Common use of Call Right Upon Certain Events Clause in Contracts

Call Right Upon Certain Events. (a) If a Management Member (a “Terminating Holder”) ceases to be an officer or employee of the Company, whether voluntarily or involuntarily, (a “Mandatory Sale Event”) then, at the election and option of the Company, the Terminating Holder shall sell to the Company (a “Mandatory Sale”) all, but not less than all, of such Terminating Holder’s (i) Vested Class B Units, if any, (after giving effect to the impact on vesting of the Mandatory Sale Event) at a price per Vested Class B Unit equal to the Class B Valuation Price, (ii) Unvested Class B Units, if any, (after giving effect to the impact on vesting of the Mandatory Sale Event) at an aggregate price equal to $1.00 multiplied by a fraction, the numerator of which is the aggregate number of Unvested Class B Units beneficially owned by such Management Member and the denominator of which is the aggregate number of Unvested Class B Units then outstanding and (iii) Class A Units at an aggregate price equal to $1.00 multiplied by a fraction, the numerator of which is the aggregate number of Class A Units beneficially owned by such Management Member and the denominator of which is the aggregate number of Class A Units then outstanding (collectively, the “Mandatory Sale Price”) and on the Mandatory Sale Terms. The Company shall have the right to effect a Mandatory Sale for a 12-month period following the date of the relevant Mandatory Sale Event (the “Mandatory Sale Date”). To exercise this right, the Company must provide a written notice to that effect to the Terminating Holder (a “Mandatory Sale Notice”). (b) If the Company has elected to effect a Mandatory Sale, the Terminating Holder shall sell the Terminating Holder’s Units (the “Mandatory Sale Units”) in the following manner (the “Mandatory Sale Terms”): (i) The Mandatory Sale Price shall be paid to a Terminating Holder in cash by wire transfer of immediately available funds within 30 days of the Mandatory Sale Date; (ii) The Terminating Holder shall, as a condition to receiving the Mandatory Sale Price, deliver such instruments to the Company, in form and substance satisfactory to the Company, as the Company determines to be necessary or desirable to effect the purchase of the Mandatory Sale Units; and (iii) The Company shall pay all of the costs reasonably incurred by the Terminating Holder in connection with a Mandatory Sale.

Call Right Upon Certain Events. (a) If a Management Member (a “"Terminating Holder”") ceases to be an officer or employee of the Company, whether voluntarily or involuntarily, (a “"Mandatory Sale Event”") then, at the election and option of the Company, the Terminating Holder shall sell to the Company (a “"Mandatory Sale”") all, but not less than all, of such Terminating Holder’s 's (i) Vested Class B Units, if any, (after giving effect to the impact on vesting of the Mandatory Sale Event) at a price per Vested Class B Unit equal to the Class B Valuation Price, (ii) Unvested Class B Units, if any, (after giving effect to the impact on vesting of the Mandatory Sale Event) at an aggregate price equal to $1.00 multiplied by a fraction, the numerator of which is the aggregate number of Unvested Class B Units beneficially owned by such Management Member and the denominator of which is the aggregate number of Unvested Class B Units then outstanding and (iii) Class A Units at an aggregate price equal to $1.00 multiplied by a fraction, the numerator of which is the aggregate number of Class A Units beneficially owned by such Management Member and the denominator of which is the aggregate number of Class A Units then outstanding (collectively, the “"Mandatory Sale Price”") and on the Mandatory Sale Terms. The Company shall have the right to effect a Mandatory Sale for a 12-month period following the date of the relevant Mandatory Sale Event (the “"Mandatory Sale Date”"). To exercise this right, the Company must provide a written notice to that effect to the Terminating Holder (a “"Mandatory Sale Notice”"). (b) If the Company has elected to effect a Mandatory Sale, the Terminating Holder shall sell the Terminating Holder’s 's Units (the “"Mandatory Sale Units”") in the following manner (the “"Mandatory Sale Terms”"): (i) The Mandatory Sale Price shall be paid to a Terminating Holder in cash by wire transfer of immediately available funds within 30 days of the Mandatory Sale Date; (ii) The Terminating Holder shall, as a condition to receiving the Mandatory Sale Price, deliver such instruments to the Company, in form and substance satisfactory to the Company, as the Company determines to be necessary or desirable to effect the purchase of the Mandatory Sale Units; and (iii) The Company shall pay all of the costs reasonably incurred by the Terminating Holder in connection with a Mandatory Sale.