Common use of Call Right Regarding LMP Member’s Membership Interests Clause in Contracts

Call Right Regarding LMP Member’s Membership Interests. (i) At any time prior to the 5th anniversary of the Closing Date (subject to the LMP Member’s rights under Section 7.7(a)), the AAG Member shall have the right to cause LMP Member to sell (the “AAG Call Right”) all, but not less than all, of the LMP Member’s Membership Interests (the “LMP Membership Interests”) by delivering to LMP Member, written notice (“LMP Call Notice”) of the AAG Member’s election to exercise the AAG Call Right, which notice shall set forth that it is an election to exercise the Call Right pursuant to this Section 7.7(b) of the Agreement. (ii) The purchase price for the LMP Membership Interests purchased under this Section 7.7(b) shall be equal to the greater of (A) the Agreed Value as calculated by Section 7.8(b), below, or the purchase price originally paid by the LMP Member for the LMP Membership Interests pursuant to the Purchase Agreement, and the closing of such purchase shall occur as provided in Section 7.10 below.

Call Right Regarding LMP Member’s Membership Interests. (i) At any time prior to the 5th anniversary of the Closing Date (subject to the LMP Member’s rights under Section 7.7(a)), the AAG Member shall have the right to cause LMP Member to sell (the “AAG Call Right”) all, but not less than all, of the LMP Member’s Membership Interests (the “LMP Membership Interests”) by delivering to LMP Member, written notice (“LMP Call Notice”) of the AAG Member’s election to exercise the AAG Call Right, which notice shall set forth that it is an election to exercise the Call Right pursuant to this Section 7.7(b) of the Agreement. (ii) The purchase price for the LMP Membership Interests purchased under this Section 7.7(b) shall be equal to the greater of (A) the Agreed Value as calculated by Section 7.8(b), below, or the purchase price originally paid by the LMP Member for the LMP Membership Interests pursuant to the Purchase Agreement, and the closing of such purchase shall occur as provided in Section 7.10 below.. AAG HOLDING CO1, LLC Limited Liability Company Operating Agreement