Exercise of Put Sample Clauses

Exercise of Put. (a) The Company's right to exercise the Put commences on the actual effective date of the registration statement described in Section 10.1(iv) hereof and expires three (3) years after the Effective Date ("Put Exercise Period"). (b) The Put may be exercised by the Company by giving the Subscriber written notice of exercise ("Put Notice") not more often than one time each thirty (30) consecutive calendar days during the Put Exercise Period in relation to up to the maximum principal amount of Put Note that the Subscriber has agreed to purchase subject to the limits described in this Agreement. The date a Put Notice is given is a Put Date. Each Put Notice must be accompanied by (i) the officer's certificate described in Section 11.1(b)(v) above; (ii) a legal opinion relating to the Put Securities in form reasonably acceptable to Subscriber; and (iii) such other documents and certificates reasonably requested by the Subscriber. (c) Unless otherwise agreed to by the Subscribers, Put Notices must be given to all Subscribers in proportion to the amounts agreed to be purchased by all Subscribers undertaking to purchase Put Notes in the Initial Offering. (d) Payment by the Subscriber in relation to a Put Notice relating to a Put must be made within fourteen (14) business days after receipt of a Put Notice and the items set forth in Section 11.2(b) above. Payment will be made against delivery to the Subscriber or an escrow agent to be agreed upon by the Company and Subscriber, of the Put Securities, and delivery to the Finders of the Put Commissions relating to the Put being exercised.
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Exercise of Put. Within 10 Business Days after any Responsible Officer of the Company has knowledge of the occurrence of any Designated Event, the Company shall give the holder of each Note written notice thereof describing such Designated Event, and the facts and circumstances surrounding the occurrence thereof, in reasonable detail. At any time prior to 60 days after any holder shall receive such notice, such holder may exercise its Right to Put by delivering to the Company, at the address provided by the Company pursuant to Section 18 (if so provided), an irrevocable notice of sale substantially in the form of Exhibit 8.6(b) hereto (a "NOTICE OF SALE"); provided, that the Company shall give the holder of each Note prompt written notice of such Notice of Sale, whereupon the holder of each Note shall have until the later of (x) the expiration of such sixty-day period or (y) 10 days after its receipt of such notice from the Company to exercise its Right to Put by delivering to the Company a Notice of Sale. If the holder of a Note shall deliver a Notice of Sale pursuant to any provision of the preceding sentence, the Company shall purchase the Notes then held by such holder on the date specified in such notice (which shall be not less than 20 days after delivery of such Notice of Sale), and such holder shall sell such Notes to the Company without recourse, representation or warranty (other than as to such holder's full right, title and interest to such Notes free of any adverse claim thereto), at a price, payable in immediately available funds by wire transfer to the account specified pursuant to Schedule A hereto or to such other account as may be specified in such notice, equal to the aggregate outstanding principal amount of the Notes of such holder and the accrued and unpaid interest thereon; provided, that if more than one holder shall give a Notice of Sale in compliance with the foregoing provisions of this Section 8.6(b), the Company shall purchase the Notes held by all such holders on the same day, which shall be the latest day specified in all such Notices of Sale but in no event more than 90 days after the date of the Company's sending of notice of the occurrence of the Designated Event giving rise thereto, and shall advise the holder of each Note of such date and the aggregate principal amount of Notes to be purchased by the Company. Each holder shall have the respective rights specified in this Section 8.6 with respect to each Designated Event that shall occur, ...
Exercise of Put. At any time during which the Option is exercisable pursuant to Section 2 or would be exercisable but for the circumstances referred to in the parenthetical in Section 2(iii) of this Agreement (the "Repurchase Period"), upon demand by Grizzly, Grizzly shall have the right to sell to Lynx (or any successor entity thereof) and Lynx (or such successor entity) shall be obligated to repurchase from Grizzly (the "Put"), all or any portion of the Option, at the price set forth in subparagraph (i) below, or all or any portion of the Lynx Shares purchased by Grizzly pursuant hereto, at a price set forth in subparagraph (ii) below: (i) the difference between the "Market/Tender Offer Price" for shares of the Lynx Common Stock as of the date (the "Notice Date") notice of exercise of the Put is given to Lynx (defined as the higher of (A) the price per share offered as of the Notice Date pursuant to any tender or exchange offer or other Alternative Proposal which was made prior to the Notice Date and not terminated or withdrawn as of the Notice Date (the "Tender Price") and (B) the average of the closing prices of shares of the Lynx Common Stock on the Toronto Stock Exchange ("TSE") or the Nasdaq Stock Market for the five trading days immediately preceding the Notice Date (the "Market Price")), and the Exercise Price, multiplied by the number of Lynx Shares purchasable pursuant to the Option (or portion thereof with respect to which Grizzly is exercising its rights under this Section 7); (ii) the Exercise Price paid by Grizzly for the Lynx Shares acquired pursuant to the Option plus the difference between the Market/Tender Offer Price and the Exercise Price, multiplied by the number of Lynx Shares so purchased. For purposes of this clause (ii), the Tender Price shall be the highest price per share offered pursuant to a tender or exchange offer or other Alternative Proposal during the Repurchase Period. In determining the Market-Tender Offer Price, the value of consideration other than cash or stock as provided above shall be determined by a nationally recognized investment banking firm selected by Grizzly and reasonably acceptable to Lynx.
Exercise of Put. (a) The Put may be exercised by any Optionholder at any time on one (1) occasion upon written notice to CCL or IPL as follows: (i) In the event an Optionholder's employment by CCL is terminated (x) by CCL with or without cause or (y) by CCL as a result of the Optionholder's death or disability or (z) by the Optionholder as a result of Constructive Termination, as defined in the Optionholders' Employment Agreements with CCL dated as of the date hereof, then the Put may be exercised by such Optionholder after such termination upon written notice to CCL or IPL. The Put Securities so desired to be sold shall be valued as of the ninetieth (90th) day after such notice of exercise is received by CCL or IPL. As promptly as practicable after the Purchase Price is calculated pursuant to Section 2, but in any event within fifteen (15) days thereafter, CCL or IPL, as the case may be, shall notify the selling Optionholder of the place, time and date for the closing of the purchase and sale of the Put Securities, which closing shall be as promptly as practicable after such notice, but in any event within five (5) days thereafter. (ii) In the event that an Optionholder's employment with CCL is terminated by the Optionholder other than as a result of Constructive Termination, then the Put may be exercised by such Optionholder after such termination upon three hundred and sixty (360) days prior written notice to CCL or IPL. The Put Securities so desired to be sold shall be valued as of the three hundred and sixtieth (360th) day after such notice of exercise is received by CCL or IPL. As promptly as practicable after the Purchase Price is calculated pursuant to Section 2, but in any event within fifteen (15) days thereafter, CCL or IPL, as the case may be, shall notify the selling Optionholder of the place, time and date for the closing of the purchase and sale of the Put Securities, which closing shall be as promptly as practicable after such notice, but in any event within five (5) days thereafter. Notwithstanding the foregoing, in no event shall the closing occur prior to July 31, 2001. (iii) The Put may also be exercised by an Optionholder after July 31, 2000 upon sixty (60) days prior written notice to CCL or IPL and the Put Securities so desired to be sold shall be valued as of the sixtieth (60th) day after such notice of exercise is received by CCL or IPL; provided that in such event the Optionholder is then an employee of CCL and agrees to continue to remain a full-...
Exercise of Put. Effective as of the Company’s receipt of this Exercise Notice, the undersigned (“Executive”) hereby irrevocably elects to exercise the right to require Brocade Communications Systems, Inc. (the “Company”) to purchase ______________ shares (the “Put Shares”) of the Common Stock of the Company from Executive.
Exercise of Put. (a) The Put shall be exercisable only by giving notice of exercise to the Company within 10 business days either before or after the Maturity Date (the "Exercise Period"). If not exercised within the Exercise Period, the Put shall expire at 5:00pm Pacific time on the last day of the Exercise Period. (b) Within 60 days after the end of the Exercise Period, the Company shall tender payment in full for the Notes and Conversion Shares as to which the Put is exercised (plus any accumulated but unpaid dividends), in Put Shares, against delivery to the principal offices of the Company of certificates representing the Notes and Conversion Shares, free and clear of all liens, claims, and encumbrances.
Exercise of Put. (a) The Company's right to exercise the Put commences on the actual effective date of the registration statement described in Section 10.1(iv) hereof and expires three (3) years after the Effective Date ("Put Exercise Period"). (b) The Put may be exercised by the Company by giving the Subscriber written notice of exercise ("Put Notice") not more often than one time each calendar month during the Put Exercise Period in relation to up to the maximum principal amount of Put Note that the Subscriber has agreed to purchase subject to the limits described in this Agreement. The date a Put Notice is given is a Put Date. Each Put Notice must be accompanied by (i) the officer's certificate described in Section 11.1(b)(v) above; (ii) a legal opinion relating to the Put Securities in form reasonably acceptable to
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Exercise of Put. At any time during which the Option is exercisable pursuant to Section 2 or would be exercisable but for the circumstances referred to in the parenthetical in Section 2(iii) of this Agreement (the "Repurchase Period"), upon demand by Inprise, Inprise shall have the right to sell to Corel (or any successor entity thereof) and Corel (or such successor entity) shall be obligated to repurchase from Inprise (the "Put"), all or any portion of the Option, at the price set forth in clause (i) below, or all or any portion of the Corel Shares purchased by Inprise pursuant hereto, at a price set forth in clause (ii) below:
Exercise of Put. If the Option Exercise Condition has been satisfied and Buyer has not exercised the Option on or prior to the Option Exercise Outside Date, then Seller shall have the right, beginning on the date following the Option Exercise Outside Date and lasting until three (3) months thereafter to require Buyer to exercise the Option (the “Put”) by providing Buyer written notice thereof. Promptly following the exercise of the Option or the Put, but in any case within fourteen (14) days thereafter (the “Execution Date”), the Parties shall enter into the Merger Agreement, together with any additions, modifications or deletions to which the Parties mutually agree.
Exercise of Put. At any time during the period of 18 months commencing immediately after the Initial Effective Date (the "Commencement Period"), the Company, may, in its sole discretion, issue and exercise a Put, which Put the Purchaser shall be obligated to accept, subject to the terms and conditions set forth in this Agreement. Each Put shall be exercised by delivery to the Purchaser of a Put Notice.
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