Put/Call Agreement. At Closing, the Put-Call Agreement, in the form included as Annex N hereto, shall be duly executed by Carano, Purchaser and the Company.
Put/Call Agreement. The Put-Call Agreement, executed and delivered by New Property Owner and 3535 LV Newco, LLC, a Delaware limited liability company.
Put/Call Agreement. Xxxxxxxx and PPL hereby grant to Brandywine OP (or its designee) the irrevocable right and option to acquire any or all of the Retained Interests owned by it, free and clear of all liens and encumbrances, at any time upon three (3) days prior written notice; provided that in no event may Brandywine OP (or its designee) exercise its option to acquire less than all of the Retained Interests owned by Xxxxxxxx in any given Partnership or the common shares of PPL in each of Southpoint Inc. and Valleybrooke Inc. If Brandywine OP (or its designee) exercises its purchase option prior to the date that is one day after the third anniversary of the Closing Date, then the exercise notice shall contain the agreement of Brandywine OP to pay all Pennsylvania real estate transfer taxes that may become payable upon the transfer of any or all of such Retained Interests as a result of the option being exercised prior to such date. At any time after the date that is one day after the third anniversary of the Closing Date, Xxxxxxxx may require Brandywine OP (or its designee) to acquire all and not less than all of the Retained Interests, free and clear of all liens and encumbrances, at any time upon three (3) days prior written notice. The aggregate price payable by Brandywine OP (or its designee) for the Retained Interests (whether due to the exercise by Brandywine OP of the purchase option or to the exercise by Xxxxxxxx of the sale option), which shall be payable in immediately available funds, shall be equal to eleven percent (11%) of the amount by which the Purchase Price exceeds the outstanding principal balance of the Existing Notes on the Closing Date (the "AGGREGATE PRICE") minus the aggregate amount of distributions, if any, made by the Partnerships to Xxxxxxxx on account of the Retained Interests. Set forth on SCHEDULE 6.6 attached hereto is an allocation of the Aggregate Price among the Retained Interests, which shall be applicable in the event that Brandywine OP exercises its option to acquire less than all of the Retained Interests. In addition, Xxxxxxxx hereby grants to Brandywine OP (or its designee) the irrevocable right and option to acquire the entire Additional Retained Interest, free and clear of all liens and encumbrances, at any time after August 25, 2001, and Xxxxxxxx agrees to take such actions as may be permitted under the Call Option Agreement (Cash) dated as of August 25, 1998 (the "Call Agreement") among Xxxxxx, Xxxxxx and Xxxxxxxx to provide for th...
Put/Call Agreement. At the Closing, the Company, Meritage and Reynolds shall enter into the Xxx/Xxxx Agreement attached hereto as EXHIBIT K. SECTION 3 POST-CLOSING TRANSACTIONS
Put/Call Agreement. On 21 March 2016, Trinity International and Heritage entered into the Put/Call Agreement, pursuant to which Heritage shall have a Put Option and Trinity International shall have a Call Option with respect to the Option Equity Interests, the details of which are set out below.
Put/Call Agreement. At the Closing, the Company, Meritage and Xxxxxxxx shall enter into the Put/Call Agreement attached hereto as Exhibit K.
Put/Call Agreement. The Buyer and the Sellers shall have executed and delivered an agreement in the form of EXHIBIT D hereto giving the Buyer a call right to purchase from the Sellers, and giving the Sellers a put right to sell to the Buyer, the 15 percent of the Voting and Non-Voting Common Stock of the Company not being sold to the Buyer hereunder.
Put/Call Agreement. Effective as of the Effective Date, that certain Put/Call Option Agreement, dated as of April 15, 2005, among the WRT Lender and each of the Persons listed on Schedule 1 thereto shall be deemed terminated.
Put/Call Agreement not exercise its right to make a call under clause 2(a) of the Put/Call Agreement without the prior written consent of the Facility Agent (acting on the instructions of the Majority Lenders, acting reasonably).
