Common use of RESTRICTION ON PUT AND CALL RIGHTS Clause in Contracts

RESTRICTION ON PUT AND CALL RIGHTS. Notwithstanding any other provision ---------------------------------- of this Agreement, if it is not possible for the Company to pay, in accordance with paragraph (f) above, the required cash consideration for any shares of Employee's Stock with respect to which Employee or the Company has attempted to exercise a Put or Call, as the case may be, without such payment constituting a default or an event of default or causing a mandatory prepayment requirement under the terms of any agreement for indebtedness of the Company or any of its subsidiaries to which the Company or any of its subsidiaries is a party, then Employee or the Company shall not have the right to exercise such Put or Call, as the case may be, with respect to such shares; provided, however, that if there are any such shares in the event of a Put, then Employee or his estate shall have the right to sell or otherwise dispose of such shares to a third party (the "Third Party Buyer") upon such terms as may be agreed upon by Employee or his estate and the Third Party Buyer, subject to the following procedure:

RESTRICTION ON PUT AND CALL RIGHTS. Notwithstanding any other provision ---------------------------------- of this Agreement, if it is not possible for the Company to pay, in accordance with paragraph (f) above, the required cash consideration for any shares of Employee's Stock with respect to which Employee or the Company has attempted to exercise a Put or Call, as the case may be, without such payment constituting a default or an event of default or causing a mandatory prepayment requirement under the terms of any agreement for indebtedness of the Company or any of its subsidiaries to which the Company or any of its subsidiaries is a party, then Employee or the Company shall not have the right to exercise such Put or Call, as the case may be, with respect to such shares; provided, however, that if there are any such shares in the event of a Put, then Employee or his her estate shall have the right to sell or otherwise dispose of such shares to a third party (the "Third Party Buyer") upon such terms as may be agreed upon by Employee or his her estate and the Third Party Buyer, subject to the following procedure: