Common use of Obligation; Exercise Clause in Contracts

Obligation; Exercise. Subject to the other terms and conditions set forth in this Section 13.1, upon the occurrence of the Put Right Event, the Manager or any Affiliate thereof to whom any Allocation Shares are validly transferred (the “Put Right Holder”) shall have the right, but not the obligation (the “Put Right”), which right is exercisable by providing written notice to the Company in accordance with this Section 13.1(a) (the “Put Notice”), to cause the Company to purchase all, but not less than all, of the Allocation Shares then held by the Put Right Holder (the “Put Securities”) for the Put Price, as of the Put Right Exercise Date, on the Put Right Closing Date; provided, however, that the Put Right Holder must exercise its Put Right, if exercised, by providing the Put Notice during the one (1) year period immediately following the Put Right Event Date. The Put Notice shall specify (i) the Put Right Holder’s intention to exercise the Put Right granted hereunder, (ii) the Put Right Event giving rise to the Put Right, (iii) the Put Right Event Date, (iv) the names of four independent, nationally recognized investment banks, as well as specific contact persons thereof, acceptable to the Put Right Holder for purposes of the calculations required by Section 13.1(b) (each a “Put Right Holder Approved Investment Bank”), (v) the location of the Put closing, (vi) wire instructions for payment of the Put Price on the Put Right Closing Date, and (vii) whether or not the Put Right Holder will be electing to receive a Put Note in accordance with Section 13.1(d).

Appears in 2 contracts

Sources: Operating Agreement, Operating Agreement (1847 Holdings LLC)

Obligation; Exercise. Subject to the other terms and conditions set forth in this Section 13.12.1, upon the occurrence of the Put Right Event, the Manager or any Affiliate thereof to whom any Allocation Shares are validly transferred (the “Put Right Holder”) Holder shall have the right, but not the obligation (the “Put Right”), which right is exercisable by providing written notice to the Company in accordance with this Section 13.1(a2.1(a) (the “Put Notice”), to cause the Company to purchase all, but not less than all, of the Allocation Shares then held by the Put Right Holder (the “Put Securities”) for the Put Price, as of the Put Right Exercise Date, on the Put Right Closing Date; provided, however, that the Put Right Holder must exercise its Put Right, if exercised, by providing the Put Notice during the one (1) year period immediately following the Put Right Event Date. The Put Notice shall specify (i) the Put Right Holder’s intention to exercise the Put Right granted hereunder, (ii) the Put Right Event giving rise to the Put Right, (iii) the Put Right Event Date, (iv) the names of four independent, nationally recognized investment banks, as well as specific contact persons thereof, acceptable to the Put Right Holder for purposes of the calculations required by Section 13.1(b2.1(b) hereof (each a “Put Right Holder Approved Investment Bank”), (v) the location of the Put closingClosing, (vi) wire instructions for payment of the Put Price on the Put Right Closing Date, and (vii) whether or not the Put Right Holder will be electing to receive a Put Note in accordance with Section 13.1(d)2.1(d) hereof.

Appears in 1 contract

Sources: Supplemental Put Agreement (Atlas Industries Holdings LLC)

Obligation; Exercise. Subject to the other terms and conditions set forth in this Section 13.12.1 hereof, upon the occurrence of the Put Right Event, the Manager or any Affiliate thereof to whom any Allocation Shares are validly transferred (the “Put Right Holder”) Holder shall have the right, but not the obligation (the “Put Right”), which right is exercisable by providing written notice to the Company Issuer in accordance with this Section 13.1(a2.1(a) hereof (the “Put Notice”), to elect to cause the Company Issuer to purchase all, but not less than all, of the Allocation Shares Interests then held by the Put Right Holder (the “Put Securities”) for the Put Price, as of the Put Right Exercise Date, on the Put Right Closing Date; provided, however, that the Put Right Holder must exercise its Put Right, if exercised, Right by providing the Put Notice during the one (1) year period immediately following the Put Right Event Date. The Put Notice shall specify (i) the Put Right Holder’s intention to exercise the Put Right granted hereunder, (ii) the Put Right Event giving rise to the Put Right, (iii) the Put Right Event Date, (iv) the names of four independent, nationally recognized investment banks, as well as specific contact persons thereof, acceptable to the Put Right Holder for purposes of the calculations required by Section 13.1(b2.1(b) hereof (each a “Put Right Holder Approved Investment Bank”), (v) the location of the Put closingClosing, (vi) wire instructions for payment of the Put Price on the Put Right Closing Date, and (vii) whether or not the Put Right Holder will be electing to receive a Put Note in accordance with Section 13.1(d)2.1(d) hereof.

Appears in 1 contract

Sources: Supplemental Put Agreement (Compass Diversified Trust)