Buyout Provision. The Committee may at any time (i) offer to buy out for a payment in cash or cash equivalents a SAR previously granted, or (ii) authorize a Participant to elect to cash out a SAR previously granted, in either case at such time and based upon such terms and conditions as the Committee shall establish.
Buyout Provision. In the event that a third party endeavors to wholly purchase and/or license a Product or Production Strain for the Fields in the Territory for a lump sum cash payment (“3rd Party Purchase” offer), and Dyadic wishes to accept that 3rd Party Purchase offer, PHB will have the option to either (a) allow the 3rd Party Purchase to be consummated, in which case PHB will be entitled to [***] of the total purchase price, or (b) reject the 3rd Party Purchase offer and buy out Dxxxxx’s interest in that offer by paying Dyadic (based on the [***] of Gross Margin set forth above), at which point PHB’s license will become a fully paid exclusive license for that Product or Production Strain for that Field in the Territory such that no further royalty payments will be owed to Dyadic. For example, if a 3rd Party makes a formal proposal to wholly purchase and/or license a Product or Production Strain in a Field in the Territory at a purchase price of [***], and Dyadic wishes to accept the 3rd Party Purchase offer then PHB can elect to either (a) allow that deal to be consummated, which would entitle PHB to [***] from the sale and Dyadic to [***] from the sale, or (b) not allow the deal to be consummated by paying Dyadic [***], which then gives PHB a fully paid exclusive license for that Product or Production Strain for that Field in the Territory.
Buyout Provision. Following an Event of Dissociation, the Company shall have the right and option, exercisable for a period of sixty (60) days after the Event of Dissociation to purchase and redeem the Member Interest of the Withdrawing Member, and the Withdrawing Member, or the Withdrawing Member's representative or successor, shall be obligated to sell such Withdrawing Member's Interest to the Company.
Buyout Provision. EMS will negotiate in good faith at or after the final month of this Agreement a buyout of any fees due or anticipated under Clause 5.6. based upon best estimate of a present value analysis of Performance Fees due in the future.
Buyout Provision. At any time after the ALLOWANCE DATE and, prior to, or within ten (10) days after an Initial Public Offering or sale of the business of the COMPANY by sale of assets, merger, purchase of outstanding capital stock or otherwise, all remaining payment obligations, and license maintenance fee obligations (but specifically excluding obligations pursuant to Article 6) may be satisfied in full by the lump sum payment of Three Million dollars ($3,000,000) to M.I.T. Fifty Percent (50%) of the total royalties previously paid to M.I.T. under Articles 4.1 (c) and (d) above, shall be creditable against said lump sum payment amount, up to a total creditable amount of One Million dollars ($1,000,000). Upon such payment, the license granted to COMPANY under Article 2.1 shall convert in to a fully paid-up and royalty-free license, so that there shall be no further royalty obligations due under Articles 4.1 (c) and (d) above.
Buyout Provision. Notwithstanding Section 1.03 or Section 8.05 or any other provision of this Agreement, beginning upon the first to occur of (i): twenty-four (24) months after the Effective Date of this Agreement or (ii) a Change of Control with respect to XxXxxxxx, Company shall have the option to terminate this Agreement for any reason, and at any time; in the event Company elects to terminate this Agreement as provided herein, Company shall give XxXxxxxx at least ninety (90) days prior written notice. Within thirty (30) days of such notice, Company shall pay XxXxxxxx the amount set forth in [EXHIBIT B] attached hereto, which payment shall be in lieu of all future monthly charges due under this Agreement. XxXxxxxx acknowledges that if Company terminates this Agreement pursuant to Section 8.05(a) after the one (1) year period specified therein or if there is a Change of Control involving XxXxxxxx and the acquiring entity or owners do not acknowledge in writing, to Company, that they remain bound by, and subject to, all of the terms and conditions of this Agreement within thirty (30) days of the Change of Control involving XxXxxxxx, Company shall not be liable to XxXxxxxx for payment of the amounts set forth on [EXHIBIT B]. If this Agreement is terminated pursuant to this Section 8.07, then Company may exercise an option to license VPAS(R) Life for a fee pursuant to the terms of [EXHIBIT K] attached hereto within thirty (30) days of the date of such election to terminate.
Buyout Provision. The Administrator may at any time (a) offer to buy out for a payment in cash or cash equivalents a Stock Option previously granted or (b) authorize a Stock Option Holder to elect to cash out a Stock Option previously granted, in either case at such time and based upon such terms and conditions as the Administrator shall establish. The price for the cash out of the options shall be fair value which will be determined by the Administrator from time to time.
