Common use of Certain Restrictions on Repurchases; Delay of Repurchase Clause in Contracts

Certain Restrictions on Repurchases; Delay of Repurchase. Notwithstanding any other provision of this Agreement, the Company shall not be permitted or obligated to make any payment with respect to a repurchase of any Shares from the Employee if (i) such repurchase (or the payment of a dividend by a Subsidiary to the Company to fund such repurchase) would result in a violation of the terms or provisions of, or result in a default or an event of default under any guaranty, financing or security agreement or document entered into by the Company or any Subsidiary from time to time (the "Financing Agreements"), (ii) such repurchase would violate any of the terms or provisions of the Certificate of Incorporation and By-laws of the Company or (iii) the Company has no funds legally available to make such payment under the General Corporation Law of the State of Delaware. If payment with respect to a repurchase by the Company otherwise permitted or required under this Section 6 is prevented by the terms of the preceding sentence the Company shall have the option to either (x) make such payment at the earliest practicable date permitted under this Section 6 and any such payment shall accrue simple interest at a rate per annum of 6% from the date such payment is due and owing to the date such payment is made or (y) pay the purchase price for such Shares with a subordinated note that is fully subordinated in right of payment and exercise of remedies to the lenders' rights under the Financing Agreements and payable in full at the earliest practicable date permitted under this Section 6.

Certain Restrictions on Repurchases; Delay of Repurchase. Notwithstanding any other provision of this Agreement, the Company shall not be permitted or obligated to make any payment with respect to a repurchase of any Shares from the Employee if (i) such repurchase (or the payment of a dividend by a Subsidiary to the Company to fund such repurchase) would result in a violation of the terms or provisions of, or result in a default or an event of default under any guaranty, financing or security agreement or document entered into by the Company or any Subsidiary from time to time (the "“Financing Agreements"”), (ii) such repurchase would violate any of the terms or provisions of the Certificate of Incorporation and By-laws of the Company or (iii) the Company has no funds legally available to make such payment under the General Corporation Law of the State of Delaware. If payment with respect to a repurchase by the Company otherwise permitted or required under this Section 6 is prevented by the terms of the preceding sentence the Company shall have the option to either (x) make such payment at the earliest practicable date permitted under this Section 6 and any such payment shall accrue simple interest at a rate per annum of 6% from the date such payment is due and owing to the date such payment is made or (y) pay the purchase price for such Shares with a subordinated note that is fully subordinated in right of payment and exercise of remedies to the lenders' ’ rights under the Financing Agreements and payable in full at the earliest practicable date permitted under this Section 6.

Certain Restrictions on Repurchases; Delay of Repurchase. Notwithstanding any other provision of this Agreement, the Company shall not be permitted or obligated to make any payment with respect to a repurchase of any Shares from the Employee if (i) such repurchase (or the payment of a dividend by a Subsidiary to the Company to fund such repurchase) would result in a violation of the terms or provisions of, or result in a default or an event of default under any guaranty, financing or security agreement or document entered into by the Company or any Subsidiary from time to time (the "“Financing Agreements"”), (ii) such repurchase would violate any of the terms or provisions of the Certificate of Incorporation and By-laws of the Company or (iii) the Company has no funds legally available to make such payment under the General Corporation Law of the State of Delaware. If payment with respect to a repurchase by the Company otherwise permitted or required under this Section 6 5 is prevented by the terms of the preceding sentence sentence: (i) the Company payment of the applicable Purchase Price shall have the option to either (x) make be postponed and will take place thereafter when such payment at will not result in any default, event of default or violation under any of the earliest practicable Financing Agreements, (ii) such repurchase obligation shall rank against other similar repurchase obligations with respect to Common Stock according to priority in time of the effective date permitted under this Section 6 of the termination of employment giving rise to such repurchase and any (iii) the Purchase Price, except in the case of a termination for Cause, shall be increased by an amount equal to interest on such payment shall accrue simple interest at a rate per annum of 6% from Purchase Price for the date such period during which payment is due and owing delayed at an annual rate equal to the date such payment is made or (y) pay weighted average cost of the purchase price for such Shares with a subordinated note that is fully subordinated in right of payment and exercise of remedies to Company’s bank indebtedness outstanding during the lenders' rights under the Financing Agreements and payable in full at the earliest practicable date permitted under this Section 6delay period.