Common use of Completion of Sale of Parent Common Stock Clause in Contracts

Completion of Sale of Parent Common Stock. (a) If there is to be a sale and purchase of Parent Common Stock pursuant to the exercise of the Second Put Option under Section 3.3, the completion of the sale and purchase shall take place on the Second Put Exercisability Date (or, if such date is not a Business Day, on the next Business Day) at 10:00 a.m. New York time (or at such other time to be mutually agreed upon by the parties hereto) at such place to be mutually agreed upon by the parties hereto. (b) At the completion of any sale and purchase of the Parent Common Stock pursuant to the exercise of the Second Put Option on the Second Put Exercisability Date: (i) the respective Stockholder shall deliver to Parent or its nominee a duly executed stock certificate, completed in the name of such Stockholder, in respect of the Parent Common Stock against payment of the Exercise Price by Parent; and (ii) Parent shall accept (or cause its nominee to accept) delivery of such Certificate and effect payment of the applicable consideration to an account identified by such Stockholder in writing to Parent. For the avoidance of doubt, it is hereby understood and agreed that receipt of the Exercise Price shall be confirmed by such Stockholder prior to the delivery by such Stockholder to Parent of the Certificate. (c) The parties hereto agree to do such further things and to execute such further documents as may be necessary so that Parent or its nominee may obtain on payment of the Exercise Price title to the applicable Parent Common Stock.

Appears in 2 contracts

Samples: Put Option Agreement (Appliedtheory Corp), Put Option Agreement (Appliedtheory Corp)

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Completion of Sale of Parent Common Stock. (a) If there is to be a sale and purchase of Parent Common Stock pursuant to the exercise of the Second First Put Option under Section 3.32.3, the completion of the sale and purchase shall take place on the Second First Put Exercisability Date (or, if such date is not a Business Day, on the next Business Day) at 10:00 a.m. New York time (or at such other time to be mutually agreed upon by the parties hereto) at such place to be mutually agreed upon by the parties hereto. (b) At the completion of any sale and purchase of the Parent Common Stock pursuant to the exercise of the Second First Put Option on the Second First Put Exercisability Date: (i) the respective Stockholder shall deliver to Parent or its nominee a duly executed stock certificatecertificate (the "Certificate"), completed in the name of such Stockholder, in respect of the Parent Common Stock against payment of the Exercise Price by Parent; and (ii) Parent shall accept (or cause its nominee to accept) delivery of such Certificate and effect payment of the applicable consideration to an account identified by such Stockholder in writing to Parent. For the avoidance of doubt, it is hereby understood and agreed that receipt of the Exercise Price shall be confirmed by such Stockholder prior to the delivery by such Stockholder to Parent of the Certificate. (c) The parties hereto agree to do such further things and to execute such further documents as may be necessary so that Parent or its nominee may obtain on payment of the Exercise Price title to the applicable Parent Common StockStock free of any liens, encumbrances or other security interests.

Appears in 2 contracts

Samples: Put Option Agreement (Appliedtheory Corp), Put Option Agreement (Appliedtheory Corp)

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