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. At any time on or after the earlier of (i) the second anniversary of the Issuance Date and (ii) the occurrence or continuance of a Triggering Event, the Holder shall have the right (“Put Right”) exercisable by delivering a written notice to the Company (a “Put Notice”) to cause the Company to redeem, in cash, all or any part of the remaining Principal Amount and all accrued but unpaid interest thereon (the “Put Amount”), with such amount to be paid to the Holder by wire transfer of immediately available funds within three (3) Business Days after the date of the Put Notice. Notwithstanding the foregoing, solely in connection with the Holder’s exercise of its Put Right pursuant to clause (i) of the first sentence of this Section 4, if on the date of the Put Notice the Holder has not exercised the Series B Warrant for cash or by Surrender of Notes for an aggregate number of Common Shares having an aggregate exercise price of at least $175,000, and provided that the Exercise Conditions were satisfied at all times during the period commencing on the Issuance Date and ending on the date of the Put Notice, then the Holder may exercise its Put Right but only with respect to a portion of the outstanding Principal Amount that excludes an amount equal to the difference between (x) $175,000 and (y) the aggregate exercise price for the Common Shares received upon exercise of the Series B Warrant for cash or by Surrender of Notes during such period. For example, if the Holder delivers a Put Notice to the Company on March 1, 2015, for the entire outstanding Principal Amount of this Note, then, assuming that (A) the outstanding Principal Amount of this Note is $987,500, (B) the aggregate exercise price for the Common Shares received upon exercise by the Holder of the Series B Warrant by Surrender of Notes from the Issuance Date through the Date of the Put Notice is $62,500, (C) the Exercise Conditions were continuously satisfied during the period from the Issuance Date through and including March 1, 2015 and (D) the balance of the Holder’s pro rata interest in the Escrow Account (as defined in the Escrow Agreement) is $781,250, the Holder may only exercise its Put Right with respect to $875,000 ($875,000 = $987,500 – ($175,000 - $625,000)). For purposes of this example, the Holder will receive a disbursement of $781,250 in cash from the Escrow Account and the Company will pay to the Holder an amount in cash equal to $93,750.
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. (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.
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. 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. 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.
