Put Holders definition
Examples of Put Holders in a sentence
In that event, and so long as permitted by applicable law, the Company shall pay such additional amounts as may be necessary in order that the net amounts received by the applicable Achari Put Holder(s) after such withholding or deduction for any Administrative Taxes shall equal the amounts that would have been received thereby if no withholding or deduction had been made.
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.
The Company agrees to indemnify and hold harmless the Achari Put Holders against any documentary, stamp, transfer, registration or similar tax, including any interest and penalties or excise taxes (collectively, “Administrative Taxes”), which may accrue as a result of the Exercise of an Achari Put Option (but not, for the avoidance of doubt, any capital gains tax owed by such Achari Put Holder as a result of such sale).
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 Company and the Achari Put Holders shall each promptly notify the other of the occurrence of any event that would make any of the representations and warranties of the Company or an Achari Put Holder, as set forth in Section 2 and Section 3 of this Agreement, as applicable, untrue or incorrect at any time between the date of this Agreement and the Termination Date (as defined below).
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.
The Company agrees that, after the Effective Date, it will forward to the appropriate Assuming Reinsurer, within forty-five (45) days of receipt, all notices and other written communications received by it relating to the Insurance Policies assumed by that Assuming Reinsurer (including, without limitation, all inquiries or complaints from state insurance regulators, agents, brokers and insureds and all notices of claims, suits and actions for which it receives services of process).
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.
On a Mandatory Repurchase Settlement Date, the Company shall deliver the applicable funds to the Achari Put Holders by wire transfer of Immediately Available Cash.
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 ▇▇▇▇▇▇ Put Holders are to be understood as actions of the Sponsor while such circumstances remain in place.