Common use of Grant of Put Right Clause in Contracts

Grant of Put Right. (a) Subject to the terms and conditions of this Agreement, (i) the Seller shall have, and is hereby granted, the right and option, but not the obligation, to sell all of the Shares to Nant Health at the Purchase Price pursuant to this Agreement if (A) Nant Health does not file a registration statement on Form S-1 with the SEC on or before the First Election Commencement Date or (B) Nant Health does not complete a Qualified IPO on or before the Second Election Commencement Date (such right and option, the “Put Right”), and (ii) Nant Health hereby accepts the grant of such Put Right. (b) If Nant Health does not file a registration statement on Form S-1 with the SEC on or before the First Election Commencement Date, the Seller may exercise the Put Right by delivering to Nant Health written notice thereof (an “Exercise Notice”) at any time after the First Election Commencement Date and prior to the close of business (5:00 p.m. Pacific time) on March 20, 2016 (the “First Exercise Period”). The Exercise Notice shall specify that Nant Health shall purchase all of the Shares. (c) If Nant Health has not completed a Qualified IPO on or before the Second Election Commencement Date, the Seller may exercise the Put Right by delivering to Nant Health an Exercise Notice at any time after the Second Election Commencement Date and prior to the close of business (5:00 p.m. Pacific time) on September 20, 2016 (the “Second Exercise Period”). The Exercise Notice shall specify that Nant Health shall purchase all of the Shares. (d) The Put Right may only be exercised during the First Exercise Period or the Second Exercise Period. The Put Right shall expire and be null and void if not exercised by the Seller by the end of the Second Exercise Period.