Common use of Personal Conduct Repurchase Right Clause in Contracts

Personal Conduct Repurchase Right. a) In the event that a Shareholder fails to conform its personal conduct to common and accepted standards of good citizenship or conducts himself/herself/itself in a way that reflects poorly upon the Company, as determined by the MANAGING MEMBER or BOARD OF DIRECTORS in his/its sole, but good faith, discretion, the MANAGING MEMBER or BOARD OF DIRECTORS may elect, at his/its sole discretion, to cause the COMPANY to repurchase all, but not less than all, of the Shares held by such Shareholder. b) In the event that the MANAGING MEMBER or BOARD OF DIRECTORS elects to cause the COMPANY to repurchase any Shares pursuant to this Section 4.5 of the OPERATING AGREEMENT, the COMPANY shall, within fifteen (15) business days of the MANAGING MEMBER’S or BOARD OF DIRECTORS’ election, send written notice to the applicable Shareholder stating that the COMPANY is exercising its right to repurchase such Shares pursuant to Section 4.5 of this OPERATING AGREEMENT. c) In connection with any repurchase by the COMPANY of Common Shares pursuant to this Section 4.5 of the OPERATING AGREEMENT, the purchase price paid to the applicable Shareholder shall be equal to the Market Price per Share. Any purchase price paid pursuant to this Section 4.5 of the OPERATING AGREEMENT shall be delivered to the applicable Shareholder within 15 business days after the notice specified in Section 4.5(b) of this OPERATING AGREEMENT above is delivered to such Shareholder. Any Common Shares repurchased pursuant to this Section 4.5 of this OPERATING AGREEMENT will cease to accrue distributions or have voting rights and will not be treated as outstanding, and the applicable Shareholder will cease to be a Shareholder of the COMPANY, as of the date that the purchase price is delivered to the applicable Shareholder.

Personal Conduct Repurchase Right. a) In the event that a Shareholder fails to conform its personal conduct to common and accepted standards of good citizenship or conducts himself/herself/itself in a way that reflects poorly upon the Company, as determined by the MANAGING MEMBER or BOARD OF DIRECTORS in his/its sole, but good faith, discretion, the MANAGING MEMBER or BOARD OF DIRECTORS may elect, at his/its sole discretion, to cause the COMPANY to repurchase all, but not less than all, of the Shares held by such Shareholder. b) In the event that the MANAGING MEMBER or BOARD OF DIRECTORS elects to cause the COMPANY to repurchase any Shares pursuant to this Section 4.5 of the OPERATING AGREEMENT, the COMPANY shall, within fifteen (15) business days of the MANAGING MEMBER’S or BOARD OF DIRECTORS’ election, send written notice to the applicable Shareholder stating that the COMPANY is exercising its right to repurchase such Shares pursuant to Section 4.5 of this OPERATING AGREEMENT. c) In connection with any repurchase by the COMPANY of Common Shares COMMON SHARES pursuant to this Section 4.5 of the OPERATING AGREEMENT, the purchase price paid to the applicable Shareholder shall be equal to the Market Price per Share. Any purchase price paid pursuant to this Section 4.5 of the OPERATING AGREEMENT shall be delivered to the applicable Shareholder within 15 business days after the notice specified in Section 4.5(b) of this OPERATING AGREEMENT above is delivered to such Shareholder. Any Common Shares COMMON SHARES repurchased pursuant to this Section 4.5 of this OPERATING AGREEMENT will cease to accrue distributions or have voting rights and will not be treated as outstanding, and the applicable Shareholder will cease to be a Shareholder of the COMPANY, as of the date that the purchase price is delivered to the applicable Shareholder.