Common use of Put Right Upon Certain Events Clause in Contracts

Put Right Upon Certain Events. If a Management Member suffers a Termination Event, then the affected Management Member (or the estate or legal representative of such Management Member, as applicable), may make an election, during the Put Period (as defined below), to cause the Company to purchase all, but not less than all, of such Management Member's (1) Vested Class B Units (after giving effect to the impact on vesting of the Termination Event), if any, at a price per Vested Class B Unit equal to the Class B Valuation Price, (2) Unvested Class B Units (after giving effect to the impact on vesting of the Termination Event), if any, 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 (3) 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 "Put Price") and on the Put Terms. For purposes of Article 11 and 12, ▇▇▇▇▇ ▇▇▇▇▇▇'▇ Units will also include any Units owned by Equity Financial. (a) Elections by a Management Member (or his estate or legal representative) to sell all of such Member's Management Units (a "Put Election") may be made during the period beginning on the date of the applicable Termination Event and ending on the date that is 120 days after the Termination Event (the "Put Period"). A Management Member (or his estate or legal representative) who elects to sell his Units (a "Selling Holder") shall provide notice of such election to the Company within the Put Period. (b) The Class B Valuation Price shall be calculated as of the date of the Termination Event. (c) The Company shall purchase the Selling Holder's Units in the following manner (the "Put Terms"): (i) The Put Price shall be paid to a Selling Holder in cash by wire transfer of immediately available funds within 30 days of the Company's receipt of the Put Election; (ii) The Selling Holder shall, as a condition to receiving the Put 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 Selling Holder's Units; and (iii) The Company shall pay all of the costs reasonably incurred by the Selling Holder in connection with this Section 12.1.

Put Right Upon Certain Events. If a Management Member suffers a Termination Event, then the affected Management Member (or the estate or legal representative of such Management Member, as applicable), may make an election, during the Put Period (as defined below), to cause the Company to purchase all, but not less than all, of such Management Member's ’s (1) Vested Class B Units (after giving effect to the impact on vesting of the Termination Event), if any, at a price per Vested Class B Unit equal to the Class B Valuation Price, (2) Unvested Class B Units (after giving effect to the impact on vesting of the Termination Event), if any, 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 (3) 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 "“Put Price"”) and on the Put Terms. For purposes of Article 11 and 12, ▇▇▇▇▇ ▇▇▇▇▇▇'’▇ Units will also include any Units owned by Equity Financial. (a) Elections by a Management Member (or his estate or legal representative) to sell all of such Member's ’s Management Units (a "“Put Election"”) may be made during the period beginning on the date of the applicable Termination Event and ending on the date that is 120 days after the Termination Event (the "“Put Period"”). A Management Member (or his estate or legal representative) who elects to sell his Units (a "“Selling Holder"”) shall provide notice of such election to the Company within the Put Period. (b) The Class B Valuation Price shall be calculated as of the date of the Termination Event. (c) The Company shall purchase the Selling Holder's ’s Units in the following manner (the "“Put Terms"”): (i) The Put Price shall be paid to a Selling Holder in cash by wire transfer of immediately available funds within 30 days of the Company's ’s receipt of the Put Election; (ii) The Selling Holder shall, as a condition to receiving the Put 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 Selling Holder's ’s Units; and (iii) The Company shall pay all of the costs reasonably incurred by the Selling Holder in connection with this Section 12.1.