Common use of Financing Defaults Clause in Contracts

Financing Defaults. (a) If pursuant to Section 6.5(c)(i) of the Master Agreement either Party, as the Investing Party, exercises its election to terminate this Agreement, the Shareholders shall cooperate in good faith to effect the purchase by Toshiba (or its designated Affiliate) and sale by SanDisk of all of SanDisk’s Shares, at a price equal to SanDisk’s percentage share of the issued and outstanding Shares in the Company multiplied by the [*] as of the date such transaction is closed (with estimated [*] as agreed by the Shareholders in good faith paid on the closing of such transaction and any true-up payment made by the appropriate Party promptly after determination of the actual [ * ] as of the closing of such purchase and sale transaction).

Financing Defaults. (a) If pursuant to Section 6.5(c)(i6.3(a)(i) of the Master Agreement either Party, as the Investing Party, exercises its election to terminate this Agreement, the Shareholders Members shall cooperate in good faith to effect the purchase by Toshiba (or its designated Affiliate) and sale by SanDisk of all of SanDisk’s SharesInterests, at a price equal to SanDisk’s percentage share Interest of the issued and outstanding Shares Interests in the Company multiplied by the [***] as of the date such transaction is closed (with estimated [***] as agreed by the Shareholders Members in good faith paid on the closing of such transaction and any true-up payment made by the appropriate Party promptly after determination of the actual [ * [***] as of the closing of such purchase and sale transaction).

Financing Defaults. (a) If pursuant to Section 6.5(c)(i6.3(a)(i) of the Master Agreement either Party, as the Investing Party, exercises its election to terminate this Agreement, the Shareholders Members shall cooperate in good faith to effect the purchase by Toshiba (or its designated Affiliate) and sale by SanDisk of all of SanDisk’s SharesInterests, at a price equal to SanDisk’s percentage share Interest of the issued and outstanding Shares Interests in the Company multiplied by the [*] *** as of the date such transaction is closed (with estimated [*] *** as agreed by the Shareholders Members in good faith paid on the closing of such transaction and any true-up payment made by the appropriate Party promptly after determination of the actual [ **** ] as of the closing of such purchase and sale transaction).

Financing Defaults. (a) If pursuant to Section 6.5(c)(i6.3(c)(i) of the Master Agreement either Party, as the Investing Party, exercises its election to terminate this Agreement, the Shareholders Unitholders shall cooperate in good faith to effect the purchase by Toshiba (or its designated Affiliate) and sale by SanDisk of all of SanDisk’s Shares's Units, at a price equal to SanDisk’s 's percentage share of the issued and outstanding Shares Units in the Company multiplied by the [***] of the Company as of the date such transaction is closed (with estimated [***] as agreed by the Shareholders Unitholders in good faith paid on the closing of such transaction and any true-up payment made by the appropriate Party promptly after determination of the actual [ * [***] of the Company as of the closing of such purchase and sale transaction).

Financing Defaults. (a) If pursuant to Section 6.5(c)(i) of the Master Agreement either Party, as the Investing Party, exercises its election to terminate this Agreement, the Shareholders shall cooperate in good faith to effect the purchase by Toshiba (or its designated Affiliate) and sale by SanDisk of all of SanDisk’s 's Shares, at a price equal to SanDisk’s 's percentage share of the issued and outstanding Shares in the Company multiplied by the [***] as of the date such transaction is closed (with estimated [***] as agreed by the Shareholders in good faith paid on the closing of such transaction and any true-up payment made by the appropriate Party promptly after determination of the actual [ * [***] as of the closing of such purchase and sale transaction).