Grant of Put Right. At any time during the period commencing on the date that is eighteen (18) months after the Closing Date and ending on the date that is nineteen (19) months after the Closing Date (such period, the “Put Period”), the Selling Member shall have the one (1) time right (the “Put Right”), exercisable by delivery of a written irrevocable notice substantially in the form attached as Exhibit A to this Agreement (the “Put Exercise Notice”), to Seaspan (the date of receipt of such notice, the “Put Exercise Date”), to require Seaspan to purchase all or such portion of Series D Preferred Shares issued to the Selling Member pursuant to the Merger Agreement that is specified in the Put Exercise Notice (the “Put Shares”). If the Selling Member does not timely deliver a Put Exercise Notice to Seaspan within the Put Period, the Selling Member’s right to sell such Series D Preferred Shares to Seaspan pursuant to this Agreement shall automatically terminate. If the Selling Member exercises the Put Right by delivery of the Put Exercise Notice to Seaspan during the Put Period, the Selling Member and Seaspan agree that, on the date that is five (5) Business Days after delivery of the Put Exercise Notice to Seaspan (the “Put Closing Date”), (i) the Selling Member shall sell, and Seaspan shall purchase, the Put Shares (the “Put Sale”) pursuant to the Put Exercise Notice, at a price per share equal to $24.84 (as adjusted for any stock split, stock dividend, combination or other recapitalization or reclassification of the Series D Preferred Shares effected after the date hereof) plus any accrued and unpaid dividends with respect to such Put Shares and (ii) the Selling Member and Seaspan will each execute and deliver to one another the Purchase Agreement (as defined below).
Grant of Put Right. Paladin grants to Buckingham the right to require Paladin to purchase all or any portion of the Buckingham Put Interest (the “Put Right”) upon and subject to the following terms and conditions:
(1) The Put Right may be exercised at any time and from time to time after the first anniversary of the date of this Agreement by written notice from Buckingham to Paladin specifying the portion of the Buckingham Put Interest (but which shall include no fractional percentage interests) that Buckingham requires Paladin to purchase (the “Designated Put Interest”), provided that at the time of the exercise of the Put Right the following conditions shall have been
(i) no Cash Flow Bonus Forfeiture Event shall then exist; (ii) there shall then exist no Unpaid Preferred Return to Paladin or Buckingham shall agree that any Unpaid Return may be offset against the purchase price; and (iii) during the twelve (12) calendar months preceding the month in which the Put Right is exercised, there shall have been, as verified by Paladin, Ordinary Cash Flow sufficient to have made distributions pursuant to Section 5.01(a) and Section 5.01(b) of all Paladin’s Preferred Return and all of Buckingham’s Preferred Return that has accrued with respect to the Designated Put Interest during such twelve (12) month period.
(2) The purchase price for the Designated Put Interest shall be the Sixty-Seven Thousand Five Hundred and No/100 Dollars ($67,500.00) multiplied by each one percent (1%) Percentage Interest (but which shall not include any fractional percentage interests) in the Company included in the Designated Put Interest.
Grant of Put Right. (a) Subject to the terms and conditions of this Agreement, (i) the Seller shall have, and is hereby granted, the right and option, but not the obligation, to sell all of the Shares to Nant Health at the Purchase Price pursuant to this Agreement if (A) Nant Health does not file a registration statement on Form S-1 with the SEC on or before the First Election Commencement Date or (B) Nant Health does not complete a Qualified IPO on or before the Second Election Commencement Date (such right and option, the “Put Right”), and (ii) Nant Health hereby accepts the grant of such Put Right.
(b) If Nant Health does not file a registration statement on Form S-1 with the SEC on or before the First Election Commencement Date, the Seller may exercise the Put Right by delivering to Nant Health written notice thereof (an “Exercise Notice”) at any time after the First Election Commencement Date and prior to the close of business (5:00 p.m. Pacific time) on March 20, 2016 (the “First Exercise Period”). The Exercise Notice shall specify that Nant Health shall purchase all of the Shares.
(c) If Nant Health has not completed a Qualified IPO on or before the Second Election Commencement Date, the Seller may exercise the Put Right by delivering to Nant Health an Exercise Notice at any time after the Second Election Commencement Date and prior to the close of business (5:00 p.m. Pacific time) on September 20, 2016 (the “Second Exercise Period”). The Exercise Notice shall specify that Nant Health shall purchase all of the Shares.
(d) The Put Right may only be exercised during the First Exercise Period or the Second Exercise Period. The Put Right shall expire and be null and void if not exercised by the Seller by the end of the Second Exercise Period.
Grant of Put Right. Subject to the terms and conditions contained herein, PSC shall have the right in its sole and absolute discretion to require PriceSmart to purchase from PSC, any or all of the Initial Shares not sold by PSC during the Put Period (the “Remaining Shares”) by delivery of a written notice (the “Put Notice”) to PriceSmart after the Put Period but no later than 5:30 p.m. (San Diego time) on the third (3rd) Business Day following the last day of the Put Period specifying the number of Remaining Shares to be purchased from PSC pursuant to this Agreement (the “Put Rights”). As used herein “Business Day” means Monday through Friday, except for any national holiday in the United States, the Republic of Panama or the Republic of Costa Rica.
Grant of Put Right. Effective immediately following the Effective Time, and subject to the terms and provisions of this Agreement (including Section 1.2(a) below), the Company hereby irrevocably grants to Executive the right (the “Put Right”) to require the Company to exchange any shares of Class A Common Stock that Executive acquires following the Effective Time as a result of the exercise of the Executive Equity Awards (each, a “Put Eligible Share”) for a number of shares of Class B Common Stock of equivalent value as determined on the date of the exchange (which is expected to be on a one share-for-one share basis), subject to the terms and conditions set forth in this Agreement (the “Exchange”).
Grant of Put Right. Effective immediately following the Effective Time, and subject to the terms and provisions of this Agreement (including Section 1.2(a) below), the Company hereby irrevocably grants to Founder the right (the “Put Right”) to require the Company to exchange any shares of Class A Common Stock that Founder acquires following the Effective Time as a result of the exercise, vesting, and/or settlement of his Founder Equity Awards (each, a “Put Eligible Share”) for a number of shares of Class B Common Stock of equivalent value as determined on the date of the exchange (which is expected to be on a one share-for-one share basis), subject to the terms and conditions set forth in this Agreement (each, an “Exchange”).
Grant of Put Right. Subject to Parent’s call rights under this Agreement, Parent hereby grants to each of the Class B Shareholders the right, exercisable at any time and from time to time, to require Parent to purchase from such Class B Shareholder all or any part of the Class B Shares held by such Class B Shareholder (the “Exchanged Shares”), all in accordance with the provisions of this Agreement and the Class B Share Provisions (the “Class B Shareholders’ Put Right”).
Grant of Put Right. Subject to the terms and conditions hereof, the Shareholder shall have the right to cause the Company to repurchase the Shares from the Shareholder (the “Put Right”). The Shareholder may only exercise its Put Right as to all, but not less than all, of the Shares. Upon exercise of the Put Right by the Shareholder, the redemption of the Shares by the Company shall be consummated within ninety (90) days following the date of the Put Exercise Notice (as defined below).
Grant of Put Right. Subject to the terms and conditions contained in this Agreement, Grantor hereby grants to Grantee the right and option (the “Put Right”) to sell, convey, transfer and delivery to Grantor in exchange for the Put Price (as defined below) that certain Common Stock Purchase Warrant, issued by Grantor to Grantee on April 30, 2004 (the “Warrant”), which Warrant provides the Grantee with the right to purchase 56,908 shares of Common Stock of Grantee (the “Warrant Shares”) in accordance with terms set forth therein.
Grant of Put Right. Subject to Section 8(d) below and the terms and conditions relating to the exercise of a Put Right set forth in Section 8(b) below, the Company hereby irrevocably grants and issues to the Optionee the right and option to sell to the Company (hereinafter referred to as the “Put Right”) all or any portion of the Shares acquired pursuant to the exercise of this Option at a per Share purchase price equal to the then Fair Market Value of the Shares.
