Common use of Change of Control Put Option Clause in Contracts

Change of Control Put Option. If a Change of Control or a Key Executive Change occurs at any time, the Holder shall have the right and option, but not the obligation, to cause Gabelli to purchase on the Change of Control Exercise Date (as defined below) all or any portion of the Unpaid Principal Amount of this Note (the "CHANGE OF CONTROL PUT OPTION") for a purchase price in cash equal to 101% of the principal amount of the Note to be purchased plus accrued and unpaid interest thereon to but excluding the Change of Control Exercise Date (the "CHANGE OF CONTROL PUT CONSIDERATION"). The Put Consideration shall be payable to the Holder by wire transfer of immediately available funds on the Change of Control Exercise Date against the delivery to Gabelli of this Note duly endorsed to it or in blank; PROVIDED, HOWEVER, that if only a portion of the principal amount of this Note is being purchased, then concurrently with such delivery Gabelli shall duly execute and deliver to the Holder a new Note of the same tenor as this Note but with a principal amount equal to the principal amount of this Note not being purchased. Gabelli shall give the Holder prompt written notice if a Change of Control or a Key Executive Change occurs (a "NOTICE"). In order to exercise the Change of Control Put Option with respect to any Change of Control or Key Executive Change, the Holder must deliver a written notice of its election to exercise to Gabelli within 30 days after it has received the Notice relating thereto and the closing of any exercise of the Change of Control Put Option will be held at 10:00 A.M. at the principal executive offices of the Holder on the 30th day after Gabelli receives such written notice, or at such other time and place upon which the Holder and Gabelli shall agree (the "CHANGE OF CONTROL EXERCISE DATE").

Appears in 1 contract

Samples: Gabelli Asset Management Inc

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Change of Control Put Option. If a Change of Control or a Key Executive Change occurs at any time, the Holder shall have the right and option, but not the obligation, to cause Gabelli GAMCO to purchase on the Change of Control Exercise Date (as defined below) all or any portion of the Unpaid Principal Amount of this Note (the "CHANGE OF CONTROL PUT OPTION"“Change of Control Put Option”) for a purchase price in cash (the “Change of Control Put Consideration”) equal to (i) 101% of the principal amount of the Note to be purchased plus accrued and unpaid interest thereon to but excluding the Change of Control Exercise Date minus (ii) the "CHANGE OF CONTROL PUT CONSIDERATION")Teton Deduction. The Change of Control Put Consideration shall be payable to the Holder by wire transfer of immediately available funds on the Change of Control Exercise Date against the delivery to Gabelli GAMCO of this Note duly endorsed to it or in blank; PROVIDEDprovided, HOWEVERhowever, that if only a portion of the principal amount of this Note is being purchased, then concurrently with such delivery Gabelli GAMCO shall duly execute and deliver to the Holder a new Note of the same tenor as this Note but with a principal amount equal to the principal amount of this Note not being purchased. Gabelli GAMCO shall give the Holder prompt written notice if a Change of Control or a Key Executive Change occurs (a "NOTICE"“Notice”). In order to exercise the Change of Control Put Option with respect to any Change of Control or Key Executive Change, the Holder must deliver a written notice of its election to exercise to Gabelli GAMCO within 30 days after it has received the Notice relating thereto and the closing of any exercise of the Change of Control Put Option will be held at 10:00 A.M. at the principal executive offices of the Holder on the 30th day after Gabelli GAMCO receives such written notice, or at such other time and place upon which the Holder and Gabelli GAMCO shall agree (the "CHANGE OF CONTROL EXERCISE DATE"“Change of Control Exercise Date”).

Appears in 1 contract

Samples: The Note Purchase Agreement (Gamco Investors, Inc. Et Al)

Change of Control Put Option. If a Change of Control or a Key Executive Change occurs at any time, the Holder shall have the right and option, but not the obligation, to cause Gabelli to purchase on the Change of Control Exercise Date (as defined below) all or any portion of the Unpaid Principal Amount of this Note (the "CHANGE OF CONTROL PUT OPTIONChange of Control Put Option") for a purchase price in cash equal to 101% of the principal amount of the Note to be purchased plus accrued and unpaid interest thereon to but excluding the Change of Control Exercise Date (the "CHANGE OF CONTROL PUT CONSIDERATIONChange of Control Put Consideration"). The Put Consideration shall be payable to the Holder by wire transfer of immediately available funds on the Change of Control Exercise Date against the delivery to Gabelli of this Note duly endorsed to it or in blank; PROVIDEDprovided, HOWEVERhowever, that if only a portion of the principal amount of this Note is being purchased, then concurrently with such delivery Gabelli shall duly execute and deliver to the Holder a new Note of the same tenor as this Note but with a principal amount equal to the principal amount of this Note not being purchased. Gabelli shall give the Holder prompt written notice if a Change of Control or a Key Executive Change occurs (a "NOTICENotice"). In order to exercise the Change of Control Put Option with respect to any Change of Control or Key Executive Change, the Holder must deliver a written notice of its election to exercise to Gabelli within 30 days after it has received the Notice relating thereto and the closing of any exercise of the Change of Control Put Option will be held at 10:00 A.M. at the principal executive offices of the Holder on the 30th day after Gabelli receives such written notice, or at such other time and place upon which the Holder and Gabelli shall agree (the "CHANGE OF CONTROL EXERCISE DATEChange of Control Exercise Date").

Appears in 1 contract

Samples: Gabelli Asset Management Inc

Change of Control Put Option. If a Change of Control or a Key Executive Change occurs at any time, the Holder shall have the right and option, but not the obligation, to cause Gabelli to purchase on the Change of Control Exercise Date (as defined below) all or any portion of the Unpaid Principal Amount of this Note (the "CHANGE OF CONTROL PUT OPTIONOption") for a purchase price in cash equal to 101% of the principal amount of the Note to be purchased plus accrued and unpaid interest thereon to but excluding the Change of Control Exercise Date (the "CHANGE OF CONTROL PUT CONSIDERATION"). The Put Consideration shall be payable to the Holder by wire transfer of immediately available funds on the Change of Control Exercise Date against the delivery to Gabelli of this Note duly endorsed to it or in blank; PROVIDED, HOWEVER, that if only a portion of the principal amount of this Note is being purchased, then concurrently with such delivery Gabelli shall duly execute and deliver to the Holder a new Note of the same tenor as this Note but with a principal amount equal to the principal amount of this Note not being purchased. Gabelli shall give the Holder prompt written notice if a Change of Control or a Key Executive Change occurs (a "NOTICE"). In order to exercise the Change of Control Put Option with respect to any Change of Control or Key Executive Change, the Holder must deliver a written notice of its election to exercise to Gabelli within 30 days after it has received the Notice relating thereto and the closing of any exercise of the Change of Control Put Option will be held at 10:00 A.M. at the principal executive offices of the Holder on the 30th day after Gabelli receives such written notice, or at such other time and place upon which xxxx xhich the Holder and Gabelli shall agree (the "CHANGE OF CONTROL EXERCISE DATE").

Appears in 1 contract

Samples: Gabelli Asset Management Inc

Change of Control Put Option. If Xf a Change of Control or a Key Executive Change occurs at any time, the Holder shall have the right and option, but not the obligation, to cause Gabelli to purchase on the Change of Control Exercise Date (as defined below) all or any portion of the Unpaid Principal Amount of this Note (the "CHANGE OF CONTROL PUT OPTIONChange of Control Put Option") for a purchase price in cash equal to 101% of the principal amount of the Note to be purchased plus accrued and unpaid interest thereon to but excluding the Change of Control Exercise Date (the "CHANGE OF CONTROL PUT CONSIDERATIONChange of Control Put Consideration"). The Put Consideration shall be payable to the Holder by wire transfer of immediately available funds on the Change of Control Exercise Date against the delivery to Gabelli of this Note duly endorsed to it or in blank; PROVIDEDprovided, HOWEVERhowever, that if only a portion of the principal amount of this Note is being purchased, then concurrently with such delivery Gabelli shall duly execute and deliver to the Holder a new Note of the same tenor as this Note but with a principal amount equal to the principal amount of this Note not being purchased. Gabelli shall give the Holder prompt written notice if a Change of Control or a Key Executive Change occurs (a "NOTICENotice"). In order to exercise the Change of Control Put Option with respect to any Change of Control or Key Executive Change, the Holder must deliver a written notice of its election to exercise to Gabelli within 30 days after it has received the Notice relating thereto and the closing of any exercise of the Change of Control Put Option will be held at 10:00 A.M. at the principal executive offices of the Holder on the 30th day after Gabelli receives such written notice, or at such other time and place upon xxxxx xpon which the Holder and Gabelli shall agree (the "CHANGE OF CONTROL EXERCISE DATEChange of Control Exercise Date").

Appears in 1 contract

Samples: Gabelli Income Series Funds Inc

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Change of Control Put Option. If a Change of Control or a Key Executive Change occurs at any time, the Holder shall have the right and option, but not the obligation, to cause Gabelli to purchase on the Change of Control Exercise Date (as defined below) all or any portion of the Unpaid Principal Amount of this Note (the "CHANGE OF CONTROL PUT OPTIONChange of Control Put Option") for a purchase price in cash equal to 101% of the principal amount of the Note to be purchased plus accrued and unpaid interest thereon to but excluding the Change of Control Exercise Date (the "CHANGE OF CONTROL PUT CONSIDERATIONChange of Control Put Consideration"). The Put Consideration shall be payable to the Holder by wire transfer of immediately available funds on the Change of Control Exercise Date against the delivery to Gabelli of this Note duly endorsed to it or in blank; PROVIDEDprovided, HOWEVERhowever, that if only a portion of the principal amount of this Note is being purchased, then concurrently with such delivery Gabelli shall duly execute and deliver to the Holder a new Note of the same tenor as this Note but with a principal amount equal to the principal amount of this Note not being purchased. Gabelli shall give the Holder prompt written notice if a Change of Control or a Key Executive Change occurs (a "NOTICENotice"). In order to exercise the Change of Control Put Option with respect to any Change of Control or Key Executive Change, the Holder must deliver a written notice of its election to exercise to Gabelli within 30 days after it has received the Notice relating thereto and the closing of any exercise of the Change of Control Put Option will be held at 10:00 A.M. at the principal executive offices of the Holder on the 30th day after Gabelli Xxxxxxx receives such written notice, or at such other time and place upon which the Holder and Gabelli Xxxxxxx shall agree (the "CHANGE OF CONTROL EXERCISE DATEChange of Control Exercise Date").

Appears in 1 contract

Samples: Cascade Investment LLC

Change of Control Put Option. If a Change of Control or a Key Executive Change occurs at any time, the Holder shall have the right and option, but not the obligation, to cause Gabelli GAMCO to purchase on the Change of Control Exercise Date (as defined below) all or any portion of the Unpaid Principal Amount of this Note (the "CHANGE OF CONTROL PUT OPTIONChange of Control Put Option") for a purchase price in cash (the "Change of Control Put Consideration") equal to (i) 101% of the principal amount of the Note to be purchased plus accrued and unpaid interest thereon to but excluding the Change of Control Exercise Date minus (ii) the "CHANGE OF CONTROL PUT CONSIDERATION")Teton Deduction. The Change of Control Put Consideration shall be payable to the Holder by wire transfer of immediately available funds on the Change of Control Exercise Date against the delivery to Gabelli GAMCO of this Note duly endorsed to it or in blank; PROVIDEDprovided, HOWEVERhowever, that if only a portion of the principal amount of this Note is being purchased, then concurrently with such delivery Gabelli GAMCO shall duly execute and deliver to the Holder a new Note of the same tenor as this Note but with a principal amount equal to the principal amount of this Note not being purchased. Gabelli GAMCO shall give the Holder prompt written notice if a Change of Control or a Key Executive Change occurs (a "NOTICENotice"). In order to exercise the Change of Control Put Option with respect to any Change of Control or Key Executive Change, the Holder must deliver a written notice of its election to exercise to Gabelli GAMCO within 30 days after it has received the Notice relating thereto and the closing of any exercise of the Change of Control Put Option will be held at 10:00 A.M. at the principal executive offices of the Holder on the 30th day after Gabelli GAMCO receives such written notice, or at such other time and place upon which the Holder and Gabelli GAMCO shall agree (the "CHANGE OF CONTROL EXERCISE DATEChange of Control Exercise Date").

Appears in 1 contract

Samples: The Note Purchase Agreement (Gamco Investors, Inc. Et Al)

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