COMPANY’S REPURCHASE OPTION FOR UNVESTED SHARES. The Company, or its assignee, shall have the option to repurchase Participant’s Unvested Shares (as defined in Section 2.2 of this Agreement) on the terms and conditions set forth in the Exercise Agreement (the “Repurchase Option”) if Participant is Terminated (as defined in the Plan) for any reason, or no reason, including without limitation Participant’s death, Disability (as defined in the Plan), voluntary resignation or termination by the Company with or without Cause. Notwithstanding the foregoing, the Company shall retain the Repurchase Option for Unvested Shares only as to that number of Unvested Shares (whether or not exercised) that exceeds the number of shares which remain unexercised.
COMPANY’S REPURCHASE OPTION FOR UNVESTED SHARES. The Company, or its assignee, shall have the option to repurchase all or a portion of the Participant’s Unvested Shares (as defined in Section 3.2 below) on the terms and conditions set forth in this Section (the “Repurchase Option”) if Participant’s status as an employee terminates for any reason, or no reason, including without limitation Participant’s death, Disability (as defined in the Plan), voluntary resignation or termination by the Company with or without cause.
COMPANY’S REPURCHASE OPTION FOR UNVESTED SHARES. The Company, or its assignee, shall have the option to repurchase all or a portion of the Purchaser's Unvested Shares (as defined in Section 5.1 below) on the terms and conditions set forth in this Section 5 (the "REPURCHASE OPTION") if Purchaser's employment with the Company is terminated for any reason, or no reason, including without limitation Purchaser's death, disability, voluntary or involuntary resignation or termination by the Company with or without cause.
COMPANY’S REPURCHASE OPTION FOR UNVESTED SHARES. The Company, or (subject to Section 5.6) its assignee, shall have the option to repurchase all or a portion of the Purchaser’s Shares that are Unvested Shares (as defined below) on the Termination Date on the terms and conditions set forth in this Section (the “Repurchase Option”) if Purchaser is Terminated (as defined in the Plan) for any reason, or no reason, including without limitation, Purchaser’s death, Disability (as defined in the Plan), voluntary resignation or termination by the Company with or without Cause.
COMPANY’S REPURCHASE OPTION FOR UNVESTED SHARES. Except as provided in Section 5.1 below, the Company, its successor or assignee, shall have the option to repurchase all or a portion of the Purchaser's Unvested Shares (as defined in Section 5.1 below) on the terms and conditions set forth in this Section (the "Repurchase Option") if Purchaser is terminated for any reason, or no reason, including without limitation Purchaser's death, Disability (as defined in the Plan), voluntary resignation or termination by the Company with or without Cause (as defined in the Plan).
COMPANY’S REPURCHASE OPTION FOR UNVESTED SHARES. If Optionee is Terminated for any reason, or no reason, including without limitation, Optionee’s death, Disability, voluntary resignation or termination by the Company with or without cause and Optionee has acquired Unvested Shares by exercising this Option, then the Company and/or its assignee(s) shall have the option to repurchase all or a portion of Optionee’s Unvested Shares (as defined in Section 2.2 of this Agreement) as of the Termination Date on the terms and conditions set forth in this Section 7 (the “Repurchase Option”).
COMPANY’S REPURCHASE OPTION FOR UNVESTED SHARES. The Company, or its assignee, shall have the option to repurchase all or a portion of the Purchaser’s Unvested Shares (as defined below) on the terms and conditions set forth in this Section (the “Repurchase Option”) in the event of Purchaser’s termination for any reason whatsoever except in the event of Termination Upon Change of Control (as defined in the Executive Retention Agreement entered into between Company and Purchaser on the date hereof (“Retention Agreement”).
COMPANY’S REPURCHASE OPTION FOR UNVESTED SHARES. The Company, or its assignee, shall have the option to repurchase all or a portion of the Purchaser's Unvested Shares (as defined in Section 5.1 below) on the terms and conditions set forth in this Section 5 (the "REPURCHASE OPTION") if Purchaser's employment with the Company is terminated for any reason, or no reason, including without limitation Purchaser's death, disability, voluntary or involuntary resignation or termination by the Company with or without cause.
5.1 Unvested and Vested Shares. Shares that are vested pursuant to the schedule set forth in Section 5.2 below are "VESTED SHARES." Shares that are not vested pursuant
COMPANY’S REPURCHASE OPTION FOR UNVESTED SHARES. The Company, or its assignee, shall have the option to repurchase all or a portion of the Purchaser’s Unvested Shares (as defined below) on the terms and conditions set forth in this Section (the “Repurchase Option”) if Purchaser is Terminated (as defined in the Plan) for any reason, or no reason, including without limitation, Purchaser’s death, Disability (as defined in the Plan), voluntary resignation or termination by the Company with or without Cause (as defined in Purchaser’s Executive Retention Agreement with the Company dated February 9, 2010 (hereafter the “Purchaser Employment Agreement”)).
COMPANY’S REPURCHASE OPTION FOR UNVESTED SHARES. The Company, or its assignee, shall have the option to repurchase all or a portion of the Recipient’s Unvested Shares (as defined in Section 5.1(a) below) on the terms and conditions set forth in this Section (the “Repurchase Option”) if the Company and the Recipient are no longer Engaged (as defined below).
(a) Shares that are vested pursuant to the schedule set forth in this Section 5.1(a) are “Vested Shares.” Shares that are not vested pursuant to the schedule set forth in this Section 5.1(a) are “Unvested Shares.” Unvested Shares may not be sold or otherwise transferred by Recipient without the Company’s prior written consent. On the Effective Date, all of the Shares will be Unvested Shares. If the Company and the Recipient are continuously Engaged at all times from the Effective Date through June 1, 2010 (the “First Vesting Date”), then on the First Vesting Date thirty-six thousand eight hundred ten (36,810) of the Shares (as adjusted for any Recapitalization Event) will become Vested Shares; and thereafter, for so long (and only for so long) as the Company and the Recipient are continuously Engaged at all times after the First Vesting Date, an additional thirty-six thousand eight hundred ten (36,810) of the Shares (as adjusted for any Recapitalization Event) will become Vested Shares on each monthly anniversary of the Effective Date, except for the last month in such vesting period, at the end of which last month the balance of Unvested Shares shall become fully Vested Shares. No Shares will become Vested Shares after the Termination Date. For purposes of this Agreement, (i) the term “Engaged” means the Card Agreement, as amended by the Card Agreement Amendment, as the same may be further amended from time to time (as so amended, the “Amended Card Agreement”) has not been terminated other than as a result of the exercise of a termination right thereunder arising from the Company’s knowing, intentional and material breach of the Amended Card Agreement and (ii) the term “Termination Date” means the “Agreement Termination Date” as defined under the Amended Card Agreement. For the avoidance of doubt, in the event that the Amended Card Agreement is terminated other than as a result of the exercise of a termination right thereunder arising from the Company’s knowing, intentional and material breach of the Amended Card Agreement, the Company and the Recipient shall be deemed to be
