Common use of Grant of Put Option Clause in Contracts

Grant of Put Option. 1. The Seller hereby grants to Purchaser an option to require the Seller to repurchase the Company (such option, the “Put Option”), at a purchase price equal to the Option Purchase Price (treating a Put Option Exercise Notice as a Call Option Exercise Notice for purposes of calculating the Option Purchase Price), if the Seller Affiliate Liens are not fully released from the Company and their assets within 90 days following Closing (or such longer timeframe if otherwise extended upon mutual agreement of the Parties)(a “Put Option Trigger Event”). The Put Option will expire on the five (5) year anniversary of the Closing unless duly exercised by the Seller prior to such date. 2. To exercise the Put Option, the Purchaser must deliver a written notice to the Seller within ninety (90) days of a Put Option Trigger Event, which notice shall reference this Section 6.7 and state the Purchaser’s intention to exercise the Put Option (the “Put Option Exercise Notice”) on the date that is five (5) business days following the date of the Put Option Exercise Notice or such date as may be mutually agreed to by the Seller and the Purchaser. The aggregate Option Purchase Price (as determined in accordance with Section 6.7(a)(i)) shall be paid by the Seller to the Purchaser pursuant to a wire transfer of immediately available funds to an account designated in writing to the Seller by the Purchaser upon the closing of Seller’s repurchase of the Company.

Grant of Put Option. 1. The Seller hereby grants to Purchaser an option to require the Seller to repurchase the Company Acquired Companies (such option, the “Put Option”), at a purchase price equal to the Option Purchase Price (treating a Put Option Exercise Notice as a Call Option Exercise Notice for purposes of calculating the Option Purchase Price), if either (i) the Seller Affiliate Liens are not fully released from the Company Acquired Companies and their assets within 90 days following Closing (or such longer timeframe if otherwise extended upon mutual agreement of the Parties)(a Parties), or (ii) the Seller or its affiliates, as applicable, terminate the Incredibles License Agreement at any time pursuant to Section 3.2.3 thereof (each, a “Put Option Trigger Event”). The Put Option will expire on the five (5) year anniversary of the Closing unless duly exercised by the Seller prior to such date. 2. To exercise the Put Option, the Purchaser must deliver a written notice to the Seller within ninety (90) days of a Put Option Trigger Event, which notice shall reference this Section 6.7 and state the Purchaser’s intention to exercise the Put Option (the “Put Option Exercise Notice”) on the date that is five (5) business days following the date of the Put Option Exercise Notice or such date as may be mutually agreed to by the Seller and the Purchaser. The aggregate Option Purchase Price (as determined in accordance with Section 6.7(a)(i)) shall be paid by the Seller to the Purchaser pursuant to a wire transfer of immediately available funds to an account designated in writing to the Seller by the Purchaser upon the closing of Seller’s repurchase of the CompanyAcquired Companies.

Grant of Put Option. 1. The Seller hereby grants to Purchaser an option to require the Seller to repurchase the Company Acquired Companies (such option, the “Put Option”), at a purchase price equal to the Option Purchase Price (treating a Put Option Exercise Notice as a Call Option Exercise Notice for purposes of calculating the Option Purchase Price), if the Seller Affiliate Liens are not fully released from the Company Acquired Companies and their assets within 90 days following Closing (or such longer timeframe if otherwise extended upon mutual agreement of the Parties)(a “Put Option Trigger Event”). The Put Option will expire on the five (5) year anniversary of the Closing unless duly exercised by the Seller prior to such date. 2. To exercise the Put Option, the Purchaser must deliver a written notice to the Seller within ninety (90) days of a Put Option Trigger Event, which notice shall reference this Section 6.7 and state the Purchaser’s intention to exercise the Put Option (the “Put Option Exercise Notice”) on the date that is five (5) business days following the date of the Put Option Exercise Notice or such date as may be mutually agreed to by the Seller and the Purchaser. The aggregate Option Purchase Price (as determined in accordance with Section 6.7(a)(i)) shall be paid by the Seller to the Purchaser pursuant to a wire transfer of immediately available funds to an account designated in writing to the Seller by the Purchaser upon the closing of Seller’s repurchase of the CompanyAcquired Companies.