Put Right definition
Examples of Put Right in a sentence
The Market Equity Value determined pursuant to Section 3.2(g) following the delivery of the Offer to Sell shall determine the per share price of the Put Right for all purposes of this Section 3.2(f), and shall not be recalculated due to any delay or other failure to promptly consummate the Put Right transaction for any reason.
For the avoidance of doubt, upon the occurrence of an IPO, SPAC Transaction or a Change of Control (other than a Change of Control in which the Company is acquired by an entity without a class of securities publicly listed for trading), the Employee shall no longer be entitled to the Put Right.
The Put Right will be consummated pursuant to the terms of a customary stock purchase agreement in form reasonably acceptable to the Board and the Employee including a release of claims.
The Put Right is exercisable by the Employee pursuant to a written notice containing a binding and irrevocable offer to sell Common Stock to the Company contingent only on the determination of Market Equity Value pursuant to Section 3.2(g) (the “Offer to Sell”).
Notwithstanding anything to the contrary contained in this Agreement the Company shall not be obligated to consummate the Put Right transaction at any time (i) to the extent prohibited by law, including without limitation Delaware law governing distributions to stockholders, or (ii) to the extent the consummation of the Put Right would result in the breach of the Company’s obligations to any bank, equipment lessor or other financial institutions.