Grant of Put Rights. Subject to the terms and conditions of this Agreement, Xxxxxxxx and Xx Xxxxx, and each of their Permitted Grantor Transferees, irrevocably grants and issues to each Grantee a Put Option to require the Grantors to purchase the Shares, in whole or in part, exercisable in such Grantee's sole discretion, during the Put Period, at the Put Price, in the following proportions: (a) one-third or 2,333,333 Shares for the First Put Period; (b) one-third or 2,333,333 Shares for the Second Put Period, and (c) one-third or 2,333,333 Shares for the Third Put Period (and with the First Put Period and Second Put Period, sometimes referred to individually, as a "Put Period" and collectively, as the "Put Periods"). By way of clarification and not limitation, the Grantees may exercise the Put Option as of the last Business Day of any given quarter within a Put Period for as many Shares as it may determine subject to the above maximums (for example, the Grantees may, but are not required to, exercise the Put Option for the entire 2,333,333 Shares for the First Put Period, in the first quarter). If at the last day of the First Put Period, Second Put Period or Third Put Period, as the case may be, Grantees have not exercised the Put Option with respect to any of the Shares allocable to such Put Period, the Grantees' right to exercise the Put Option and to require the Grantors to purchase such Shares shall expire, subject to the Grantees' right, in the event of a Standoff, to carry-over any Shares to the remaining quarters of the Put Term, as described in Section 2.02 below. The Grantors obligations to acquire Shares shall be up to the following maximum amounts: (a) Xxxxxxxx and his Permitted Grantor Transferees shall be obligated to purchase and acquire up to an aggregate of 5,600,000 Shares, except that Xxxxxxxx and his Permitted Grantor Transferees shall not be required to purchase such shares at any Put Closing (as hereafter defined) if the aggregate purchase price for all Shares purchased by Xxxxxxxx and its Permitted Grantor Transferees would then exceed $4,000,000, and (b) Xx Xxxxx and its Permitted Grantor Transferees shall be obligated to acquire up to an aggregate of 1,400,000 Shares except that Xx Xxxxx and its Permitted Grantor Transferees shall not be required to purchase such shares at any Put Closing if the aggregate purchase price for all Shares purchased by Xx Xxxxx and its Permitted Grantor Transferees would then exceed $1,000,000. The Grantors shall have no rig...
Grant of Put Rights. The Company hereby grants to each holder of Put Securities the right and option (as to each such holder, its "PUT RIGHT" and, as to all such holders collectively, the "PUT RIGHTS"), to require the Company to purchase all or any portion of the Put Securities held by such holder upon the exercise by such holder of its Put Right in accordance with the provisions of this Agreement.
Grant of Put Rights. (a) The Investor may, at any time and from time to time and in accordance with the terms and provisions hereof, exercise its Put Right, and, if the Investor so elects to exercise its right pursuant to this Section 2.1, Issuer shall have the obligation to purchase all of the Membership Interest with respect to which the Investor has so exercised its Put Right (the “Put Interest”), for an amount equal to the Value of the Put Settlement Amount which shall be delivered to the Investor in the form of the Elected Consideration pursuant to a Put Right Closing; provided, however, the Issuer’s obligation to purchase of any Put Interest shall be subject to the rights of the Existing Members described in Section 2.1(d); provided, further, however, Issuer shall have no obligation to purchase the Put Interest to the extent such purchase is prohibited by the terms of the Senior Facilities and, in such event, the Existing Members shall be required to purchase the Put Interest as provided in Section 2.1(c) below. The exercise of the Put Right with respect to a portion of the Membership Interest shall not in any way affect the Investor’s right to exercise its Put Right with respect all or any portion of the remaining Membership Interest.
Grant of Put Rights. (A) In consideration of, among other things, the Lender’s and the Agent’s execution and delivery of this Agreement and the Additional Borrowing, in the event the Companies have not satisfied in full all of their respective obligations under the Transaction Documents pursuant to the terms and conditions thereof (including, without limitation, the indefeasible payment in full in cash of all principal, interest, fees and any other amounts due under the Amended SPA, the Revolving Note and the Term Note) on or before the Maturity Date of the Revolving Note, the Lender shall have the full, unfettered and unrestricted right (collectively, the “Put Rights”), but not the obligation, by delivery of a written notice to the Parent (the “Put Notice”) at any time to cause the Parent to purchase, and the Parent shall purchase, up to that number of shares of Common Stock held by the Lender as set forth in the Put Notice (the “Put Securities”), at a price equal to $0.35 per share (the “Per Share Put Price”).
Grant of Put Rights
