Common use of Put Clause in Contracts

Put. During the thirty-day period following the Reference Date, NSM shall have the right (the “Put Right”) to require the Company to purchase all (but not less than all) of the collective Interests held by the NSM Members at a price (the “Put Price”) equal to (a) the sum of all cash contributions made by the NSM Members to the equity capital of the Company pursuant to and *** Certain confidential portions of this exhibit were omitted by means of redacting a portion of the text. Copies of the exhibit containing the redacted portions have been filed separately with the Securities and Exchange Commission subject to a request for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act. in accordance with this Agreement (the “NSM Capital”), plus (b) an amount equal to a *** per annum return on the contributions described in clause (a) above, from and including the respective dates on which such contributions were made until the date the Put Price is actually paid, calculated on the basis of the actual number of days elapsed from the applicable contribution date to the date the Put Price is actually paid, compounded annually, minus (c) all distributions (other than tax distributions made pursuant to Section 3.1(b)) previously made or deemed made to the NSM Members by the Company (collectively, the “NSM Return”); provided, that, if (x) NSM and/or the Company has acted, or failed to act, in a manner that is a Significant Violation, and (y) the Auction Benefits of the License Company are reduced or eliminated as the result of such Significant Violation, then, upon a complete redemption (including the receipt by the NSM Members of the full redemption price in cash) of the NSM Members’ Interests as set forth in Section 11.4, the Put Right shall be void and unenforceable and the applicable provisions of Section 11.4 shall govern.

Put. During (a) the thirty-day period following the Reference Date or (b) the ten-day period following the announcement of a Liquidation Event or a Deemed Liquidation Event if such announcement precedes the expiration of the period set forth in clause (a) (including, for the avoidance of doubt, if such announcement precedes the Reference Date), NSM shall have the right (the “Put Right”) to require the Company to purchase all (but not less than all) of the collective Interests held by the NSM Members at a price (the “Put Price”) equal to (ai) the sum of all cash contributions made by the NSM Members to the equity capital of the Company pursuant to and *** Certain confidential portions of this exhibit were omitted by means of redacting a portion of the text. Copies of the exhibit containing the redacted portions have been filed separately with the Securities and Exchange Commission subject to a request for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act. in accordance with this Agreement (the “NSM Capital”), plus (bii) an amount equal to a *** per annum return on the contributions described in clause (ai) above, from and including the respective dates on which such contributions were made until the date the Put Price is actually paid, calculated on the basis of the actual number of days elapsed from the applicable contribution date to the date the Put Price is actually paid, compounded annually, minus (ciii) all distributions (other than tax distributions made pursuant to Section 3.1(b3.2(b)) previously made or deemed made to the NSM Members by the Company (collectively, the “NSM Return”); provided, that, if (x) NSM and/or the Company has acted, or failed to act, in a manner that is a Significant Violation, and (y) the Auction Benefits of the License Company are reduced or eliminated as the result of such *** Certain confidential portions of this exhibit were omitted by means of redacting a portion of the text. Copies of the exhibit containing the redacted portions have been filed separately with the Securities and Exchange Commission subject to a request for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act. Significant Violation, then, upon a complete redemption (including the receipt by the NSM Members of the full redemption price in cash) of the NSM Members’ Interests as set forth in Section 11.4, the Put Right shall be void and unenforceable and the applicable provisions of Section 11.4 shall govern.

Put. During (a) the thirty-thirty (30) day period following the Reference Date or (b) the ten (10) day period following the date that the Company gives the SNR Members written notice of a Liquidation Event or a Deemed Liquidation Event if such notice precedes the expiration of the period set forth in clause (a) (including, for the avoidance of doubt, if such notice precedes the Reference Date), NSM SNR shall have the right (the “Put Right”) to require the Company to purchase all (but not less than all) of the collective Interests held by the NSM SNR Members at a price (the “Put Price”) equal to (ai) the sum of all cash contributions made by the NSM SNR Members to the equity capital of the Company pursuant to and *** Certain confidential portions of this exhibit were omitted by means of redacting a portion of the text. Copies of the exhibit containing the redacted portions have been filed separately with the Securities and Exchange Commission subject to a request for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act. in accordance with this Agreement (the “NSM SNR Capital”), plus (bii) an amount equal to a *** per annum return on the contributions described in clause (ai) above, from and including the respective dates on which such contributions were made until the date the Put Price is actually paid, calculated on the basis of the actual number of days elapsed from the applicable contribution date to the date the Put Price is actually paid, compounded annually, minus (ciii) all distributions (other than tax distributions made pursuant to Section 3.1(b)) previously made or deemed made to the NSM SNR Members by the Company (collectively, the “NSM SNR Return”); provided, that, if (x) NSM SNR and/or the Company has acted, or failed to act, in a manner that is a Significant Violation, and (y) the Auction Benefits of the License Company are reduced or eliminated as the result of such Significant Violation, then, upon a complete redemption (including the receipt by the NSM SNR Members of the full redemption price in cash) of the NSM Members’ SNR Member’s Interests as set forth in Section 11.4, the Put Right shall be void and unenforceable and the applicable provisions of Section 11.4 shall govern. *** Certain confidential portions of this exhibit were omitted by means of redacting a portion of the text. Copies of the exhibit containing the redacted portions have been filed separately with the Securities and Exchange Commission subject to a request for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act.

Put. During the thirty-thirty (30) day period following the Reference Date, NSM SNR shall have the right (the “Put Right”) to require the Company to purchase all (but not less than all) of the collective Interests held by the NSM SNR Members at a price (the “Put Price”) equal to (a) the sum of all cash contributions made by the NSM SNR Members to the equity capital of the Company pursuant to and in accordance with this Agreement (the “SNR Capital”), plus (b) an amount equal to a *** per annum return on the contributions described in clause (a) above, from and including the *** Certain confidential portions of this exhibit were omitted by means of redacting a portion of the text. Copies of the exhibit containing the redacted portions have been filed separately with the Securities and Exchange Commission subject to a request for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act. in accordance with this Agreement (the “NSM Capital”), plus (b) an amount equal to a *** per annum return on the contributions described in clause (a) above, from and including the respective dates on which such contributions were made until the date the Put Price is actually paid, calculated on the basis of the actual number of days elapsed from the applicable contribution date to the date the Put Price is actually paid, compounded annually, minus (c) all distributions (other than tax distributions made pursuant to Section 3.1(b)) previously made or deemed made to the NSM SNR Members by the Company (collectively, the “NSM SNR Return”); provided, that, if (x) NSM SNR and/or the Company has acted, or failed to act, in a manner that is a Significant Violation, and (y) the Auction Benefits of the License Company are reduced or eliminated as the result of such Significant Violation, then, upon a complete redemption (including the receipt by the NSM SNR Members of the full redemption price in cash) of the NSM Members’ SNR Member’s Interests as set forth in Section 11.4, the Put Right shall be void and unenforceable and the applicable provisions of Section 11.4 shall govern.