Common use of Closing of Purchase; Payment of Repurchase Price Clause in Contracts

Closing of Purchase; Payment of Repurchase Price. The closing of a purchase pursuant to this Section 5 shall take place at the principal office of the Company on a business day selected by the Company no later than the 90th day following the Determination Date (or, in the case of a purchase pursuant to Section 5(b), no later than 30 business days following the Company’s receipt of written notice from the Employee pursuant to Section 5(b)). Subject to the periods specified in the immediately preceding sentence, the closing date, once scheduled, may be adjourned or accelerated by the Company in its discretion by written notice to the Employee not later than the third business day prior to such closing date. At the closing, (i) the Company or the Investors, as the case may be, shall, subject to Sections 5(e) and 5(f), pay the Repurchase Price to the Employee in cash and (ii) if the Employee actually holds any certificates or other instruments representing the Shares so purchased, the Employee shall deliver to the Company such certificates or other instruments, appropriately endorsed by the Employee or directing that the Shares be so transferred to the purchaser thereof, as the Company may reasonably require. Prior to the closing, at the request of the Company, the Employee (or, if applicable, the Employee’s estate or legal representative) shall execute and deliver a stock repurchase agreement evidencing the purchase pursuant to this Section 5 in form delivered to the Employee by the Company consistent with the provisions of this Agreement and containing a release of claims relating to the ownership of the Shares (other than payment of the repurchase price therefor in compliance with the terms of this Agreement). By entering into this Agreement and purchasing the Shares, the Employee agrees that if the Employee does not materially comply with the provisions of this Section 5(d) within any applicable time periods, he or she hereby appoints the Company as the Employee’s true and lawful attorney-in-fact, with full power of substitution, and authorizes the Company to take such actions as the Company may deem necessary or appropriate to effect the sale and transfer of the Shares pursuant to this Section 5 on the closing date, including, without limitation, executing any stock power or stock repurchase agreement.

Closing of Purchase; Payment of Repurchase Price. The closing of a purchase pursuant to this Section 5 shall take place at the principal office of the Company on a business day selected by the Company no later than the 90th day following the Determination Date (or, in the case of a purchase pursuant to Section 5(b), no later than 30 business days following the Company’s receipt of written notice from the Employee pursuant to Section 5(b))Date. Subject to the periods specified in the immediately preceding sentence, the closing date, once scheduled, may be adjourned or accelerated by the Company in its discretion by written notice to the Employee not later than the third business day prior to such closing date. At the closing, (i) the Company or the Investors, as the case may be, shall, subject to Sections 5(e) and 5(f), pay the Repurchase Price to the Employee in cash and (ii) if the Employee actually holds any certificates or other instruments representing the Shares so purchased, the Employee shall deliver to the Company such certificates or other instruments, appropriately endorsed by the Employee or directing that the Shares be so transferred to the purchaser thereof, as the Company may reasonably require. Prior to the closing, at the request of the Company, the Employee (or, if applicable, the Employee’s estate or legal representative) shall execute and deliver a stock repurchase agreement evidencing the purchase pursuant to this Section 5 in form delivered to the Employee by the Company consistent with the provisions of this Agreement and containing a release of claims relating to the ownership of the Shares (other than payment of the repurchase price therefor in compliance with the terms of this Agreement). By entering into this Agreement and purchasing the Shares, the Employee agrees that if the Employee does not materially comply with the provisions of this Section 5(d) within any applicable time periods, he or she hereby appoints the Company as the Employee’s true and lawful attorney-in-fact, with full power of substitution, and authorizes the Company to take such actions as the Company may deem necessary or appropriate to effect the sale and transfer of the Shares pursuant to this Section 5 on the closing date, including, without limitation, executing any stock power or stock repurchase agreement.

Closing of Purchase; Payment of Repurchase Price. The Subject to Section 7(g), the closing of a purchase pursuant to this Section 5 7 shall take place at the principal office of the Company Partnership on a business day selected by the Company Partnership no later than the 90th day following the Determination Date (or, in the case of a purchase pursuant to Section 5(b), no later than 30 business days following the Company’s receipt of written notice from the Employee pursuant to Section 5(b))Date. Subject to the periods specified in the immediately preceding sentence, the closing date, once scheduled, may be adjourned or accelerated by the Company Partnership in its discretion by written notice to the Employee not later than the third business day prior to such closing datediscretion. At the closing, (i) the Company Partnership or the Investors, as the case may be, shall, subject to Sections 5(e7(f) and 5(f7(g), pay the Repurchase Price to the Employee in cash Executive and (ii) if the Employee Executive actually holds any certificates or other instruments representing the Shares so Units purchased, the Employee Executive shall deliver to the Company Partnership such certificates or other instruments, appropriately endorsed by the Employee Executive or directing that the Shares Units be so transferred to the purchaser thereof, as the Company Partnership or Management LLC may reasonably require. Prior to the closing, at the request of the CompanyPartnership, the Employee Executive (or, if applicable, the EmployeeExecutive’s estate or legal representative) and Management LLC shall execute and deliver a stock unit repurchase agreement evidencing the purchase pursuant to this Section 5 7 in form delivered to the Employee Executive and Management LLC by the Company Partnership consistent with the provisions of this Agreement and containing a release of claims customary releases relating to the ownership of the Shares (other than payment of the repurchase price therefor in compliance with the terms of this Agreement)such purchase. By entering into this Agreement and purchasing the SharesUnits, the Employee agrees that if Executive and Management LLC hereby appoint the Employee does not materially comply with the provisions of this Section 5(d) within any applicable time periods, he or she hereby appoints the Company Partnership as the Employee’s their true and lawful attorney-in-fact, with full power of substitution, and authorizes authorize the Company Partnership to take such actions as the Company Partnership may deem necessary or appropriate to effect the sale and transfer of the Shares Units pursuant to this Section 5 7 on the closing date, including, without limitation, executing any powers of attorney or stock power or stock repurchase agreement.

Closing of Purchase; Payment of Repurchase Price. The Subject to Section 5(f), the closing of a purchase repurchase pursuant to this Section 5 shall take place at the principal office of the Company on a business day selected by the Company no later than the 90th day following the Determination Date (or, in the case of a purchase pursuant to Section 5(b), no later than 30 10 business days following the Company’s receipt of written notice from the Employee pursuant to Section 5(b)). Subject to the periods specified in the immediately preceding sentence, the closing datedate of a purchase pursuant to this Section 5, once scheduled, may be adjourned or accelerated by the Company in its discretion by written notice to the Employee not later than the third business day prior to such closing datediscretion. At the closingclosing of such repurchase, (i) the Company or the Investors, as the case may be, shall, subject to Sections Section 5(e) and 5(f), pay the Repurchase Price to the Employee in cash and (ii) if the Employee actually holds any certificates or other instruments representing the Shares so purchased, the Employee shall deliver to the Company such certificates or other instruments, appropriately endorsed by the Employee or directing that the Shares shares be so transferred to the purchaser thereof, as the Company may reasonably require. Prior to the closingclosing of such repurchase, at the request of the Company, the Employee (or, if applicable, the Employee’s beneficiaries, estate or legal representative) shall execute and deliver a stock repurchase agreement evidencing the purchase pursuant to this Section 5 in form delivered to the Employee by the Company consistent with the provisions of this Agreement and containing a release of claims relating to the ownership of the Shares (other than payment of the repurchase price therefor in Repurchase Price therefor, subject to the Employee’s compliance with the terms of this AgreementAgreement and such repurchase agreement). By entering into this Agreement and purchasing the Shares, the Employee agrees that if the Employee does not materially comply with the provisions of this Section 5(d) within any applicable time periods, he or she hereby appoints the Company as the Employee’s true and lawful attorney-in-fact, with full power of substitution, and authorizes the Company to take such actions as the Company may deem necessary or appropriate to effect the sale and transfer of the Shares pursuant to this Section 5 on the closing datedate of such repurchase, including, without limitation, executing any stock power or stock repurchase agreement.