Leiber Put Option Sample Clauses

Leiber Put Option. (a) Subject to the terms set forth in this Section 5.06, following (i) the 30- month anniversary of the date of this Agreement, and, (ii) if not exercised on or after such date, again on the 42nd-month anniversary of the date of this Agreement, Leiber, in its sole and absolute discretion, shall have the right, but in no event shall be obligated, to resell to the Company, at Leiber’s sole and absolute discretion (each the “Put Option”), all or a pro-rated portion of the Membership Interest held by Leiber. The purchase price for the Put Interests under the Put Option (the “Put Price”) shall be equal to eight million dollars ($8,000,000); provided, however, that, if Leiber and its Affiliates sell their respective Membership Interest such that at the time of Leiber's exercise of the Put Option, Leiber, together with its Affiliates, holds less than such Membership Interests held by Leiber and its Affiliates as of the date hereof, then the Put Price shall equal (y) the Put Price, multiplied by (z)(1) the number of Membership Interests held by Leiber and its Affiliates as of the date of exercise of the Put Option, divided by
Sample 1
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Related to Leiber Put Option

  • Put Option The Company hereby grants to Lender an option (the “Put Option”) to sell all or any portion of the Issued Shares (the “Put Shares”) to the Company for a total purchase price of $195,000, pro-rated for any portion thereof (the “Put Price”). The Put Option may be exercised with respect to any amount that is equal to or less than the entire balance of the outstanding Put Shares, at any time during the earlier to occur of the following Put Option exercise periods (the “Put Period”): (a) the ten (10) Business Day period commencing on the first anniversary hereof, or (b) the ten (10) Business Day period commencing on the date which is nine (9) months after the date that the registration statement for the registration of the Issued Shares is declared effective by the SEC . If not exercised during the Put Period, the Put Option shall terminate and shall be of no further force or effect. The Put Option shall be exercisable by Lender’s delivery of written notice to the Company (the “Put Notice”). The Put Notice shall specify the date on which the closing of the purchase of the Put Shares shall take place (the “Put Closing Date”), which such date shall be no earlier than ten (10) days but no later than thirty (30) days from the date of the Put Notice. On or before the Put Closing Date, Lender will deliver to the Company the certificate(s) representing the Put Shares (duly endorsed for transfer by Lender or accompanied by duly executed stock powers in blank) and the Company shall tender to Lender the Put Price in cash by wire transfer of immediately available funds to an account at a bank designated by Lender. The Company and Lender acknowledge and agree that the Company’s obligation to purchase the Issued Shares from Lender pursuant to the Put Option is an Obligation secured by the Collateral and any related guarantees under the Loan Documents, and for so long as the Put Option is outstanding and, if exercised, the Put Price is not yet tendered, the Lender’s right to receive the Put Price shall be secured by the Collateral and any related guarantees under the Loan Documents. Lender’s right to exercise the Put Option shall not be transferred or assigned to any third party.

  • Call Option The Company shall have the option to "call" the Warrants (the "Warrant Call"), in accordance with and governed by the following:

  • Contract Option In the event that the Interconnection Customer and Interconnected Transmission Owner agree to utilize the Negotiated Contract Option provided by the Interconnection Construction Service Agreement to establish, subject to FERC acceptance, non-standard terms regarding cost responsibility, payment, billing and/or financing, the terms of Sections 10.1 and/or 10.2 of this Section 10.0 shall be superseded to the extent required to conform to such negotiated terms, as stated in a schedule attached to the parties’ Interconnection Construction Service Agreement relating to interconnection of the Customer Facility.

  • 00 - MANAGEMENT RIGHTS 3.01 It is the Employer's right to operate and manage its business in all respects in accordance with its responsibilities and commitments. The location of jobs, the choice of equipment, the schedule of installation, the methods and means of installation, are solely and exclusively the responsibility of the Employer.

  • FAIR SHARE AGREEMENT A. Each bargaining unit member, as a condition of his/her employment, on or before thirty (30) days from the date of commencement of duties or the effective date of this Agreement, whichever is later, shall join the Association or pay a fair share fee to the Association equivalent to the amount of dues uniformly required of members of the Association, including local, state and national dues.

  • ARTICLE MANAGEMENT RIGHTS The Union acknowledges that it is the exclusive function of the Company to manage the business and direct the working force, including but not limited to the following:

  • FRAMEWORK AGREEMENT MANAGEMENT The Parties shall manage this Framework Agreement in accordance with Schedule 14 (Framework Management).

  • Asset Management Supplier will: i) maintain an asset inventory of all media and equipment where Accenture Data is stored. Access to such media and equipment will be restricted to authorized Personnel; ii) classify Accenture Data so that it is properly identified and access to it is appropriately restricted; iii) maintain an acceptable use policy with restrictions on printing Accenture Data and procedures for appropriately disposing of printed materials that contain Accenture Data when such data is no longer needed under the Agreement; iv) maintain an appropriate approval process whereby Supplier’s approval is required prior to its Personnel storing Accenture Data on portable devices, remotely accessing Accenture Data, or processing such data outside of Supplier facilities. If remote access is approved, Personnel will use multi-factor authentication, which may include the use of smart cards with certificates, One Time Password (OTP) tokens, and biometrics.

  • Rozhodné právo This Agreement shall be interpreted and enforced under the laws of Czech Republic. Courts of the Czech Republic will have jurisdiction over all disputes arising under this Agreement. Tato Smlouva bude vykládána a vymáhána v souladu s právním řádem České republiky. Veškeré spory vzešlé z této Smlouvy budou podléhat jurisdikci soudů České republiky.

  • Negotiated Contract Option If the parties have mutually agreed to use the Negotiated Contract Option, the permitted, negotiated terms on which they have agreed and which are not already set forth as part of the Scope of Work and/or Schedule of Work attached to this CSA as Schedules I and J, respectively, shall be as set forth in Schedule H attached to this CSA.

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