CONTRACTUAL RESTRICTIONS ON REPURCHASE. Notwithstanding any provision to the contrary in Section 3, if the Company is prohibited by the terms of any of the financing agreements of the Company or its Subsidiaries with their lenders from making any payments of any portion of the repurchase price for the Shares in cash, the Company shall be entitled to complete the repurchase of such Shares by delivering to the Stockholder (or any transferee) a promissory note for that portion of the repurchase price, payment of which is prohibited. Each such promissory note shall (i) bear interest at the rate of five percent (5%) per annum, (ii) provide for the payment of the principal evidenced thereby in such installments and at such times as are permitted under the terms of the Company's and its Subsidiaries' financing agreements with their lenders, (iii) be subordinated to the indebtedness of the Company and its Subsidiaries to their lenders on terms satisfactory to such lenders and (iv) subject to such payment restrictions and subordination provisions, provide for the payment in full of the principal evidenced thereby upon the sale of substantially all of the assets or stock of the Company.
Appears in 4 contracts
Samples: Restricted Stock Purchase Agreement (CSAV Holding Corp.), Restricted Stock Purchase Agreement (CSAV Holding Corp.), Restricted Stock Purchase Agreement (CSAV Holding Corp.)
