Common use of Put Closing Clause in Contracts

Put Closing. The put closing, except as otherwise provided in this Section 9, shall take place on a date (a) not more than sixty (60) days after the date a Put Notice is received by the Company as the Company shall specify by notice to the Tendering Holders, or (b) at such other time and place as the Tendering Holders and the Company may agree upon (a "Put Closing Date"). At the put closing, the Tendering Holders will deliver to the Company a certificate or certificates evidencing the Warrant Stock and Warrants then to be purchased by the Company (properly endorsed or accompanied by stock powers or, in the case of any Warrant, assignments) against payment of the Repurchase Price to the Tendering Holders in the manner specified in Section 9.4 hereof (together with a certificate or certificates evidencing any shares of Warrant Stock, and Warrants of like tenor evidencing the right to purchase any shares of Warrant Stock, presented to the Company but not then being purchased by the Company). Except to the extent prohibited by applicable law, prior to the Put Closing Date, the Company will provide the Tendering Holders with all available information that may be material to the exercise of the Tendering Holders' rights under this Section 9, including any plans or proposals for any mergers, sales of assets, acquisitions and substantial sales of stock by its stockholders.

Appears in 1 contract

Samples: Autobond Acceptance Corp

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Put Closing. The put closing, except as otherwise provided in this Section 9, closing shall take place at the offices of the Company at 10:00 a.m. local time on a date (a) not more than sixty (60) 120 days after the date a Put Notice is received by the Company as the Company shall specify by notice to the Tendering Holderseach holder of Warrants, Warrant Stock or Investor Group Preferred, or at such later time as Fair Market Value shall have been determined under Section 11.5(b) hereof, or (b) at such other time and place as the Tendering Majority Holders of the Warrants and Warrant Stock, the Majority Holders of Investor Group Preferred and the Company may agree upon (a "Put Closing Date"). At the put closing, holders of the Tendering Holders Warrants, Warrant Stock and Investor Group Preferred being put will deliver to the Company a certificate or certificates evidencing the all of such Warrant Stock Stock, Investor Group Preferred and Warrants then to be purchased by the Company (properly endorsed or accompanied by stock powers or, in the case of any Warrant, assignments) against payment of the aggregate Repurchase Price to the Tendering Holders each such holder in the manner specified in Section 9.4 hereof (together with a certificate or certificates evidencing any shares of Warrant Stock, and Warrants of like tenor evidencing the right to purchase any shares of Warrant Stock, presented to the Company but not then being purchased by the Company)11.4 hereof. Except to the extent prohibited by applicable law, prior to the Put Closing Date, the Company will provide the Tendering Holders each holder of Securities, regardless of whether such holders have exercised put rights hereunder, with all material available information that may be material to regarding the exercise of the Tendering Holders' rights under this Section 9Company, including any plans or proposals for any mergers, sales of assets, acquisitions and substantial sales of stock by its stockholders.

Appears in 1 contract

Samples: Securities Purchase Agreement (Il Fornaio America Corp)

Put Closing. The put closing, except as otherwise provided in this Section 97.6, shall take place at the offices of the Company at 10:00 a.m. local time on a date (a) not more than sixty ninety (6090) days after the date a Put Notice is received by the Company as the Company shall specify by notice to the Tendering Holders, or at such later time as Fair Market Value shall have been determined under Section 7.4(b) hereof, or (b) at such other time and place as the Tendering Holders and the Company may agree upon (a "Put Closing DatePUT CLOSING DATE"). At the put closing, the Tendering Holders closing such holders will deliver to the Company a certificate or certificates evidencing all of the Warrant Stock Shares and Warrants then to be purchased being put which are held by the Company Tendering Holders (properly endorsed or accompanied by stock powers or, in the case of any WarrantWarrants, assignments, with signature(s) guaranteed or similar appropriate documentation of authority to transfer) against payment of the Repurchase Price to the such Tendering Holders Holder in the manner specified in Section 9.4 hereof (together with a certificate or certificates evidencing any shares of Warrant Stock, and Warrants of like tenor evidencing the right to purchase any shares of Warrant Stock, presented to the Company but not then being purchased by the Company)7.3 hereof. Except to the extent prohibited by applicable lawlaw and in any event subject to customary confidentiality and non-transfer agreements, prior to the Put Closing Date, the Company will provide the such Tendering Holders Holder with all available information that may be material to the exercise of the such Tendering Holders' Holder's rights under this Section 97, including any plans or proposals for any mergers, sales of assets, acquisitions and substantial sales of stock by its stockholders.

Appears in 1 contract

Samples: Warrant Holders' Agreement (Transtechnology Corp)

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Put Closing. The put closing, except as otherwise provided in this Section 911.7, shall take place at the offices of the Company at 10:00 a.m. local time on a date (a) not more than sixty (60) 90 days after the date a Put Notice is received by the Company as the Company shall specify by notice to the Tendering Holderseach Exercising Holder, or at such later time as Fair Market Value shall have been determined under Section 11.5(b) hereof, or (b) at such other time and place as the Tendering Holders each Exercising Holder and the Company may agree upon (a "Put Closing Date"). At the put closing, the Tendering Holders closing each Exercising Holder will deliver to the Company a certificate or certificates evidencing the Warrant Stock and Shares and/or Warrants then to be purchased by the Company (properly endorsed or accompanied by stock powers orassignments, in the case with signature(s) guaranteed or similar appropriate documentation of any Warrantauthority to transfer, assignmentsand free and clear of all Liens) against payment of the Repurchase Price to the Tendering Holders such Exercising Holder in the manner specified in Section 9.4 hereof (together with a certificate or certificates evidencing any shares of Warrant Stock, and Warrants of like tenor evidencing the right to purchase any shares of Warrant Stock, presented to the Company but not then being purchased by the Company)11.4 hereof. Except to the extent prohibited by applicable law, prior to the Put Closing Date, the Company will provide the Tendering Holders (on a confidential basis) with all available information that may be material to the exercise of the Tendering Holders' ’ rights under this Section 911, including any plans or proposals for any mergers, sales of assets, acquisitions and substantial sales of stock or other equity interests by its stockholders.

Appears in 1 contract

Samples: Securities Purchase and Loan Agreement (National Investment Managers Inc.)

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