Examples of Put Holders in a sentence
Upon receipt of Put/Call Transfer Materials representing 100% of the Put/Call Shares, Buyer shall pay to the Seller Representative (on behalf of the Put Holders) by wire transfer of immediately available funds an amount equal to the Call Right Cash Consideration less an amount equal to the product of (A) the Per Share Holdback Amount; multiplied by (B) the aggregate number of Put/Call Shares (the "AGGREGATE CALL HOLDBACK AMOUNT").
Immediately following the successful consummation of a Mandatory Repurchase Right Transaction in accordance with the terms hereof, the number of Achari Put Options held by the Achari Put Holders shall be deemed to be automatically reduced by the number of Achari Put Shares which were subject to such successfully consummated Mandatory Repurchase Right Transaction.
Such public disclosure shall disclose only the names of the Achari Put Holders to the extent such Achari Put Holders who are individuals own greater than 5% of the SPAC New Shares following the Business Combination or would otherwise be required to file a Schedule 13D with the Commission reporting their ownership obligations with respect to the Company.
The Company agrees to indemnify and hold harmless the Achari Put Holders from any liability for any commission or compensation in the nature of a finder’s or broker’s fee arising out of the Transactions (and the costs and expenses of defending against such liability or asserted liability) for which the Company or any of its officers, employees or representatives is responsible or arising out of any agreement entered into by any such person or entity.
Payments to be made by the Company to the Achari Put Holders under this Agreement may be made with the funds representing the Required Liquidity Amount or separate sources of cash, so long as, following the settlement of such transaction, the Required Liquidity Amount is maintained and all other terms of this Agreement are adhered to, including with respect to the timing of settlement.
The Seller Representative will promptly transfer any such Put Election Notice or Put Election Notices (if such Notices are received on a given date from more than one Put Holder) to the Buyer, along with such Put Holder's Put/Call Transfer Materials.
The Put Notice may specify a target date, which shall not be more that 60 days from the date of the Put Notice, on which the Put Holders desire the sale of the Equity Interests to become effective (the “Put Effective Date”), in which case the closing of the sale of the Equity Interests shall not occur before such date.
The Put Option shall automatically expire (to the extent then unexercised) without any further action of the parties, and no party shall have any further rights or obligations under this Agreement except as provided in Section 6.3, upon the earlier of (i) the exercise of the Put Option or (ii) the expiration of the Exercise Period without the exercise by Put Holders of their rights under the Put Option.
For so long as the Sponsor continues to exist as a legal entity and is the owner of the Achari Put Options, the rights, obligations and remedies described in this Agreement may be solely exercised by the Sponsor, and not, for the avoidance of doubt, by any individual Achari Put Holder (other than the Sponsor), and all references herein to actions by Xxxxxx Put Holders are to be understood as actions of the Sponsor while such circumstances remain in place.
The Company and the Achari Put Holders shall each take all actions as may be reasonably necessary to consummate the transactions contemplated by this Agreement, including entering into agreements and delivering certificates and instruments and consents as may be deemed necessary or appropriate.