Grant of Call Rights Clause Samples

Grant of Call Rights. (a) The Issuer or any or all of the Existing Members (either alone or as a group), as the case may be, may, at any time during the Call Exercise Period and in accordance with the terms and provisions hereof, exercise its Call Right, and, if the Issuer or the Existing Members, as the case may be, so elect to exercise their rights pursuant to this Section 3.1, the Investor shall have the obligation to sell to the Issuer or any of the Existing Members (as applicable) all of the Membership Interest (the “Call Interest”), for an amount equal to the Value of the Call Settlement Amount which shall be delivered to the Investor in the form of the Elected Consideration pursuant to a Call Right Closing; provided, however, the Issuer’s right to purchase any Call Interest shall be subject to the rights of the Existing Members in Section 3.1(c). (b) In order to exercise its Call Right, Issuer or such Existing Members (as applicable) must timely deliver an irrevocable notice of their election to exercise such right in substantially the form attached hereto as Exhibit B (a “Call Exercise Notice”) to the Investor and such Existing Members or the Issuer (as applicable) in accordance with the notice provision set forth in Section 5.7 hereof, which Call Exercise Notice must include a proposed Call Settlement Amount as of the date of such Call Exercise Notice (the “Proposed Call Settlement Amount”). (c) Notwithstanding the provisions of Section 3.1(a), the delivery of a Call Exercise Notice by the Issuer shall give rise to a right for any of the Existing Members to, and any of the Existing Members may, in their sole and absolute discretion, elect to substitute themselves for the Investor as the Party exercising the Call Right with respect to the Call Interest (an “Existing Member Call Substitution”) by giving written notice to the Issuer and the Investor of their intention to exercise such right of substitution within five (5) Business Days (a “Substitution Right Notice”) after their receipt of such Call Exercise Notice; provided, however, the exercise of an Existing Member Call Substitution does not give rise to a right for the Existing Members (or any other Party) to amend, modify or otherwise alter the Proposed Call Settlement Amount contained in the subject Call Exercise Notice. (d) Within thirty (30) days after delivery of the Call Exercise Notice to the Investor, the Investor will advise the Issuer and the Existing Members in writing whether it agrees with the Proposed C...

Grant of Call Rights. Pursuant to the Exchangeable Share Provisions, CallCo (or if assigned by CallCo, an Affiliate) has the right to exercise the Liquidation Call Right, the ParentCo Redemption Call Right and the Retraction Call Right.

Grant of Call Rights. The Beneficial Owners, on behalf of themselves and their successors and assigns, including, without limitation, persons or entities who become owners of a Beneficial Interest, hereby grant to the Operating Partnership the right, but not the obligation, exercisable in the Operating Partnership’s sole and absolute discretion, to purchase all, but not less than all, of the Beneficial Owners’ Beneficial Interests pursuant to the terms of this Agreement (the “FMV Option”). Upon the exercise of the FMV Option, any Beneficial Owner holding a Beneficial Interest will have the obligation to sell such Beneficial Interest to the Operating Partnership subject to the terms and conditions set forth in this Agreement. The Operating Partnership, in its sole and absolute discretion, may assign its rights under this Agreement to any wholly-owned subsidiary or successor entity of the Operating Partnership, so long as it is in exchange for OP Units and not subsidiary units, or any party acquiring, or the successor to, a significant portion of the Operating Partnership’s assets. The Operating Partnership, in its sole and absolute discretion, shall reasonably determine what portion of the Operating Partnership’s assets constitutes a “significant portion” for purposes of the preceding sentence. The grant of call rights under this Section 1 shall survive the conversion of the Trust into a Delaware limited liability company, shall survive the exchange of Beneficial Interests for limited liability company interests, each pursuant to Section 9.03 of the Trust Agreement, and shall apply to the membership interest of the “springing limited liability company.”

Grant of Call Rights. The Corporation and each Holder grants to Opko and each Permitted Subsidiary, the Liquidation Call Right, the Redemption Call Right and the Retraction Call Right.

Grant of Call Rights