Common use of Company Option Clause in Contracts

Company Option. In the event that (i) voluntary proceedings by, or involuntary proceedings against, any Employee are commenced under any provisions of any federal or state law relating to bankruptcy or insolvency, (ii) the Shares of any Employee are attached or garnished, (iii) any judgment is obtained in any action or proceeding against an Employee and the sale of such Employee’s Shares is contemplated under legal process as a result of such judgment, (iv) any execution or other legal process is issued against any Employee or against such Employee’s Shares, (v) any other form of legal proceedings or process is commenced by which the Shares of an Employee may be Transferred, the Company (or its designee) will have the right, exercisable upon written notice given to such Employee (the “Involuntary Sale Shareholder”), to purchase all but not less than all of the Involuntary Sale Shareholder’s Shares (the “Involuntary Sale Shares”). The closing of the purchase and sale of the Involuntary Sale Shares will occur in accordance with Article 14. At such closing, the Involuntary Sale Shareholder shall execute and deliver such instruments as may be reasonably necessary to effectuate such sale. The Company (or its designee; provided, however, if the payment obligations under the agreement whereby the Employee purchased such Shares have not been fully satisfied then the Company can not assign its rights to a designee) will pay the purchase price set forth in Section 7.2 to the Involuntary Sale Shareholder upon the payment terms set forth in Section 7.3.

Appears in 7 contracts

Samples: Shareholder Agreement, Shareholder Agreement (Manning & Napier, Inc.), Shareholder Agreement (Manning & Napier, Inc.)

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