board of Directors may, at its option, at any time prior to such time as any Person becomes an Acquiring Person, the earlier of (i) the Close of Business on the fifth (5th) Business Day following the Distribution Date, or (ii) the Final Expiration Date, redeem all, all but not less than all, all of the then outstanding Rights at a redemption price of $0.001 $0.000001 per one one-thousandths of a Preferred Share represented by a Right, as appropriately adjusted to reflect any stock split..., stock dividend or similar transaction occurring after the date hereof (the "Redemption Price"). The redemption of the Rights by the Board of Directors Company may be made effective at such any time, on such any basis and subject to such any conditions as the Board of Directors in its sole discretion may establish. The Company may, at its option, pay the Redemption Price in cash, shares of Class A Common Stock (based on the Current Per Share Market Price at the time of redemption as determined pursuant to Section 11.4 hereof) or any other form of consideration deemed appropriate by the Board of Directors. Notwithstanding anything contained in this Agreement to the contrary, the Rights shall not be exercisable after the first occurrence of a Section 11.1.2 Event until such time as the Company's right of redemption set forth in the first sentence of this Section 23.1 has expired. 23.2 Immediately upon the time action of the effectiveness Board of Directors (with, if required, the concurrence of a majority of the Continuing Directors) ordering the redemption of the Rights or such earlier pursuant to Section 23.1 (or at a later time as may be determined by the Board of Directors in may establish for the action ordering such redemption (although not earlier than effectiveness of the time of such action) redemption) (the "Redemption Date"), evidence of which shall have been filed with the Rights Agent, and without any further action and without any notice, the right to exercise the Rights shall will terminate and the only right thereafter of the holders of Rights shall be to receive the Redemption Price. The Company shall promptly give public notice of any such redemption (with prompt written notice to Price for each Right so held. Promptly after the Rights Agent); provided, that the failure to give, or any defect in, any such notice shall not affect the validity of such redemption. Within ten Business Days after action of the Board of Directors ordering the redemption of the Rights, the Company shall mail, or cause the Rights Agent to mail (at the expense of the Company), a give notice of redemption to the Rights Agent and the holders of the then outstanding Rights by mailing such notice to all such holders at their each holder's last addresses address as they appear it appears upon the registry books of the Rights Agent or, prior to the Distribution Date, on the registry books of the transfer agent for the Common Shares. Stock; provided, however, that failure to give, or any defect in, any notice shall not affect the validity of the redemption. Any notice that is mailed in the manner herein provided shall be deemed given, whether or not the holder receives the notice. If the payment of the Redemption Price is not included with such notice, each Each such notice shall of redemption will state the method by which the payment of the Redemption Price will be made. Neither With respect to each holder of Rights, the Company nor any Redemption Price shall be rounded to the nearest cent for the aggregate Rights held by the holder. 35 23.3 Notwithstanding the provisions of its Affiliates or Associates may redeem, acquire or purchase Section 23.1 hereof, in the event that a majority of the Board of Directors does not consist of Continuing Directors (the first occurrence of such an event referred to herein as a "Section 23.1 Event"), then for value any a period of one hundred and eighty (180) days following the Section 23.1 Event, the Rights at any time in any manner other than that specifically set forth in this Section 23 or in Section 24, other than in connection shall not be redeemed unless there are Continuing Directors and a majority of the Continuing Directors concur with the purchase of Common Shares prior Board's decision to redeem the Distribution Date. Rights. View More
Redemption. 23.1 The Board of Directors may, at its option, at any time prior to such time as any Person becomes an Acquiring Person, the earlier of (i) the Close of Business on the fifth (5th) Business Day following the Distribution Date, or (ii) the Final Expiration Date, redeem all, all but not less than all, all of the then outstanding Rights at a redemption price of $0.001 $0.000001 per Right, as appropriately adjusted to reflect any stock split, stock dividend or similar transaction occurring after th...e date hereof (the "Redemption Price"). The redemption of the Rights by the Board of Directors Company may be made effective at such any time, on such any basis and subject to such any conditions as the Board of Directors in its sole discretion may establish. The Company may, at its option, pay the Redemption Price in cash, Common Shares (based on the Current Per Share Market Price at the time of redemption as determined pursuant to Section 11.4.2 hereof) or any other form of consideration deemed appropriate by the Board of Directors. Notwithstanding anything contained in this Agreement to the contrary, the Rights shall not be exercisable after the first occurrence of a Section 11.1.2 Event until such time as the Company's right of redemption set forth in the first sentence of this Section 23.1 has expired. 23.2 Immediately upon the time action of the effectiveness Board of Directors (with, if required, the concurrence of a majority of the Continuing Directors) ordering the redemption of the Rights or such earlier pursuant to Section 23.1 (or at a later time as may be determined by the Board of Directors in may establish for the action ordering such redemption (although not earlier than effectiveness of the time of such action) redemption) (the "Redemption Date"), evidence of which shall have been filed with the Rights Agent, and without any further action and without any notice, the right to exercise the Rights shall will terminate and the only right thereafter of the holders of Rights shall be to receive the Redemption Price. The Company shall promptly give public notice of any such redemption (with prompt written notice to Price for each Right so held. Promptly after the Rights Agent); provided, that the failure to give, or any defect in, any such notice shall not affect the validity of such redemption. Within ten Business Days after action of the Board of Directors ordering the redemption of the Rights, the Company shall mail, or cause the Rights Agent to mail (at the expense of the Company), a give notice of redemption to the Rights Agent and the holders of the then outstanding Rights by mailing such notice to all such holders at their each holder's last addresses address as they appear it appears upon the registry books of the Rights Agent or, prior to the Distribution Date, on the registry books of the transfer agent for the Common Shares. Stock; provided, however, that failure to give, or any defect in, any notice shall not affect the validity of the redemption. Any notice that is mailed in the manner herein provided shall be deemed given, whether or not the holder receives the notice. If the payment of the Redemption Price is not included with such notice, each Each such notice shall of redemption will state the method by which the payment of the Redemption Price will be made. Neither With respect to each holder of Rights, the Company nor any Redemption Price shall be rounded to the nearest cent for the aggregate Rights held by the holder. 33 23.3 Notwithstanding the provisions of its Affiliates or Associates may redeem, acquire or purchase Section 23.1 hereof, in the event that a majority of the Board of Directors does not consist of Continuing Directors (the first occurrence of such an event referred to herein as a "Section 23.1 Event"), then for value any a period of one hundred and eighty (180) days following the Section 23.1 Event, the Rights at any time in any manner other than that specifically set forth in this Section 23 or in Section 24, other than in connection shall not be redeemed unless there are Continuing Directors and a majority of the Continuing Directors concur with the purchase of Common Shares prior Board's decision to redeem the Distribution Date. Rights. View More
Redemption. 23.1 The Board of Directors may, at its option, at any time prior to such time as any Person becomes an Acquiring Person, the earlier of (i) the Close of Business on the fifth (5th) Business Day following the Distribution Date, or (ii) the Final Expiration Date, redeem all, all but not less than all, all of the then outstanding Rights at a redemption price of $0.001 $0.000001 per Right, as appropriately adjusted to reflect any stock split, stock dividend or similar transaction occurring after th...e date hereof (the "Redemption Price"). The redemption of the Rights by the Board of Directors Company may be made effective at such any time, on such any basis and subject to such any conditions as the Board of Directors in its sole discretion may establish. The Company may, at its option, pay the Redemption Price in cash, Common Shares (based on the Current Per Share Market Price at the time of redemption as determined pursuant to Section 11.4.2 hereof) or any other form of consideration deemed appropriate by the Board of Directors. Notwithstanding anything contained in this Agreement to the contrary, the Rights shall not be exercisable after the first occurrence of a Section 11.1.2 Event until such time as the Company's right of redemption set forth in the first sentence of this Section 23.1 has expired. 33 23.2 Immediately upon the time action of the effectiveness Board of Directors (with, if required, the concurrence of a majority of the Continuing Directors) ordering the redemption of the Rights or such earlier pursuant to Section 23.1 (or at a later time as may be determined by the Board of Directors in may establish for the action ordering such redemption (although not earlier than effectiveness of the time of such action) redemption) (the "Redemption Date"), evidence of which shall have been filed with the Rights Agent, and without any further action and without any notice, the right to exercise the Rights shall will terminate and the only right thereafter of the holders of Rights shall be to receive the Redemption Price. The Company shall promptly give public notice of any such redemption (with prompt written notice to Price for each Right so held. Promptly after the Rights Agent); provided, that the failure to give, or any defect in, any such notice shall not affect the validity of such redemption. Within ten Business Days after action of the Board of Directors ordering the redemption of the Rights, the Company shall mail, or cause the Rights Agent to mail (at the expense of the Company), a give notice of redemption to the Rights Agent and the holders of the then outstanding Rights by mailing such notice to all such holders at their each holder's last addresses address as they appear it appears upon the registry books of the Rights Agent or, prior to the Distribution Date, on the registry books of the transfer agent for the Common Shares. Stock; provided, however, that failure to give, or any defect in, any notice shall not affect the validity of the redemption. Any notice that is mailed in the manner herein provided shall be deemed given, whether or not the holder receives the notice. If the payment of the Redemption Price is not included with such notice, each Each such notice shall of redemption will state the method by which the payment of the Redemption Price will be made. Neither With respect to each holder of Rights, the Company nor any Redemption Price shall be rounded to the nearest cent for the aggregate Rights held by the holder. 23.3 Notwithstanding the provisions of its Affiliates or Associates may redeem, acquire or purchase Section 23.1 hereof, in the event that a majority of the Board of Directors does not consist of Continuing Directors (the first occurrence of such an event referred to herein as a "Section 23.1 Event"), then for value any a period of one hundred and eighty (180) days following the Section 23.1 Event, the Rights at any time in any manner other than that specifically set forth in this Section 23 or in Section 24, other than in connection shall not be redeemed unless there are Continuing Directors and a majority of the Continuing Directors concur with the purchase of Common Shares prior Board's decision to redeem the Distribution Date. Rights. View More
Redemption. 23.1 The (a) Prior to the Expiration Date, the Board of Directors of the Company may, at its option, redeem all but not less than all of the then-outstanding 33 Rights at the Redemption Price at any time prior to the Close of Business on the later of (i) the Distribution Date and (ii) the Share Acquisition Date. Any such time as any Person becomes an Acquiring Person, redeem all, but not less than all, redemption will be effective immediately upon the action of the then outstanding Rights at a r...edemption price of $0.001 per Right, appropriately adjusted to reflect any stock split, stock dividend or similar transaction occurring after the date hereof (the "Redemption Price"). The redemption of the Rights by the Board of Directors may be made effective at of the Company ordering the same, unless such time, on such basis and subject to such conditions as action of the Board of Directors of the Company expressly provides that such redemption will be effective at a subsequent time or upon the occurrence or nonoccurrence of one or more specified events (in which case such redemption will be effective in its sole discretion may establish. 23.2 accordance with the provisions of such action of the Board of Directors of the Company). (b) Immediately upon the time of the effectiveness of the redemption of the Rights or such earlier time as may be determined by the Board of Directors provided in the action ordering such redemption (although not earlier than the time of such action) (the "Redemption Date"), Section 23(a), and without any further action and without any notice, the right to exercise the Rights shall will terminate and the only right thereafter of the holders of Rights shall will be to receive the Redemption Price. The Company shall promptly give public notice Price, without interest thereon. Promptly after the effectiveness of any such redemption (with prompt written notice to the Rights Agent); provided, that the failure to give, or any defect in, any such notice shall not affect the validity of such redemption. Within ten Business Days after action of the Board of Directors ordering the redemption of the Rights, Rights as provided in Section 23(a), the Company shall mail, or cause the Rights Agent to mail (at the expense of the Company), a will publicly announce such redemption and, within 10 calendar days thereafter, will give notice of such redemption to the holders of the then outstanding then-outstanding Rights by mailing such notice to all such holders at their last addresses as they appear upon the registry books of the Rights Agent or, prior Company; provided, however, that the failure to give, or any defect in, any such notice will not affect the Distribution Date, on the registry books validity of the transfer agent for redemption of the Common Shares. Rights. Any notice that is mailed in the manner herein provided shall will be deemed given, whether or not the holder receives the notice. If The notice of redemption mailed to the payment holders of the Redemption Price is not included with such notice, each such notice shall Rights will state the method by which the payment of the Redemption Price will be made. Neither The Company may, at its option, pay the Redemption Price in cash, Common Shares (based upon the current per share market price of the Common Shares (determined pursuant to Section 11(d)) at the time of redemption), or any other form of consideration deemed appropriate by the Board of Directors of the Company nor (based upon the fair market value of such other consideration, determined by the Board of Directors of the Company in good faith) or any combination thereof. The Company may, at its option, combine the payment of its Affiliates or Associates may redeem, acquire or purchase for value the Redemption Price with any Rights at any time in any manner other than that specifically set forth in this Section 23 or in Section 24, other than in connection with the purchase payment being made concurrently to holders of Common Shares prior and, to the Distribution Date. extent that any such other payment is discretionary, may reduce the amount thereof on account of the concurrent payment of the Redemption Price. If legal or contractual restrictions prevent the Company from paying the Redemption Price (in the form of consideration deemed appropriate by the Board of Directors of the Company) at the time of redemption, the Company will pay the Redemption Price, without interest, promptly after such time as the Company ceases to be so prevented from paying the Redemption Price. View More
Redemption. 23.1 The (a) Prior to the Expiration Date, the Board of Directors of the Company may, at its option, redeem all but not less than all of the then-outstanding Rights at the Redemption Price at any time prior to the Close of Business on the later of (i) the Distribution Date and (ii) the Share Acquisition Date. Any such time as any Person becomes an Acquiring Person, redeem all, but not less than all, redemption will be effective immediately upon the action of the then outstanding Rights at a rede...mption price of $0.001 per Right, appropriately adjusted to reflect any stock split, stock dividend or similar transaction occurring after the date hereof (the "Redemption Price"). The redemption of the Rights by the Board of Directors may be made effective at of the Company ordering the same, unless such time, on such basis and subject to such conditions as action of the Board of Directors of the Company expressly provides that such redemption will be effective at a subsequent time or upon the occurrence or nonoccurrence of one or more specified events (in which case such redemption will be effective in its sole discretion may establish. 23.2 accordance with the provisions of such action of the Board of Directors of the Company). (b) Immediately upon the time of the effectiveness of the redemption of the Rights or such earlier time as may be determined by the Board of Directors provided in the action ordering such redemption (although not earlier than the time of such action) (the "Redemption Date"), Section 23(a), and without any further action and without any notice, the right to exercise the Rights shall will terminate and the only right thereafter of the holders of Rights shall will be to receive the Redemption Price. The Company shall promptly give public notice Price, without interest thereon. Promptly after the effectiveness of any such redemption (with prompt written notice to the Rights Agent); provided, that the failure to give, or any defect in, any such notice shall not affect the validity of such redemption. Within ten Business Days after action of the Board of Directors ordering the redemption of the Rights, Rights as provided in Section 23(a), the Company shall mail, or cause the Rights Agent to mail (at the expense of the Company), a will publicly announce such redemption and, within 10 calendar days thereafter, will give notice of such redemption to the holders of the then outstanding then-outstanding Rights by mailing such notice to all such holders at their last addresses as they appear upon the registry books of the Rights Agent or, prior Company; provided, however, that the failure to give, or any defect in, any such notice will not affect the Distribution Date, on the registry books validity of the transfer agent for redemption of the Common Shares. Rights. Any notice that is mailed in the manner herein provided shall will be deemed given, whether or not the holder receives the notice. If The notice of redemption mailed to the payment holders of the Redemption Price is not included with such notice, each such notice shall Rights will state the method by which the payment of the Redemption Price will be made. Neither The Company may, at its option, pay the Redemption Price in cash, Common Shares (based upon the current per share market price of the Common Shares (determined pursuant to Section 11(d)) at the time of redemption), or any other form of consideration deemed appropriate by the Board of Directors of the Company nor (based upon the fair market value of such other consideration, determined by the Board of Directors of the Company in good faith) or any combination thereof. The Company may, at its option, combine the payment of its Affiliates or Associates may redeem, acquire or purchase for value the Redemption Price with any Rights at any time in any manner other than that specifically set forth in this Section 23 or in Section 24, other than in connection with the purchase payment being made concurrently to holders of Common Shares prior and, to the Distribution Date. extent that any such other payment is discretionary, may reduce the amount thereof on account of the concurrent payment of the Redemption Price. If legal or contractual restrictions prevent the Company from paying the Redemption Price (in the form of consideration deemed appropriate by the Board of Directors of the Company) at the time of redemption, the Company will pay the Redemption Price, without interest, promptly after such time as the Company ceases to be so prevented from paying the Redemption Price. View More
Redemption. 23.1 The (a) Prior to the Expiration Date, the Board of Directors of the Company may, at its option, redeem all but not less than all of the then-outstanding Rights at the Redemption Price at any time prior to the Close of Business on the later of (i) the Distribution Date and (ii) Share Acquisition Date. Any such time as any Person becomes an Acquiring Person, redeem all, but not less than all, redemption will be effective immediately upon the action of the then outstanding Rights at a redempti...on price of $0.001 per Right, appropriately adjusted to reflect any stock split, stock dividend or similar transaction occurring after the date hereof (the "Redemption Price"). The redemption of the Rights by the Board of Directors may be made effective at of the Company ordering the same, unless such time, on such basis and subject to such conditions as action of the Board of Directors of the Company expressly provides that such redemption will be effective at a subsequent time or upon the occurrence or nonoccurrence of one or more specified events (in which case such redemption will be effective in its sole discretion may establish. 23.2 accordance with the provisions of such action of the Board of Directors of the Company). 34 (b) Immediately upon the time of the effectiveness of the redemption of the Rights or such earlier time as may be determined by the Board of Directors provided in the action ordering such redemption (although not earlier than the time of such action) (the "Redemption Date"), Section 23(a), and without any further action and without any notice, the right to exercise the Rights shall will terminate and the only right thereafter of the holders of Rights shall will be to receive the Redemption Price. The Price, without interest thereon. Promptly after the effectiveness of the redemption of the Rights as provided in Section 23(a), the Company shall promptly give public notice of any will publicly announce such redemption (with prompt written notice thereof to the Rights Agent); provided, that the failure to give, or any defect in, any such Agent) and, within 10 calendar days thereafter, will give notice shall not affect the validity of such redemption. Within ten Business Days after action of the Board of Directors ordering the redemption of the Rights, the Company shall mail, or cause the Rights Agent to mail (at the expense of the Company), a notice of redemption to the holders of the then outstanding then-outstanding Rights by mailing such notice to all such holders at their last addresses as they appear upon the registry books of the Rights Agent or, prior Company; provided, however, that the failure to give, or any defect in, any such notice will not affect the Distribution Date, on the registry books validity of the transfer agent for redemption of the Common Shares. Rights. Any notice that is mailed in the manner herein provided shall will be deemed given, whether or not the holder receives the notice. If The notice of redemption mailed to the payment holders of the Redemption Price is not included with such notice, each such notice shall Rights will state the method by which the payment of the Redemption Price will be made. Neither The Company may, at its option, pay the Redemption Price in cash, Common Shares (based upon the current per share market price of the Common Shares (determined pursuant to Section 11(d)) at the time of redemption), or any other form of consideration deemed appropriate by the Board of Directors of the Company nor (based upon the fair market value of such other consideration, determined by the Board of Directors of the Company in good faith) or any combination thereof. The Company may, at its option, combine the payment of its Affiliates or Associates may redeem, acquire or purchase for value the Redemption Price with any Rights at any time in any manner other than that specifically set forth in this Section 23 or in Section 24, other than in connection with the purchase payment being made concurrently to holders of Common Shares prior and, to the Distribution Date. extent that any such other payment is discretionary, may reduce the amount thereof on account of the concurrent payment of the Redemption Price. If legal or contractual restrictions prevent the Company from paying the Redemption Price (in the form of consideration deemed appropriate by the Board of Directors) at the time of redemption, the Company will pay the Redemption Price, without interest, promptly after such time as the Company ceases to be so prevented from paying the Redemption Price. View More
Redemption. 23.1 The (a) Prior to the Expiration Date, the Board of Directors of the Company may, at its option, redeem all but not less than all of the then-outstanding Rights at the Redemption Price at any time prior to the Close of Business on the later of (i) the Distribution Date and (ii) the Share Acquisition Date. Any such time as any Person becomes an Acquiring Person, redeem all, but not less than all, redemption will be effective immediately upon the action of the then outstanding Rights at a rede...mption price of $0.001 per Right, appropriately adjusted to reflect any stock split, stock dividend or similar transaction occurring after the date hereof (the "Redemption Price"). The redemption of the Rights by the Board of Directors may be made effective at of the Company ordering the same, unless such time, on such basis and subject to such conditions as action of the Board of Directors of the Company expressly provides that such redemption will be effective at a subsequent time or upon the occurrence or nonoccurrence of one or more specified events (in which case such redemption will be effective in its sole discretion may establish. 23.2 accordance with the provisions of such action of the Board of Directors of the Company). (b) Immediately upon the time of the effectiveness of the redemption of the Rights or such earlier time as may be determined by the Board of Directors provided in the action ordering such redemption (although not earlier than the time of such action) (the "Redemption Date"), Section 23(a), and without any further action and without any notice, the right to exercise the Rights shall will terminate and the only right thereafter of the holders of Rights shall will be to receive the Redemption Price. The Company shall promptly give public notice Price, without interest thereon. Promptly after the effectiveness of any such redemption (with prompt written notice to the Rights Agent); provided, that the failure to give, or any defect in, any such notice shall not affect the validity of such redemption. Within ten Business Days after action of the Board of Directors ordering the redemption of the Rights, Rights as provided in Section 23(a), the Company shall mail, or cause the Rights Agent to mail (at the expense of the Company), a will publicly announce such redemption and, within 10 calendar days thereafter, will give notice of such redemption to the holders of the then outstanding then-outstanding Rights by mailing such notice to all such holders at their last addresses as they appear upon the registry books of the Rights Agent or, prior Company (with prompt written notice thereof to the Distribution Date, on Rights Agent); provided, however, that the registry books failure to give, or any defect in, any such notice will not affect the validity of the transfer agent for redemption of the Common Shares. Rights. Any notice that is mailed in the manner herein provided shall will be deemed given, whether or not the holder receives the notice. If The notice of redemption mailed to the payment holders of the Redemption Price is not included with such notice, each such notice shall Rights will state the method by which the payment of the Redemption Price will be made. Neither The Company may, at its option, pay the Redemption Price in cash, Common Shares, Warrants (based upon the Current Market Price of the Common Shares or Warrants (determined pursuant to Section 11(d)) at the time of redemption), or any other form of consideration deemed appropriate by the Board of Directors of the Company nor (based upon the fair market value of such other consideration, determined by the Board of Directors of the Company in good faith) or any combination thereof. The Company may, at its option, combine the payment of its Affiliates or Associates may redeem, acquire or purchase for value the Redemption Price with any Rights at any time in any manner other than that specifically set forth in this Section 23 or in Section 24, other than in connection with the purchase payment being made concurrently to holders of Common Shares prior or Warrants, as applicable, and, to the Distribution Date. extent that any such other payment is discretionary, may reduce the amount thereof on account of the concurrent payment of the Redemption Price. If legal or contractual restrictions prevent the Company from paying the Redemption Price (in the form of consideration deemed appropriate by the Board of Directors of 39 the Company) at the time of redemption, the Company will pay the Redemption Price, without interest, promptly after such time as the Company ceases to be so prevented from paying the Redemption Price. View More
