Common use of ASSIGNMENT OF COMPANY'S REPURCHASE RIGHTS Clause in Contracts

ASSIGNMENT OF COMPANY'S REPURCHASE RIGHTS. Upon any Type I Repurchase Event or Type II Repurchase Event (a "REPURCHASE EVENT"), the Company (by action of the Board) shall have the right to assign all or any portion of its repurchase rights hereunder to any Key Employee of the Company or its Subsidiaries; PROVIDED that the Company may not assign its rights under Section 3(h) below to pay all or part of the Repurchase Price (as defined below) for Executive Securities repurchased hereunder by (i) offsetting debts owed by Executive to the Company or (ii) issuing Class A Senior Units or a promissory note. If the Company assigns any of its repurchase rights to such a Key Employee, and such Key Employee fails to exercise such assigned repurchase rights, the Company shall once again have the right to exercise (or assign) such rights.

Appears in 3 contracts

Samples: Executive Securities Agreement (Comple Tel LLC), Securities Agreement (Comple Tel LLC), Securities Agreement (Comple Tel LLC)

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ASSIGNMENT OF COMPANY'S REPURCHASE RIGHTS. Upon any Type I Repurchase Event or Type II Repurchase Event (a "REPURCHASE EVENT")----------------------------------------- Event, the Company (by action of the Board) shall have the right to assign all or any portion of its repurchase rights hereunder to any one or more management or other key employees (each a "Key Employee Employee") of the Company or any of its ------------ Subsidiaries; PROVIDED provided that the Company may not assign its rights under Section 3(h-------- 3(e) below to pay all or part of the Repurchase Price (as defined below) for Executive Securities repurchased hereunder by (i) offsetting debts owed by Executive to the Company or (ii) issuing Class A Senior Units or a promissory note. If the Company assigns any of its repurchase rights to such a Key Employee, and such Key Employee fails to exercise such assigned repurchase rights, the Company shall once again have the right to exercise (or assign) such rights.

Appears in 2 contracts

Samples: Executive Securities Agreement (Comple Tel LLC), Executive Securities Agreement (Comple Tel LLC)

ASSIGNMENT OF COMPANY'S REPURCHASE RIGHTS. Upon any Type I Repurchase Event or Type II Repurchase Event (a "REPURCHASE EVENT")Event, the Company (by action of the Board) shall have the right to assign all or any portion of its repurchase rights hereunder to any Key Employee one or more management or other key employees (each a "KEY EMPLOYEE") of the Company or any of its Subsidiaries; PROVIDED that the Company may not assign its rights under Section 3(h3(e) below to pay all or part of the Repurchase Price (as defined below) for Executive Securities repurchased hereunder by (i) offsetting debts owed by Executive to the Company or (ii) issuing Class A Senior Units or a promissory note. If the Company assigns any of its repurchase rights to such a Key Employee, and such Key Employee fails to exercise such assigned repurchase rights, the Company shall once again have the right to exercise (or assign) such rights.

Appears in 1 contract

Samples: Executive Securities Agreement (Comple Tel LLC)

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ASSIGNMENT OF COMPANY'S REPURCHASE RIGHTS. Upon any Type I Repurchase Event or Type II Repurchase Event (a "REPURCHASE EVENT")Event, the Company (by action of the Board) shall have the right to assign all or any portion of its repurchase rights hereunder to any Key Employee one or more management or other key employees (each a "KEY EMPLOYEE") of the Company or any of its Subsidiaries; PROVIDED that the Company may not assign its rights under Section 3(h3(f) below to pay all or part of the Repurchase Price (as defined below) for Executive Securities repurchased hereunder by (i) offsetting debts owed by Executive to the Company or (ii) issuing Class A Senior Units or a promissory note. If the Company assigns any of its repurchase rights to such a Key Employee, and such Key Employee fails to exercise such assigned repurchase rights, the Company shall once again have the right to exercise (or assign) such rights.

Appears in 1 contract

Samples: Executive Securities Agreement (Comple Tel LLC)

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