Common use of Call Notice Clause in Contracts

Call Notice. Prior to consummating any Approved Sale, if the Optionholder elects to exercise the options granted to it under this Section 3, Colony IV shall provide each of the Class A Holders with a written notice (the "Call Notice") not less than five (5) days prior to the proposed date of the Approved Sale (the "Approved Sale Date"). The Call Notice shall state that the Optionholder is exercising its option to purchase Class A Common or Class A Equivalents pursuant to this Section 3 and shall set forth: (i) the name and address of the Optionholder, (ii) the aggregate number of Class B Common and Class B Equivalents held of record by Colony IV as of the date of the Call Notice, (iii) the number of Class B Common or Class B Equivalents to be sold by Colony IV to the Approved Purchaser pursuant to such Approved Sale, (iv) the Required Number of Class A Common or Class A Equivalents to be purchased by the Optionholder in connection with such Approved Sale, (v) the Approved Sale Date and (vi) the address for delivery of the certificates representing the Class A Common or Class A Equivalents to be purchased by the Optionholder.

Appears in 1 contract

Samples: Transfer Restriction Agreement (Barrack Thomas Jr)

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Call Notice. Prior to consummating any Approved Sale, if the Optionholder elects to exercise the options granted to it under this Section 3, Colony IV III shall provide each of the Class A Holders with a written notice (the "Call NoticeCALL NOTICE") not less than five (5) days prior to the proposed date of the Approved Sale (the "Approved Sale DateAPPROVED SALE DATE"). The Call Notice shall state that the Optionholder is exercising its option to purchase Class A Common or Class A Equivalents pursuant to this Section 3 and shall set forth: (i) the name and address of the Optionholder, (ii) the aggregate number of Class B Common and Class B Equivalents held of record by Colony IV III as of the date of the Call Notice, (iii) the number of Class B Common or Class B Equivalents to be sold by Colony IV III to the Approved Purchaser pursuant to such Approved Sale, (iv) the Required Number of Class A Common or Class A Equivalents to be purchased by the Optionholder in connection with such Approved Sale, (v) the Approved Sale Date and (vi) the address for delivery of the certificates representing the Class A Common or Class A Equivalents to be purchased by the Optionholder.

Appears in 1 contract

Samples: Transfer Restriction Agreement (Colony HCR Voteco LLC)

Call Notice. Prior to consummating any Approved Sale, if the Optionholder elects to exercise the options granted to it under this Section 3, Colony IV shall provide each of the Class A Holders with a written notice (the "Call Notice") not less than five (5) days prior to the proposed date of the Approved Sale (the "Approved Sale Date"). The Call Notice shall state that the Optionholder is exercising its option to purchase Class A Common Units or Class A Equivalents pursuant to this Section 3 and shall set forth: (i) the name and address of the Optionholder, (ii) the aggregate number of Class B Common Units and Class B Equivalents held of record by Colony IV as of the date of the Call Notice, (iii) the number of Class B Common Units or Class B Equivalents to be sold by Colony IV to the Approved Purchaser pursuant to such Approved Sale, (iv) the Required Number of Class A Common Units or Class A Equivalents to be purchased by the Optionholder in connection with such Approved Sale, (v) the Approved Sale Date and (vi) the address for delivery of the certificates representing the Class A Common Units or Class A Equivalents to be purchased by the Optionholder.

Appears in 1 contract

Samples: Transfer Restriction Agreement (Colony Resorts LVH Acquisitions LLC)

Call Notice. Prior to consummating any Approved Sale, if the Optionholder elects to exercise the options granted to it under this Section 3, Colony IV Co-Investment Partners shall provide each of the Class A Holders with a written notice (the "Call Notice") not less than five (5) days prior to the proposed date of the Approved Sale (the "Approved Sale Date"). The Call Notice shall state that the Optionholder is exercising its option to purchase Class A Common Units or Class A Equivalents pursuant to this Section 3 and shall set forth: (i) the name and address of the Optionholder, (ii) the aggregate number of Class B Common Units and Class B Equivalents held of record by Colony IV Co-Investment Partners as of the date of the Call Notice, (iii) the number of Class B Common Units or Class B Equivalents to be sold by Colony IV Co-Investment Partners to the Approved Purchaser pursuant to such Approved Sale, (iv) the Required Number of Class A Common Units or Class A Equivalents to be purchased by the Optionholder in connection with such Approved Sale, (v) the Approved Sale Date and (vi) the address for delivery of the certificates representing the Class A Common Units or Class A Equivalents to be purchased by the Optionholder.

Appears in 1 contract

Samples: Transfer Restriction Agreement (Colony Resorts LVH Acquisitions LLC)

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Call Notice. Prior to consummating any Approved Sale, if the Optionholder elects to exercise the options granted to it under this Section 3, Colony IV Co-Investment Partners shall provide each of the Class A Holders with a written notice (the "Call Notice") not less than five (5) days prior to the proposed date of the Approved Sale (the "Approved Sale Date"). The Call Notice shall state that the Optionholder is exercising its option to purchase Class A Common Units or Class A Equivalents pursuant to this Section 3 and shall set forth: (i) the name and address of the Optionholder, (ii) the aggregate number of Class B Common Units and Class B Equivalents held of record by Colony IV Co-Investment Partners as of the date of the Call Notice, (iii) the number of Class B Common Units or Class B Equivalents to be sold by Colony IV Co-Investment Partners to the Approved Purchaser pursuant to such Approved Sale, (iv) the Required Number of Class A Common Units or Class A Equivalents to be purchased by the Optionholder in connection with such Approved Sale, (v) the Approved Sale Date and (vi) the address for delivery of the certificates representing the Class A Common Units or Class A Equivalents to be purchased by the Optionholder.

Appears in 1 contract

Samples: Transfer Restriction Agreement (Colony Resorts LVH Acquisitions LLC)

Call Notice. Prior to consummating any Approved Sale, if the Optionholder elects to exercise the options granted to it under this Section 3, Colony IV shall provide each of the Class A Holders with a written notice (the "Call Notice") not less than five (5) days prior to the proposed date of the Approved Sale (the "Approved Sale Date"). The Call Notice shall state that the Optionholder is exercising its option to purchase Class A Common Units or Class A Equivalents pursuant to this Section 3 and shall set forth: (i) the name and address of the Optionholder, (ii) the aggregate number of Class B Common Units and Class B Equivalents held of record by Colony IV as of the date of the Call Notice, (iii) the number of Class B Common Units or Class B Equivalents to be sold by Colony IV to the Approved Purchaser pursuant to such Approved Sale, (iv) the Required Number of Class A Common Units or Class A Equivalents to be purchased by the Optionholder in connection with such Approved Sale, (v) the Approved Sale Date and (vi) the address for delivery of the certificates representing the Class A Common Units or Class A Equivalents to be purchased by the Optionholder.

Appears in 1 contract

Samples: Transfer Restriction Agreement (Colony Resorts LVH Acquisitions LLC)

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