Common use of Put Option Procedures Clause in Contracts

Put Option Procedures. (i) In the event that the Executive Securityholder becomes entitled to exercise a Put Option pursuant to this Section 4 (a "Put Event"), the Executive Securityholder (or his personal representative, if the Executive Securityholder is deceased or incompetent) may, at his or her discretion, exercise all (but not less than all) of the Put Options then exercisable for all (but not less than all) of the Executive Securities subject to the Put Options by delivering written notice (the "Put Notice") to the Company specifying the number of Executive Securities to be repurchased by the Company within 40 days following the occurrence of the Put Event (the "Put Option Exercise Period"). (ii) Upon the delivery of the Put Notice and subject to the provisions herein and in the Put Notice, the Company or the Investment Company (in the case of Executive Securities of the Investment Company), as the case may be, shall, in accordance with the terms hereof promptly determine the purchase price for the Executive Securities (the "Put Price"), and, within 20 days after the determination of the Put Price, shall purchase and the Executive Securityholder shall sell the number of the Executive Securities specified in the Put Notice at a mutually agreeable time and place. (iii) Notwithstanding any provision herein to the contrary and subject to Section 4(f) hereof, the maximum amount that the Company or the Investment Company collectively shall be required to pay during each calendar year in connection with the Put Options held by the Executive Securityholders is $5,000,000 (the "Put Option Cap"). In the event that the aggregate purchase price for the Put Options exercised by the Executive Securityholders in any calendar year exceeds the Put Option Cap, the amount of such excess shall be applied to the Put Option Cap for the next calendar year or succeeding years. (iv) The Company and the Investment Company will be entitled to receive customary representations and warranties from the sellers regarding such sale and to require that all sellers' signatures be guaranteed.

Appears in 3 contracts

Sources: Executive Securities Agreement (Hillman Companies Inc), Executive Securities Agreement (Hillman Companies Inc), Executive Securities Agreement (Hillman Companies Inc)

Put Option Procedures. (i) In the event that the Executive Securityholder becomes entitled to exercise a Put Option pursuant to this Section 4 (a "Put Event"), the Executive Securityholder (or his personal representative, if the Executive Securityholder is deceased or incompetent) may, at his or her discretion, exercise all (but not less than all) of the Put Options then exercisable for all (but not less than all) of the Executive Securities subject to the Put Options by delivering written notice (the "Put Notice") to the Company specifying the number of Executive Securities to be repurchased by the Company within 40 days following the occurrence of the Put Event (the "Put Option Exercise Period"). (ii) Upon the delivery of the Put Notice and subject to the provisions herein and in the Put Notice, the Company or the Investment Company (in the case of Executive Securities of the Investment Company), as the case may be, shall, in accordance with the terms hereof promptly determine the purchase price for the Executive Securities (the "Put Price"), and, within 20 days after the determination of the Put Price, shall purchase and the Executive Securityholder shall sell the number of the Executive Securities specified in the Put Notice at a mutually agreeable time and place. (iii) Notwithstanding any provision herein to the contrary and subject to Section 4(f) hereof, the maximum amount that the Company or the Investment Company collectively shall be required to pay during each calendar year in connection with the Put Options held by the Executive Securityholders is $5,000,000 (the "Put Option Cap"). In the event that the aggregate purchase price for the Put Options exercised by the Executive Securityholders in any calendar year exceeds the Put Option Cap, the amount of such excess shall be applied to the Put Option Cap for the next calendar year or succeeding years. (iv) The Company and the Investment Company will be entitled to receive customary representations and warranties from the sellers regarding such sale and to require that all sellers' signatures be guaranteed.

Appears in 2 contracts

Sources: Executive Securities Agreement (Hillman Companies Inc), Executive Securities Agreement (Hillman Companies Inc)

Put Option Procedures. (i) In the event that the Executive Securityholder becomes entitled to exercise a Put Option pursuant to this Section 4 3 (a "Put Event"), the Executive Securityholder (or his personal representative, if the Executive Securityholder is deceased or incompetent) may, at his or her discretion, exercise all (but not less than all) of the Put Options then exercisable for all (but not less than all) of the Executive Securities subject to the Put Options by delivering written notice (the "Put Notice") to the Company specifying the number of Executive Securities to be repurchased by the Company within 40 days following the occurrence of the Put Event (the "Put Option Exercise Period"). (ii) Upon the delivery of the Put Notice and subject to the provisions herein and in the Put Notice, the Company or the Investment Company Invesco (in the case of Executive Securities of the Investment CompanyInvesco), as the case may be, shall, in accordance with the terms hereof promptly determine the purchase price for the Executive Securities (the "Put Price"), and, within 20 days after the determination of the Put Price, shall purchase and the Executive Securityholder shall sell the number of the Executive Securities specified in the Put Notice at a mutually agreeable time and place. (iii) Notwithstanding any provision herein to the contrary and subject to Section 4(f3(d) hereof, the maximum amount that the Company or the Investment Company Invesco collectively shall be required to pay during each calendar year in connection with the Put Options held by Executive and any other executives party to an Executive Securities Agreement with the Company and/or Invesco (collectively, the “Executive Securityholders Securityholders”) is $5,000,000 (the "Put Option Cap"). In the event that the aggregate purchase price for the Put Options exercised by the Executive Securityholders in any calendar year exceeds the Put Option Cap, the amount of such excess shall be applied to the Put Option Cap for the next calendar year or succeeding years. (iv) The Company and the Investment Company Invesco will be entitled to receive customary representations and warranties from the sellers regarding such sale and to require that all sellers' signatures be guaranteed.

Appears in 1 contract

Sources: Executive Securities Agreement (Hillman Companies Inc)