Buyback Sample Clauses

Buyback. Between May 1 and August 31 of any year, Liberty has the right to purchase your Franchised Business for the greater of $150,000 or 200% of Gross Receipts of the Territory for the previous twelve months, or such shorter time as an office in the Territory may have been in operation. You understand that this is a premium price above fair value and does not vest any rights in you. The term “Gross Receipts” as used in this Agreement means all revenue from all services and products offered by the Franchised Business (including, but not limited to, revenue from individual, corporate, estate and partnership tax returns), excluding only customer discounts, any transmitter, software or electronic filing fee, and sales tax, but not service fees for credit card transactions.

Buyback. Any member who has coverage or is eligible for coverage under another health insurance plan may elect to waive the Town health plan and receive an annual payment equal to Three Thousand Dollars ($3,000.00). Payments will be pro-rated over bi-weekly pay periods throughout the fiscal year. Any member may elect to waive the Town dental plan and receive an annual payment equal to Two- Hundred Fifty Dollars ($250.00). Payments will be pro-rated over bi-weekly pay periods throughout the fiscal year. Members electing to participate in either the health and/or the dental buyback program shall deliver a signed, witnessed waiver form to the Personnel Office prior to each June 15th. In the event that a member who has elected to drop the health and/or dental coverage as provided above, decides to reinstate either or both coverages, the following shall apply: (1) Except as provided in (2) below, reinstatement may be effective only at the beginning of the plan year (July 1) and application must be made in writing to the Personnel Office no later than June 15. (2) Reinstatement may be requested during the plan year if such request is due to loss of the other coverage for reasons beyond the member’s control. A request for mid-year reinstatement must be made in writing to the Personnel Office. If the request is approved by the insurer, reinstatement shall be effective the first of the month which is at least fifteen (15) calendar days following such approval. All reinstatement is subject to the insurer’s rules and contingent upon the insurer’s approval. It is the understanding of the Town that employees will not be denied reinstatement based on valid requests.

Buyback. 7.1 K&S shall have the option to sell any quantum of the Gold to AGR MATTHEY, and AGR MATTHEY shall purchase, such quantum of Gold Delivered sold at the option of K&S. 7.2 K&S shall deliver the Gold in the form and state which was delivered to K&S by AGR MATTHEY or in any other form and state acceptable to AGR MATTHEY (currently being in wire, granule, gold scrap or bar form). 7.3 In consideration of the purchase of Gold by AGR MATTHEY, AGR MATTHEY shall cause a credit entry to be made to the Metals Account of K&S to reflect the amount of Gold purchased from K&S in accordance with Clause 2.7(b) and paragraph 5 of Schedule 2. 7.4 With regard to the delivery and the passing of the risk and title of Gold from K&S to AGR MATTHEY, the provisions of Clause 2.7(b) shall apply. 7.5 In the event that instead of delivering Gold to AGR MATTHEY’s refinery in Perth, Western Australia, K&S in its sole discretion agrees to AGR MATTHEY’s request to deliver Gold to a person within Singapore (hereinafter called “Singapore Recipient”) or to a place within Singapore (hereinafter called “Singapore Place”), it shall be on the conditions that (a) AGR MATTHEY shall at all times indemnify K&S from and against any and all loss and damage, cost and expense whatsoever arising therefrom including without limitation Goods and Services Tax under the Goods and Services Act (Cap. 117A) of Singapore and such other, if any, value added or consumption tax by whatever name called in respect of which K&S will or may be held chargeable to or otherwise held accountable for whether on K&S’s own account or the account of AGR MATTHEY’s or any other person’s by any tax or other relevant authority and (b) for the purposes of delivery of and the passing of the risk and title of Gold by K&S to AGR MATTHEY shall be deemed to have occurred upon physical delivery to the Singapore Recipient or at the Singapore Place.

Buyback. On any one of the first five anniversaries of the Closing Date, the Seller shall be entitled, in its sole discretion, to reduce the then current Designated Metal Percentage by 50% by payment to the Purchaser of the Buyback Fee in accordance with this Clause ‎14.

Buyback. Within ten (10) days of termination of this Agreement for any reason, Reseller agrees to provide Navico with a list of its inventory of the Products. Navico, at its option, will have the right to repurchase from Reseller any saleable Products in Reseller’s inventory by sending written notice of the exercise of such option within thirty (30) days from the effective date of expiration or termination or the date Navico receives the foregoing list, whichever last occurs. The purchase price of such Products will be at the net invoice prices at which the Products were originally purchased by Reseller, less any discounts or allowances that Navico may have given Reseller on account of such Products, and less any restocking fee incurred. If such option to repurchase is exercised by Navico, Reseller agrees, at Reseller’s expense to deliver to Navico Reseller’s inventory of the Products in their original packages within thirty (30) days of receipt of Navico’s notice of exercise.

Buyback. Employees hired before July 1, 2005 who retire or resign from the employ of the Seekonk School Committee after fifteen years or more of service shall receive within thirty (30) days of the last date of employment forty and one-half percent (40.50%) of his/her per diem rate for each day of accumulated and unused sick leave over seventy-five (75) days. In the event of the death of a professional employee while in the employ of the Seekonk School Committee, such employee's heirs, if any, shall be entitled to payment of such benefit upon submission of documentation establishing their legal entitlement to such payment. Employees hired after July 1, 2005 shall not receive this benefit.

Buyback. If at any time prior to the initial public offering of the Company, the Management Investor's employment with the Company is terminated by either the Company or the Management Investor for any reason, then the Company or its designee(s) hereby agrees to repurchase, and the Management Investor and his transferees, if any, hereby agree to sell, the Securities (i.e. all of the Shares and the Warrants that have not been cancelled and terminated pursuant to the Warrant Agreement above), in whole, that are then owned by the Management Investor or any transferee (such repurchase and sale being the "Buyback"). The Company will, in connection with the Buyback, be entitled to receive customary representations and warranties from the sellers regarding such sale and to require that all sellers' signatures be guaranteed. Notwithstanding anything to the contrary contained herein, the Buyback shall be subject to applicable restrictions contained in the Delaware General Corporation Law and in the Company's and its Subsidiaries' debt and equity financing agreements. If any such restrictions prohibit the Buyback to any extent, the Company shall repurchase such Securities and the Management Investor (and any transferees) shall sell such Securities, to the extent permitted by such restrictions within the time period specified in Section 3(b) below, and the Management Investor (and any transferees) shall complete the repurchase and sale of the remaining Securities subject to the Buyback as soon as they are permitted to do so under such restrictions. The Management Investor shall be entitled to receive, and the Company shall pay, interest on any portion of the Securities being sold subject to the restrictions set forth in this paragraph, with such interest accruing at an annual rate of 10% (beginning of the date that such Securities would have been sold but for the restrictions), and with such interest being paid on the date that such restricted portion of the Securities is repurchased.

Buyback. 3DAlpha shall have the option to reacquire the full rights to the Collaborative Product in the Field in the Collaborative Territory in connection with an arm’s length sale to a Third Party of all rights to the Collaborative Product for all uses in the Collaborative Territory, which option shall be exercisable upon the negotiation of such an arm’s length sale for the rights to the Collaborative Product as follows: (i) upon 3DAlpha’s notice to Tracon of its exercise of the option, the Parties shall negotiate in good faith an amount of fair compensation to Tracon for the value of the rights and opportunity being reacquired by 3DAlpha from Tracon; (ii) such arm’s length sale to a Third Party will not occur prior to completion of the Pivotal Trial in the First Indication without the written consent of Tracon; and (iii) 3DAlpha shall reacquire such rights in the Collaborative Product following mutual written agreement between the Parties on such terms and payment of the agreed consideration thereunder. In the event of a termination of the Agreement by 3DAlpha pursuant to Section 10.2 following a Tracon Exit, 3DAlpha shall have the right to reacquire the full rights to the Collaborative Product in the Collaborative Territory free of charge. 10.6 Effect of Termination. 37. (a) In the event of a termination of the Agreement by Tracon pursuant to Section 10.2 or 10.4 following a 3DAlpha Exit, the Collaborative Products License shall be perpetual and irrevocable in the Field and all royalties due 3DAlpha under Section 5.3 shall be paid by Tracon. (b) In the event of a termination of the Agreement by 3DAlpha pursuant to Section 10.2 following a Tracon Exit, the Collaborative Products License shall be terminated, and 3DAlpha shall have the right to reacquire the full rights to the Collaborative Product in the Collaborative Territory free of charge. (c) In the event of termination pursuant to Section 10.3 or by mutual agreement of the parties or by 3DAlpha pursuant to Section 10.2 or 10.4, the following terms shall apply: (i) Development Data. Tracon shall, for a period of [***] following the effective date of such termination, provide 3DAlpha access to and transfer all Development Data for Collaborative Product in its possession to 3DAlpha as of the effective date of such termination.

Buyback. If and as requested by Banks, (a) upon termination of this Agreement or (b) within a reasonable time after such termination, Dealer will sell or cause the sale to Banks of and, as directed by Banks and at Banks’s expense, ship or cause to be shipped to Banks or its designee(s) each of the items in the Dealer’s Inventories (free of all liens, security interests, claims and encumbrances, other than that or those in favor of Banks) which is acceptable (as determined by Banks) at a price equal to the price paid to Banks or each Distributor therefor or, if unpaid, in lieu of the amount due to Banks or each such Distributor therefor, less in either case a restocking charge equal to the amount, if any, described in the Dealer Policies. Prior and subsequent to termination, Banks shall have rights of set-off, recoupment and counterclaim against Dealer.

Buyback. BuyBack Plan means the plan whereby the Seller intends to repurchase BMF from Purchasers. The plan will start at the End of Q1,