Put Event. 4.02 Registrar................................................ 2.05
Put Event. The Series A Preferred Shares shall not be subject to any put rights at any time prior to March 31, 2011, which date may be extended by up to an additional thirty (30) days by written consent of both parties. Thereafter, in the event the Corporation fails to raise, or have executed subscriptions and amounts held in escrow to raise, a minimum of $10,000,000 in connection with the Private Placement (the “Put Event”), upon written notice to Piedmont, Purchaser shall have the right, but not the obligation, to sell or otherwise return all of the Series A Preferred Shares in exchange for Piedmont’s cancellation of the Promissory Note and all indebtedness and other obligations owed by Purchaser to Piedmont thereunder.
Put Event. From the date of this Agreement until the Effective Date, upon the occurrence of any of the following events (each, an "Event"), a Purchaser may provide the Company with a notice (an "Event Notice ") requiring the Company to reacquire all or a portion of the Shares which such Purchaser acquired hereunder and then still holds at a put price (the "Put Price") per share equal to the Purchase Price Per Share paid by the Purchaser for such shares:
Put Event. A Put Event under, and as defined in, the Put Agreement.
Put Event. If, at any time the Escrow Agent receives a certificate, substantially in the form attached hereto as Annex C (the “Put Event Certificate”), the Escrow Agent shall, on the Escrow Release Date specified therein, disburse from the Escrow Account pursuant to the instructions set forth therein. Notwithstanding the foregoing, in the event that the Escrow Agent receives the Put Event Certificate at or after 11:00 a.m. (New York City time) and the Escrow Release Date specified therein is the date the Escrow Agent receives such Put Event Certificate, the Escrow Agent shall use commercially reasonable efforts to disburse from the Escrow Account pursuant to the instructions set forth therein on the same Business Day, but shall not be required to disburse from the Escrow Account until the next succeeding Business Day (which shall then become the Escrow Release Date); provided, that, if on the day the Escrow Agent receives the Put Event Certificate the Escrow Property is invested in U.S. Government Securities, and the Escrow Release Date specified therein is the date the Escrow Agent receives such Put Event Certificate, the Escrow Agent shall use commercially reasonable efforts to disburse from the Escrow Account pursuant to the instructions set forth therein, but if the Escrow Agent is unable to so disburse, the Escrow Agent shall use commercially reasonable efforts to disburse from the Escrow Account pursuant to the instructions set forth therein on the next succeeding Business Day (which shall then become the Escrow Release Date). The Escrow Agent shall be fully protected acting in reliance upon such Put Event Certificate, and shall have no duty or obligation to determine whether such Put Event Certificate complies with the terms of the Purchase Agreement or otherwise.
Put Event. Following the occurrence of any of the following events (each, an "Event") the Purchasers may provide the Company with a notice (an "Event Notice ") requiring the Company to reacquire all or a portion of the Shares which the Purchasers acquired hereunder at the put price ("Put Price") per share equal to the sum of (i) 125% multiplied by the greater of the average of the Per Share Market Values for the five (5) Trading Days preceding the (A) date of the delivery of the Event Notice, and (B) date the Put Price is paid in full, and (ii) all other amounts, costs, expenses and liquidated damages due in respect of such Shares:
Put Event. At any time upon the Note Trustee becoming aware that a Put Event has occurred, the Note Trustee may, and if so requested by the holders of at least one-quarter in nominal amount of the Notes then outstanding shall, give notice to the Noteholders in accordance with Condition 17 (Notice) specifying the nature of the Put Event and the procedure for exercising the Put Option.
Put Event. If during the Lease Term the Guarantor either (i) records in conformity with GAAP, consistently applied, on its financial statements net cash proceeds of at least $100,000,000.00 as a result of a non-recurring, non-operating gain arising out of an asset disposition or substantially similar transaction or (ii) records net income of at least $12,500,000.00 per quarter, averaged over eight (8) consecutive quarters (each such event being referred to herein as a "Put Event"), Lessee shall notify Lessor promptly (and in all events within 45 days after the occurrence of the Put Event) that a Put Event has occurred (the "Event Notice"). Within thirty (30) days after receipt of the Event Notice, Lessor shall have the right (exercised by notice to the Lessee within such 30 day period) to cause Lessee to exercise the Termination Option in accordance with Section 12.1 and acquire the Property upon payment of the sums specified in Section 12.1; provided, however, notwithstanding the provisions of Section 12.1 to the contrary, Lessee shall be required to close on the purchase of the Termination Option on or before the 60th day after Lessee receives notice from Lessor that Lessor is requiring Lessee to exercise the Termination Option. Should Lessor fail to provide such notice within the 30 day period, Lessor's right to require Lessee to exercise the Termination Option shall automatically and without further action cease and terminate with respect to the Put Event giving rise to the right in Lessor.
Put Event. For purposes of this Section 5, a “Put Event” shall mean (A) the third anniversary date of this Agreement, or (B) the effective date of an initial public offering of Shares by Issuer registered under the 1933 Act that is not a Qualified Public Offering. The rights of Investor under this Section 5 shall terminate on the earliest to occur of (i) the tenth anniversary date of this Agreement, or (ii) the effective date of a Qualified Public Offering if the stock price per share in such offering exceeds the Corporate Equity Value per share.
Put Event. Upon the occurrence of any of the following events (each, an "EVENT"), a Purchaser may provide the Company with a notice (an "EVENT NOTICE ") requiring the Company to reacquire all or a portion of the Shares, First Offered Shares or Second Offered Shares (if any) which such Purchaser acquired hereunder and then still holds at a put price ("PUT PRICE") per share equal to the greater of (i) the purchase price per share paid by the Purchaser for such shares and (ii) the closing sales price per share for such shares on the date of the Event Notice or date of the payment in full of the Put Price, whichever is greatest (if there is no closing sales price on such date, then the last closing sales price reported for the Common Stock shall de the closing sales price calculated for such purpose):
