Put Right Closing Date definition
Examples of Put Right Closing Date in a sentence
The Company will pay the Put Purchase Price for the Shares by certified or official bank check or by wire transfer of immediately available funds on the Put Right Closing Date.
At all times after the occurrence of the Put Right Exercise Date until the satisfaction in full of the Company’s obligations hereunder and under the Put Note, if any, the Company shall not declare or pay any dividends or other distributions to its equity owners, in any manner whatsoever, prior to paying, in full, the Put Price on or prior to the Put Right Closing Date or the Maturity Amount on or prior to the Maturity Date, as the case may be.
If for any reason Company fails to pay the Put Purchase Price on the Put Right Closing Date interest will accrue on a daily basis on the unpaid Put Purchase Price beginning on the day of the Put Right Closing Date at the lesser of: (1) 18% per annum or (2) the maximum rate of interest permitted by applicable law, until such time as the Put Purchase Payment plus all accrued interest thereon has been paid to Stockholder (as applicable, “Default Interest”).
The undersigned Subscriber hereby agrees to accept, in full satisfaction of the Company’s obligation to pay the Put Purchase Price, and the Company hereby agrees to issue to the Subscriber, in each case on the Put Right Closing Date, such number of Consideration Shares as calculated under section 2 above, subject to the terms and conditions of this Agreement and based on the representations, warranties, covenants and agreements contained herein.
The Founders will pay the Put Purchase Price in full for the Put Units by wire transfer of immediately available funds to the account(s) of Pogo Royalty as designated by Pogo Royalty on the Put Right Closing Date.
Subject to Section 13.1(d), if the Company does not have sufficient liquid assets to timely pay the entire amount of the Put Price or Maturity Amount, as the case may be, due on the Put Right Closing Date or the Maturity Date, as the case may be, the Company shall liquidate assets or Incur Debt in order to pay such Put Price or Maturity Amount, as the case may be, in full on such Put Right Closing Date or the Maturity Date, as the case may be.
Buyer will pay the Put Purchase Price for the Put Shares to the Shareholder by wire transfer of immediately available funds in lawful U.S. currency on the Put Right Closing Date.
Notwithstanding anything to the contrary herein, the obligation of the Company, upon exercise of the Put Right by the Put Right Holder, to pay the Put Price on the Put Right Closing Date, or the Maturity Amount on the Maturity Date if the Put Right Holder elects to receive a Put Note in accordance with Section 13.1(d), shall be absolute and unconditional and shall not be subject to any right of set-off or defense whatsoever, whether in law or equity, including force majeure.
Payment for the Consideration Shares shall be satisfied in full by the transfer by the Subscriber to the Company of the Put Option Units upon the Put Right Closing Date.
The Company will, to the extent permitted under the Company’s credit agreement with its senior bank lender, pay the Put Purchase Price for the Shares by certified or official bank check or by wire transfer of immediately available funds on the Put Right Closing Date and/or, to the extent permitted by, and in compliance with, Section 8.1(f) below, one or more promissory notes.