Intel Call Right. Section 10.1 Intel Call Right 32 Section 10.2 Call Right Exercise Price 33 Section 10.3 Documentation and Procedures 36 Section 10.4 Cooperation 38 Section 10.5 Co-Investor Default Call 38 Section 10.6 Redemption 39 Section 10.7 Specified Events 39 Section 10.8 Remedies 39 ARTICLE 11
Intel Call Right. Notwithstanding anything to the contrary in this Agreement, and without any requirement to comply with the restrictions on Transfer set forth in Section 8.1, but subject to the terms and conditions of this Article 10, at any time from and after the Lock-Up Date (or, if earlier, the occurrence of an Intel Loss Termination Event), Intel Member shall have the right, but not the obligation (the “Intel Call Right”), to (a) cause a sale of all of the Units in a single transaction to a Third Party (a “Forced Company Sale”, and the Units held by Co-Investor Member and Transferred pursuant to such Forced Company Sale, the “Forced Transfer Units”) or (b) require Co-Investor Member to sell or cause to be sold to Intel Member or one or more of its Affiliates or to a Third Party (as designated by Intel Member in its sole discretion) all of the Units held by Co-Investor Member (the “Called Units”), provided, however, in the case of either clause (a) or (b), so long as only to the extent that Co-Investor Member receives cash consideration equal to or greater than the Call Right Exercise Price.
Intel Call Right. Notwithstanding anything to the contrary in this Agreement, and without any requirement to comply with the restrictions on Transfer set forth in Section 10.1, but subject to the terms and conditions of this Article 12, at any time following the Lock-Up Date the Intel Member shall have the right, but not the obligation (the “Intel Call Right”), to (a) cause a sale of all of the Units of the Company in a single transaction to a Third Party (a “Forced Company Sale” and, the Units held by the Brookfield Member and Transferred pursuant to such Forced Company Sale, the “Forced Transfer Units”) or (b) require the Brookfield Member to sell or cause to be sold to the Intel Member or one or more of its Affiliates or to a Third Party (as designated by the Intel Member in its sole discretion) all of either (i) the Units held by the Brookfield Member (the “Called Units”), or (ii) the equity interests in the Brookfield Member (the “Brookfield Called Equity”), in the case of either clause (a) or (b), for cash consideration received by the Brookfield Member equal to the Call Price.
