Liquidity Right. (a) (i) For a period of six (6) months after August 2, 2009 with respect to Trott & Trott and Feiwell & Hannoy only, or (ii) for a period of six (6) months after [XXXXX], 2012 with respect to the NDEx Sellers only, each Minority Member will have the right to require the Company to repurchase all or any portion of such Minority Member’s Common Units or other Membership Interests in the Company for a purchase price equal to the Repurchase Price by delivering written notice of the exercise of such right to the Manager (the “Put Notice”). The date on which the Manager receives a Put Notice hereinafter is referred to as the “Put Delivery Date”. The parties acknowledge and agree that, for purposes of calculating the Repurchase Price, the specified date with respect to the Formula Value Per Common Unit shall be the Put Closing Date (as defined below).
Liquidity Right. 15 3.12 Certain Limitations on the Parent's Obligations to Purchase Shares........................................... 17
Liquidity Right. (a) Prior to a Public Offering, as long as this Agreement or the Stockholders' Agreement shall remain in effect, if Xxxxxx X. Xxxx ceases to serve as Chairman or Chief Executive Officer of the Company or Parent or the employment with the Company of any of Xxxxx Xxxx or Xxxxx X. Xxxx (together with Xxxxxx X. Xxxx, the "Xxxx Employees") ceases for any reason (including, but not -------------- limited to, a cessation under the circumstances set forth in Section 9.13(b) hereof) (a "Liquidity Event"), then such Xxxx Employee, such Xxxx Employee's --------------- executor or estate, or the trustees of the Xxxx Family Trust or the Xxxxx Xxxx Trust shall have the right, subject to the provisions of Section 9.14 hereof, at any time, upon at least four business days' written notice, following the date of the cessation of the employment of such Xxxx Employee, to sell to the Parent (or, at the option of such Xxxx Employee, the Company, to the extent that the Parent is precluded due to regulatory or state law reasons), and the Parent (or, at the option of such Xxxx Employee, the Company, to the extent that the Parent is precluded due to regulatory or state law reasons) shall be required to purchase (subject to the provisions of Section 9.14 hereof), all or part of the Allocated Shares allocated to such Xxxx Employee (or allocated to a trust of which such Xxxx Employee is a beneficiary) at a purchase price equal to the product of (x) the total number of Shares being sold and (y) a price per share equal to the Fair Market Value as of the date of the Liquidity Notice (as defined below); provided, however, that during any twelve month period, the -------- ------- Parent and the Company shall not, in the aggregate, be required to purchase pursuant to this Section 9.13(a) from all Xxxx Employees, in the aggregate, a number of Shares having an aggregate Fair Market Value that exceeds $5 million less the amount of net proceeds received in respect of all shares sold by the Xxxx Employees during such twelve-month period pursuant to Section 9.9 and 9.13(b).
Liquidity Right. For purposes this Section 3, “Founders” means Xxxxxx, Xxxxxx and Xxxxxxx, and any rights of “Founders” shall be exercised by consent of the Founders holding a majority of shares of the capital stock of the Corporation owned by the Founders collectively. Founders or their designees shall have the right to compel Generex to take reasonable actions to undertake, or assist Corporation in undertaking, the following transaction or liquidity event, approved by the Corporation’s Board and consented to by a majority of the Corporation’s shareholders voting by class (common and preferred):
Liquidity Right. (a) Seller, on behalf of itself and its Affiliates, hereby irrevocably waives any right to deliver any notice or to exercise any rights that may arise under Section 2.1 of the Liquidity Rights Agreement between the date hereof and the expiration of the period, if any, during which a Post-Termination Registration Notice, if any, may be delivered pursuant to Section 5.4(b).
Liquidity Right. (a) From and after the thirty-sixth (36th) month anniversary of the date hereof, so long as no Liquidity Right Cessation Event has occurred, Attollo shall have the right, but not the obligation, to exchange a portion of its Interest for OP Units in accordance with this Section 9.7 (the “Liquidity Right”). Within thirty (30) days after each of (I) the thirty-sixth (36th) month anniversary of the date hereof and (II) each anniversary thereafter, Attollo may request, by written notice to the Manager (a “Liquidity Information Request”), valuation information relating to such liquidity right. Upon receipt of a Liquidity Information Request, the Manager will deliver to Attollo (A) the most recent Net Asset Value (and, if a Special Termination For Cause has occurred, the Net Asset Value as of the date of such Special Termination For Cause), (B) Attollo’s estimated Hypothetical Distributions based on such Net Asset Value(s) (excluding Promote Distributions and/or any Distributions that would be made pursuant to Sections 6.4(a)(i) or 6.4(a)(ii)), (C) the most recent publicly reported net asset value of SDREIT Parent, and (D) the estimated price per OP Unit at which OP Units would be issued pursuant to this Section 9.7 (based on the net asset value of SDREIT Parent) if Attollo delivers a Liquidity Notice. If Attollo does not deliver a Liquidity Information Request within such thirty (30) day period, it will be deemed to waive its Liquidity Right until the next anniversary of the date hereof, except that Attollo shall not be required to send a Liquidity Information Request if the most recent anniversary is a Quinquennial Date.
Liquidity Right. (a) Prior to a Public Offering, as long as this Agreement or the Stockholders' Agreement shall remain in effect, if Xxxxxx X. Xxxx ceases to serve as Chairman or Chief Executive Officer of the Company or Parent or the employment with the Company of any of Xxxxx Xxxx or Xxxxx X. Xxxx (together with Xxxxxx X. Xxxx, the "XXXX EMPLOYEES") ceases for any reason (including, but not limited to, a cessation under the circumstances set forth in Section 9.13(b) hereof) (a "LIQUIDITY EVENT"), then, to the extent such Xxxx Employee exercises its rights under Section 3.11(a) of the Stockholders' Agreement and such Allocated Shares allocated to such Xxxx Employee are to be acquired by the Parent (or, at the option of such Xxxx Employee, the Company, to the extent that the Parent is precluded due to regulatory or state law reasons) or exchanged for shares of preferred stock pursuant to Section 3.12 of the Stockholders' Agreement, the LLC will distribute to such Xxxx Employee such Allocated Shares, and such Xxxx Employee shall have the right to sell to the Parent or the Company, and the Parent or the Company shall be required to purchase (subject to the provisions of Section 3.12 of the Stockholders' Agreement), such Allocated Shares in accordance with Section 3.11(a) of the Stockholders' Agreement.
Liquidity Right. 32 Page ---- ARTICLE X
Liquidity Right. Founders or their designees shall have the right to compel Purchaser to undertake a transaction or liquidity event as approved by the Board and consented to by a majority of the Corporation shareholders voting by class (common and preferred) (1) where such transaction shall result in: (a) an initial public offering of Regentys Corporation on a recognized national exchange with a FMV or revenues of $100M or more OR (b) a purchase of substantially all of the stock or assets of Corporation - or a related business combination with or by a third party - with at least 3X return on the Corporation FMV (as of closing date approx. $30M) (subject to share adjustments, etc.) OR (2) upon the departure of Xxxxxx Xxxxxxx as CEO of Purchaser.
Liquidity Right. The Founders, or their Permitted Transferees, holding a majority of the outstanding common stock held by Founders and Founders’ Permitted Transferees (assuming conversion of all preferred stock and other securities convertible into common stock) shall have the right, upon written notice to Generex, to requiredGenerex to permit or undertake a Corporation Liquidity Event. “Founders” means Xxxxxxx X. Xxxxxx, Xx., Xxxxxx X. Xxxxxx and _________. “Corporation Liquidity Event” means one of the following approved by the Board and consented to by a majority of the holders of each class of the Corporation’s outstanding capital stock, voting by class: (a) an initial public offering of Regentys Corporation common stock followed by listing on a recognized national exchange, provided that either (i) the market value of the aggregate outstanding common stock after the initial public offering, assuming the shares are valued at the initial public offering price, is at least $100 million, of the Corporations net revenues, determine under GAAP, were $100 million or more in its most recent fiscal year OR (b) a purchase of substantially all of the stock or assets of Corporation by Generex, or merger or similar business combination with or by an unrelated third party, in which the Shareholder will each at least an amount equal to three times the Company’s fair market value [as of when?]. In addition, upon the departure of Xxxxxx Xxxxxxx as CEO of Generex, ____________.
