Common use of Company Repurchase Option Clause in Contracts

Company Repurchase Option. The Company (or its nominee) may elect to purchase all or any portion of the Vested Units and/or the Unvested Units by delivering written notice (the “Repurchase Notice”) to the holder or holders of such Holder’s Class C Units within 90 days after the date of a Termination Event (the “Repurchase Period”). The Repurchase Notice will set forth the number of Vested Units and/or Unvested Units to be acquired from each holder of the Holder’s Class C Units, the aggregate consideration to be paid for such Vested Units and/or Unvested Units and the time and place for the closing of the transaction. At any time prior to the closing of such transaction, the Company may rescind the Repurchase Notice for any reason (including for no reason at all) without liability to the holders of the Holder’s Class C Units. If the Holder has transferred any of the Holder’s Class C Units to a permitted transferee in accordance with Section 5(d), then the Holder’s Class C Units to be repurchased by the Company will first be satisfied to the extent possible from the Holder’s Class C Units that are held by the Holder at the time of delivery of the Repurchase Notice. If the number of Vested Units and/or Unvested Units then held by the Holder is less than the total number of Vested Units and/or Unvested Units that the Company has elected to purchase, then the Company will purchase the remaining Holder’s Class C Units to be purchased from such permitted transferees of the Holder’s Class C Units under this Agreement, pro rata according to the number of (i) if Vested Units are to be repurchased, the Vested Units and (ii) if Unvested Units are to be repurchased, the Unvested Units, in either case, held by such other holder(s) at the time of delivery of such Repurchase Notice (determined as close as practicable to the nearest whole unit).

Company Repurchase Option. The Company (or its nominee) may elect to purchase all or any portion of the Vested Units and/or the Unvested Units by delivering written notice (the “Repurchase Notice”) to the holder or holders of such Holder’s Class C Executive Units within 90 30 days after the date Termination of a Termination Event Executive (the “Repurchase Period”). The Repurchase Notice will set forth the number of Vested Units and/or Unvested Units to be acquired from each holder of the Holder’s Class C Executive Units, the aggregate consideration to be paid for such Vested Units and/or Unvested Units and the time and place for the closing of the transaction. At any time prior to the closing of such transaction, the Company may rescind the Repurchase Notice for any reason (including for no reason at all) without liability to the holders of the Holder’s Class C Executive Units. If the Holder Executive has transferred any of the Holder’s Class C Executive Units to a permitted transferee in accordance with Section 5(d)) of this Agreement, then then, to the Holder’s Class C extent possible, the Executive Units to be repurchased by the Company will first be satisfied to the extent possible purchased from the Holder’s Class C Executive Units that are held by the Holder Executive at the time of delivery of the Repurchase Notice. If the number of Vested Units and/or Unvested Units then held by the Holder Executive is less than the total number of Vested Units and/or Unvested Units that the Company has elected to purchase, then the Company will purchase the remaining Holder’s Class C Executive Units to be purchased from such permitted transferees of the Holder’s Class C Units under this Agreementother holders Executive Units, pro rata according to the number of (i) if Vested Units are to be repurchased, the Vested Units and (ii) if Unvested Units are to be repurchased, the Unvested Units, in either case, held by such other holder(s) at the time of delivery of such Repurchase Notice (determined as close as practicable to the nearest whole unit).

Company Repurchase Option. The In the event of the Termination of any Executive’s employment with the Company or its Subsidiaries (or its nominee) in the case of Xxxx XxXxxx, if his employment is Terminated with the Xxxxxxxx Group), the Company may elect to purchase all or any portion of the Vested Units and/or the Unvested Units Eligible Shares by delivering written notice (the “Company Repurchase Notice”) to the holder or holders of such Holder’s Class C Units within 90 days the Eligible Shares during the period beginning on the day after the date of a Termination Event of the Executive and ending on the 90th day after the Termination of the Executive (the “Repurchase Period”). The Company Repurchase Notice will shall set forth the Board’s determination of the Fair Market Value of the Eligible Shares, the number of Vested Units and/or Unvested Units Eligible Shares to be acquired by the Company from each holder of the Holder’s Class C UnitsEligible Shares, the aggregate consideration to be paid for such Vested Units and/or Unvested Units shares and the time and place for the closing of the transaction. At any time prior to the closing of such transaction, the Company may rescind the Company Repurchase Notice for any reason (including for no reason at all) without liability to the holders of the Holder’s Class C UnitsEligible Shares. If the Holder has transferred any of the Holder’s Class C Units to a permitted transferee in accordance with Section 5(d), then the Holder’s Class C Units The shares to be repurchased by the Company will shall first be satisfied to the extent possible from the Holder’s Class C Units that are Series A Shares held by the Holder Executive at the time of delivery of the Company Repurchase Notice. If the number of Vested Units and/or Unvested Units Series A Shares then held by the Holder Executive is less than the total number of Vested Units and/or Unvested Units Eligible Shares that the Company has elected to purchase, then the Company will shall purchase the remaining Holder’s Class C Units Eligible Shares to be purchased from such permitted transferees Executive’s Permitted Transferees (as defined in the Members Agreement) who are holders of the Holder’s Class C Units Eligible Shares under this Agreement, pro rata according to the number of (i) if Vested Units are to be repurchased, the Vested Units and (ii) if Unvested Units are to be repurchased, the Unvested Units, in either case, Eligible Shares held by such other holder(s) Permitted Transferees at the time of delivery of such Company Repurchase Notice (determined as close as practicable to the nearest whole unitshare). If for any reason the Company has not elected to purchase all of the Eligible Shares pursuant to this Section 2(b), the Company shall send written notice (the “No-Purchase Notice”) of that election to the ABRY Investor and the Company prior to the end of the Repurchase Period.

Company Repurchase Option. The Company (or its nomineedesignee) may elect to purchase all or any portion of the Vested Units and/or the Unvested Units by delivering written notice (the “Repurchase Notice”) to the holder or holders of such Holder’s Class C Executive Units within 90 30 days after the date Termination of a Termination Event Executive (the “Repurchase Period”). The Repurchase Notice will set forth the number of Vested Units and/or Unvested Units to be acquired from each holder of the Holder’s Class C Executive Units, the aggregate consideration to be paid for such Vested Units and/or Unvested Units and the time and place for the closing of the transaction. At any time prior to the closing of such transaction, the Company may rescind the Repurchase Notice for any reason (including for no reason at all) without liability to the holders of the Holder’s Class C Executive Units. If the Holder either Trust has transferred any of the Holder’s Class C Executive Units to a permitted transferee in accordance with Section 5(d)) of this Agreement, then then, to the Holder’s Class C extent possible, the Executive Units to be repurchased by the Company will first be satisfied to the extent possible purchased from the Holder’s Class C Executive Units that are held by the Holder such Trust at the time of delivery of the Repurchase Notice. If the number of Vested Units and/or Unvested Units then held by the Holder such Trust is less than the total number of Vested Units and/or Unvested Units that the Company has elected to purchase, then the Company will purchase the remaining Holder’s Class C Executive Units to be purchased from such permitted transferees of the Holder’s Class C Units under this Agreementother holders Executive Units, pro rata according to the number of (i) if Vested Units are to be repurchased, the Vested Units and (ii) if Unvested Units are to be repurchased, the Unvested Units, in either case, held by such other holder(s) at the time of delivery of such Repurchase Notice (determined as close as practicable to the nearest whole unit).