Payment of Put Exercise Price Sample Clauses

Payment of Put Exercise Price. Each exercise price for each of the Initial Put Rights and the Additional Put Rights shall be paid to Mediconsult by the Members exercising such put right (i) in cash or (ii) by the issuance to Mediconsult of a non-recourse promissory note, in a form satisfactory to Mediconsult, (x) secured by a duly perfected, first priority security interest in all shares of Common Stock issued by Mediconsult to such Member as payment for the Membership Interests so purchased upon the exercise of such put right (which may be in form of a pledge of such shares of Common Stock), (y) maturing on the second anniversary of the date of issuance of such note, with mandatory principal prepayments to be paid in cash to Mediconsult to the extent, and upon receipt, of proceeds from the sale of any shares of Common Stock securing such note, and (z) accruing interest on the unpaid principal balance of such note (and any accrued but unpaid interest) at the Applicable Federal Rate as determined in accordance with Section 1274(d) of the Code, payable in arrears on a semi-annual basis on the first day of January and July of each year.