Holder Put Right. (a) If the Convertible Closing (as defined in the Securities Purchase Agreement) has not occurred, and is not reasonably expected to occur, on or before August 31, 2002, then at the election of a majority in aggregate principal amount of the Notes then outstanding, all of the Notes shall be redeemed in whole, but not in part, by the Issuer on August 31, 2002 (the "REDEMPTION DATE"), upon not less than 5 days' prior written notice to the Issuer, at a redemption price equal to 100% of the Principal Amount (the "REDEMPTION PRICE"), plus any accrued and unpaid interest through but not including the Redemption Date.
(b) With respect to any redemption of this Note pursuant to this Section 3.1, at least 5 days before the Redemption Date, the Holders of a majority in aggregate principal amount of the Notes then outstanding shall deliver a notice requesting redemption to the Issuer. The notice shall state:
(i) the names and addresses of the Holders along with wire transfer instructions setting forth the Bank Account for each Holder into which payment is to be made;
(ii) that the Holder of a Note will surrender such Note to the Issuer as promptly as practicable after the Redemption Price plus any accrued and unpaid interest through but not including the Redemption Date on such Note has been deposited in the Bank Account of such Holder; and
(iii) that, unless the Issuer defaults in making the redemption payment, interest on the Notes shall cease to accrue on and after the Redemption Date and the only remaining right of the Holders is to receive payment of the Redemption Price plus accrued interest through but not including the Redemption Date.
(c) Once the notice requesting redemption has been sent, this Note becomes due and payable on the Redemption Date and at the Redemption Price and the Holder of this Note shall be deemed to have requested prepayment of this Note without penalty or fee.
(d) At or prior to 12:00 noon on the Redemption Date, the Issuer shall deposit in the Bank Account of the Holder of this Note the Redemption Price of this Note plus accrued interest through but not including the Redemption Date.
(e) If notice requesting redemption has been given in the manner provided above, this Note shall become due and payable on the Redemption Date at the Redemption Price stated therein, together with accrued interest to such Redemption Date, and on and after such date (unless the Issuer shall default in the payment of this Note at the Redemption Price and acc...
Holder Put Right. At any time on or after a Holder’s receipt of a Fundamental Transaction Notice in accordance with Section 5.7(b) and before the third Business Day prior to the consummation of such Fundamental Transaction, each Holder shall have the right (the “Put Right”) to require the Company to repurchase any portion of the Warrants held by such Holder concurrently with the consummation of such Fundamental Transaction by delivering written notice to the Company (the “Put Notice”) indicating the portion of the Warrants held by the Holder to which the Put Notice applies. In the event a Holder exercises the Put Right in accordance with this Section 5.7(b)(i), the Company shall, concurrently with and subject to the consummation of the Fundamental Transaction, repurchase, or cause another party to such Fundamental Transaction to purchase, the Warrants to which the Put Notice applies for an amount in cash equivalent to the aggregate value of such Warrants as determined by the Black Scholes Value.
Holder Put Right. Notwithstanding the provisions of Section 1.6 above or any other provision of this Warrant to the contrary, in the event that there shall be no Term B Loan Advance
Holder Put Right. Subject to the terms of this Section 1, the Holder shall have the right (the “Put”) exercisable upon 5 Business Days written notice to the Company, to cause the Company to redeem, in cash, the lesser of (i) the remaining principal balance and (ii) 25% of the original principal amount of this Debenture (together with all accrued and unpaid interest thereon) (the “Put Amount”), with such amount to be paid commencing on March 25, 2005 (the “Initial Put Payment Date”) and on each succeeding Interest Payment Date thereafter (a “Put Payment Date”). In the event that Holder elects not to exercise its Put with respect to a given Put Payment Date, then the Put Amount for the following Put Payment Date shall be increased by the Put Amount for the Put which was not exercised.
Holder Put Right. Notwithstanding the provisions of Section 1.6 above or any other provision of this Warrant to the contrary, in connection with (i) an Acquisition, (ii) a Change in Control (as defined in the Loan Agreement), (iii) the liquidation, dissolution or winding up of the Company, (iv) the IPO (as hereinafter defined) or (v) the expiration of this Warrant, in each case occurring prior to the exercise of this Warrant by Holder in whole or in part, Holder shall have the one-time right (but not the obligation), exercisable in its sole discretion upon written notice to the Company (the “Put Notice”) given:
Holder Put Right. If at any time on or after August 31, 2004 the Common Stock is not registered under Section 12(b) or 12(g) of the Exchange Act and a Holder continues to hold Warrants issued or issuable pursuant to this Agreement, such Holder (or his representative) may, but is not obligated to, elect on not more than one occasion to require the Company to purchase all or any portion of the Warrants held by such Holder (the "Put") by delivery of written notice (the "Put Notice") to the Company. The Put Notice shall set forth the number of Warrants to be acquired from the Holder, the aggregate consideration to be paid for such Warrants (if known), and the time and place for the closing of the transaction (which shall not be less than 30 nor more than 60 days after the Put Notice is received by the Company). The purchase price paid by the Company for Warrants purchased upon exercise of the Put shall be the then Current Market Value of the Common Stock issuable upon exercise of such Warrants less the aggregate Exercise Price of such Warrants.
Holder Put Right. On or after October 2, 2015, any Holder will have the right to require the Company to purchase all or any portion of such Holder’s Notes (the “Put Right”). Any Holder may exercise the Put Right by delivering written notice (the “Put Notice”) to the Company stating that such Xxxxxx is exercising its Put Right and the principal amount of Notes for which the Put Right is being exercised. Within five (5) Business Days after receipt of a Put Notice, the Company will provide written notice to such Holder of the date on which the Company will repurchase the Notes, which date shall be a Business Day not more than forty-five (45) days following the date on which the Put Notice was delivered to the Company and no earlier than three (3) Business Days after the Company informs such Holder of such repurchase date (the “Put Payment Date”). On the Put Payment Date, (i) the Company will pay to such Holder in immediately available funds without setoff or deduction the principal amount of Notes subject to the Put Right plus accrued and unpaid interest on such Notes being repurchased to and including the Put Payment Date, (ii) the Holder will deliver the Notes to the Company for cancellation and (iii) to the extent only a portion of the Notes are being put to the Company, the Company will deliver a new Note to the Holder reflecting the remaining principal amount of the Notes.
Holder Put Right. Notwithstanding any provision of this Warrant to the contrary, in connection with the occurrence of the earliest of (i) any Bankruptcy Event (as defined in the Termination and Security Agreement and as hereinafter used), (ii) any Delisting Event (as defined in the Termination and Security Agreement and as hereinafter used) or (iii) the second anniversary of the Initial Exercise Date solely if a Registration Failure (as defined in the Termination and
Holder Put Right. Notwithstanding the provisions of Section 1.6 above or any other provision of this Warrant to the contrary, in connection with (i) an Acquisition or IPO (as hereinafter defined), (ii) the liquidation, dissolution or winding up of the Company, or (iii) the expiration of this Warrant, in each case occurring prior to the exercise of this Warrant by Holder in whole or in part, Holder shall have the one-time right (but not the obligation), exercisable in its sole discretion upon written notice to the Company (the “Put Notice”) given not less than:
Holder Put Right