Common use of Put Clause in Contracts

Put. At the request of USWeb at any time during the period during which the Option is exercisable pursuant to Section 2, provided that an event specified in Sections 7.1(f) or 7.1(h) of the Merger Agreement shall have occurred and the CKS Termination Fee (as defined in the Merger Agreement) has become payable pursuant to Section 7.3(b) of the Merger Agreement (the "Purchase Period"), CKS (or any successor entity thereof) shall purchase from USWeb the Option Shares, if any, acquired by USWeb pursuant to this Agreement, at a price equal to the sum of (i) the Exercise Price paid by USWeb for the Option Shares acquired pursuant to the Option plus (ii) the difference between the "Market Price" for such Option Shares as of the date USWeb gives notice of its intent to exercise its rights under this Section 7(a) and such Exercise Price (but only if the Market Price is greater than the Exercise Price), multiplied by the number of Option Shares so purchased. Notwithstanding any other provision of this Agreement, CKS shall not be required pursuant to this Section 7 to pay USWeb any amount in excess of an aggregate of (x) twelve million dollars ($12,000,000) plus (y) the Exercise Price paid by USWeb for the Option Shares acquired pursuant to the Option minus (z) any amounts paid to USWeb by CKS pursuant to Sections 7.3(b) of the Merger Agreement. For purpose of this Section 7(a), "Market Price" means the average closing sale price of CKS Common Stock on the Nasdaq National Market during the five (5) trading days ending on the trading day immediately preceding such date).

Put. At the request of USWeb CKS at any time during the period during which the Option is exercisable pursuant to Section 2, provided that an event specified in Sections 7.1(f) or 7.1(h7.1(g) of the Merger Agreement shall have occurred and the CKS USWeb Termination Fee (as defined in the Merger Agreement) has become payable pursuant to Section 7.3(b7.3(d) of the Merger Agreement (the "Purchase Period"), CKS USWeb (or any successor entity thereof) shall purchase from USWeb CKS the Option Shares, if any, acquired by USWeb CKS pursuant to this Agreement, at a price equal to the sum of (i) the Exercise Price paid by USWeb CKS for the Option Shares acquired pursuant to the Option plus (ii) the difference between the "Market Price" for such Option Shares as of the date USWeb CKS gives notice of its intent to exercise its rights under this Section 7(a) and such Exercise Price (but only if the Market Price is greater than the Exercise Price), multiplied by the number of Option Shares so purchased. Notwithstanding any other provision of this Agreement, CKS USWeb shall not be required pursuant to this Section 7 to pay USWeb CKS any amount in excess of an aggregate of (x) twelve million dollars ($12,000,000) plus (y) the Exercise Price paid by USWeb CKS for the Option Shares acquired pursuant to the Option minus (z) any amounts paid to CKS by USWeb by CKS pursuant to Sections 7.3(b7.3(d) of the Merger Agreement. For purpose of this Section 7(a), "Market Price" means the average closing sale price of CKS USWeb Common Stock on the Nasdaq National Market during the five (5) trading days ending on the trading day immediately preceding such date).