Common use of Repurchase Closing Clause in Contracts

Repurchase Closing. The closing of the purchase of the Vested Units pursuant to the Repurchase Option shall take place on the date designated by the LLC in the LLC Repurchase Notice, which date shall be a business day not more than 60 days nor less than five days after the delivery of such notice. Subject to Section 4(e), the LLC shall pay for the Vested Units to be purchased pursuant to the Repurchase Option by delivery of a cashier’s or certified check or wire transfer of funds. The LLC shall be entitled to (x) receive from the transferor thereof representations and warranties regarding good title to such securities, free and clear of any liens or encumbrances, authorization and/or capacity to sell such securities and that the agreement containing such representations and warranties is a valid and binding agreement, enforceable against such transferor in accordance with its terms, without violation of any agreement, contract or other provision to which such transferor is party and (y) require that signatures be guaranteed by a national bank or reputable securities broker. Upon delivery of the LLC Repurchase Notice, the Vested Units to be repurchased shall automatically represent solely the right to receive the applicable repurchase price and such Vested Units shall no longer be deemed to be outstanding. The Vested Units to be repurchased by the LLC shall first be satisfied to the extent possible from the Vested Units held by Executive at the time of delivery of the Repurchase Notice. If the number of Vested Units then held by Executive is less than the amount of Vested Units the LLC has elected to purchase, the LLC shall purchase the remaining Vested Units elected to be purchased from the other holder(s) of Vested Units, pro rata according to the number of shares held by such other holder(s) at the time of delivery of such Repurchase Notice (determined as close as practicable to the nearest whole units). The number of Vested Units to be repurchased hereunder shall be allocated among Executive and the other holders of Vested Units (if any) pro rata according to the number of Vested Units to be purchased from such persons.