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(g) Redemption.
(i) Redemption by the Corporation.
(A) The corporation may, at its option upon
or after the occurrence of any Redemption Event (as
defined below), redeem, out of funds legally available
therefor, in the manner provided in Section 3(g)(ii)(A)
of this Article V, all, but not less than all, of the
shares of Voting Preferred Stock, at a redemption price
equal to 100% of the Stated Value thereof on the date
of redemption payable in cash.
(B) For purposes of this Section 3(g)(i), a
“Redemption Event” shall mean (x) June 30, 2018, (y)
any transfer or other disposition by the corporation of
shares of Participating Preferred Stock, par value $.01
per share, of CBM MergerSub Corp., a New York
corporation (hereinafter “CBM MergerSub Corp.”)
[MergerSub], or the comparable securities of any
successor corporation to CBM MergerSub Corp. (the
“MergerSub Participating Preferred Stock”) or (z) any
transfer or other disposition by the corporation of
shares of Voting Preferred Stock, par value $.01 per
share, of CBM MergerSub Corp. or the comparable
securities of any successor corporation to
CBM MergerSub Corp. (the “MergerSub Voting Preferred
Stock”).
(ii) Redemption at Option of Holders.
(i) After June 30, 2018 or (ii) upon the occurrence of
any failure of Liberty Bell I, LLC (or a successor
thereof) or its manager to make distributions
contemplated by Section 15 of the Limited Liability
Company Agreement of Liberty Bell I, LLC dated as of
July 28, 1998 * * *, any holder of shares of Voting
Preferred Stock shall be entitled at its option, to
require the corporation to redeem, out of funds legally
available therefor, in the manner provided in
Section 3(g)(iii)(B) of this Article V, all of the
shares of the Voting Preferred Stock held by such
holder, at a redemption price per share equal to 100%
of the Stated Value thereof on the date of redemption
payable in cash.
* * * * * * *
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