Company’s Repurchase Right. (a) The Company shall have the right (but not the obligation) to repurchase (the “Repurchase Right”) any or all of the Shares acquired pursuant to the exercise of this Option in the event that the Optionee’s Continuous Service should terminate for any reason whatsoever, including without limitation Optionee’s death, Disability, voluntary resignation or termination by the Company with or without Cause. Upon exercise of the Repurchase Right, the Optionee shall be obligated to sell his or her Shares to the Company, as provided in this Section 8. The Repurchase Right may be exercised by the Company at any time during the period commencing on the date of termination of Optionee’s Continuous Service and ending ninety (90) days after the last to occur of the following:
(i) the termination of Optionee’s Continuous Service;
(ii) the expiration of Optionee’s right to exercise this Option pursuant to Section 3 hereof; or
(iii) in the event of Optionee’s death, receipt by the Company of notice of the identity and address of Optionee’s Successor (as defined in Section 5 hereof).
(b) The purchase price for Shares repurchased hereunder (the “Repurchase Price”) shall be the Fair Market Value per share of Class A Common Stock (determined in accordance with the Plan) as of the date of termination of Optionee’s Continuous Service.
(c) Written notice of exercise of the Repurchase Right, stating the number of Shares to be repurchased and the Repurchase Price per Share, shall be given by the Company to the Optionee or his or her Successor, as the case may be, during the period specified in Section 8(a) above.
(d) The Repurchase Price shall be payable, at the option of the Company, by cash or check, by cancellation of all or a portion of any outstanding indebtedness of Optionee to the Company, or by any combination thereof. The Repurchase Price shall be paid without interest within thirty (30) days after delivery of the notice of exercise of the Repurchase Right, against delivery by the Optionee or his or her Successor of a certificate or certificates representing the Shares to be repurchased, duly endorsed for transfer to the Company.
(e) The rights provided the Company under this Section 8 shall terminate upon the closing of the initial public offering of shares of the Company’s Class A Common Stock pursuant to a registration statement filed with and declared effective by the Securities and Exchange Commission under the Securities Act.
Company’s Repurchase Right. (a) In the event that Purchaser voluntarily terminates his relationship with the Company (or a parent or subsidiary of the Company), whether as an employee, director or consultant, and the Co-Founders do not purchase all of Purchaser's unvested Stock pursuant to the Co-Founders' Option under Section 2 above within the period set forth therein, the Company shall then have the right, exercisable upon written notice to Purchaser within thirty (30) days after the expiration of the Co-Founders' Option, to purchase all or a portion of the Stock which has not vested pursuant to Section 4 below as of such termination date (less shares purchased by the Co-Founders pursuant to Section 2 above), at a purchase price of $.047 per share.
(b) In the event the Company terminates Purchaser's relationship with the Company (or a parent or subsidiary of the Company), whether as an employee, director or consultant, for Cause (as defined below), then the Company shall have an option for a period of ninety (90) days after said termination to repurchase from Purchaser, at a purchase price of $.047 per share, up to but not exceeding the number of shares of Stock which have not vested under the provisions of Section 4 below as of such termination date.
Company’s Repurchase Right. (a) You understand that following your termination of employment or service with the Company and its affiliates, the Company shall have the right to purchase from you in accordance with the terms of this Section any and all Shares that you acquire pursuant to an exercise of an Option at a price per Share equal to the Fair Market Value thereof as of the date of repurchase (the “Repurchase Right”).
(b) The Company may elect to purchase the Shares acquired under an Option by delivery of written notice (the “Purchase Notice”) to you at any time. The Purchase Notice will set forth the number of Shares to be acquired from you, the aggregate consideration to be paid for such Shares and the time and place for the closing of the transaction.
(c) The closing of the repurchase transaction will take place on the date designated by the Company in the Purchase Notice, which date will not be more than thirty (30) days nor less than ten (10) days after the delivery of such notice. The Company will pay for the Option Shares to be purchased pursuant to the Purchase Notice in a cash payment. At the closing, you will deliver the certificates representing the Shares to be sold duly endorsed in form for transfer to the Company, and the Company will be entitled to receive customary representations and warranties from you regarding the Shares.
(d) The Repurchase Right shall terminate as to any Shares upon the first sale of common stock of the Company to the general public pursuant to a registration statement filed with and declared effective by the Securities and Exchange Commission under the Securities Act of 1933, as amended.
Company’s Repurchase Right. In the event of termination of a Participant's Continuous Service for any reason whatsoever (including death or disability), the Option Agreement may provide, in the discretion of the Administrator, that the Company, or its assignee, shall have the right, exercisable at the discretion of the Administrator, to repurchase shares of Common Stock acquired pursuant to the exercise of an Option at any time prior to the consummation of the Company's initial public offering of securities in an offering registered under the Securities Act of 1933, as amended, and at the price equal to the Fair Market Value per share of Common Stock as of the date of termination of Optionee's employment. The repurchase right provided in this Section 5.9 shall terminate and be of no further force or effect following the consummation of an underwritten public offering of the Company's Common Stock. In any event, the right to repurchase must be exercised within sixty (60) days of the termination of Participant's Continuous Service (or in the case of Common Stock issued upon exercise of Options after the date of termination, within sixty (60) days after the date of the exercise) and may be paid by the Company, or its assignee, by cash, check, or cancellation of indebtedness within thirty (30) days of the expiration of the right to exercise.
Company’s Repurchase Right. 4.4.1 The Company may repurchase all or any portion of the Shares purchased by Executive hereunder, at the Purchase Price (the "Repurchase Right") in which the Executive has not acquired a vested interest in accordance with the vesting provisions of paragraph 4.
Company’s Repurchase Right. All shares purchased upon exercise of the option under this Agreement shall be subject to the Company’s repurchase right as determined under the Plan.
Company’s Repurchase Right. (a) The Purchaser covenants and agrees that, except with the prior written consent of the Company, he will not transfer, sell or otherwise dispose of, whether directly or indirectly, any of the Shares prior to the later of (i) the second anniversary of the date hereof and (ii) the ninetieth (90th) day following the Termination Date (as defined below), and any purported disposition in violation hereof shall be null and void. If prior to the second anniversary of the date hereof the Purchaser's employment with the Company is terminated for any reason, then within sixty (60) days following the date of such termination (the "Termination Date"), the Company may elect, by delivering to the Purchaser a written notice of the Company's election, to purchase the Shares (including any securities issued in respect of the Shares upon any stock split, stock dividend, recapitalization, merger, consolidation or other similar event) for a total purchase price equal to the Purchase Price.
(b) If the Company exercises its right to purchase the Shares pursuant to this Section, the Company and the Purchaser shall consummate the sale and purchase of the Shares no later than ninety (90) days after the Termination Date.
(c) The Purchaser hereby acknowledges that the right of the Company to purchase the Shares in the manner described in this Section is not unreasonable under the circumstances existing as of the date hereof.
Company’s Repurchase Right. The Purchaser covenants and agrees that, -------------------------- except with the prior written consent of the Company, he will not transfer, sell or otherwise dispose of, whether directly or indirectly, any of the Shares prior to the later of (i) August 17, 1999 or (ii) the ninetieth (90th) day following the Termination Date (as defined below), and any purported disposition in violation hereof shall be null and void. If prior to the earlier of (y) August 17, 1999 or (z) a Change of Control of the Company, the Purchaser's employment with the Company is terminated voluntarily by Purchaser or by the Company for cause, then within sixty (60) days following the date of such termination (the "Termination Date"), the Company may elect, by delivering to the Purchaser a written notice of the Company's election, to purchase the Shares (including any securities issued in respect of the Shares upon any stock split, stock dividend, recapitalization, merger, consolidation or other similar event) for a total purchase price equal to the Purchase Price. For purposes of this Section 2.1, the term "Change of Control" means the occurrence of any of the following events after the date hereof: (i) any person or group of persons (as defined in Section 13(d) and 14(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")) together with its affiliates, excluding affiliates of Xxxxxx Equity Investors III, L.P., a Delaware limited partnership, and employee benefit plans of the Company, becomes, directly or indirectly, the "beneficial owner" (as defined in Rule 13d-3 under the Exchange Act) of securities of the Company representing 51% or more of the combined voting power of the Company's then outstanding securities; (ii) the stockholders of the Company approve a merger or consolidation of the Company with any other corporation or entity regardless of which entity is the survivor, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or being converted into voting securities of the surviving entity) at least 50% of the combined voting power of the voting securities of the Company or such surviving entity outstanding immediately after such merger or consolidation; or (iii) the stockholders of the Company approve a plan of complete liquidation or winding-up of the Company or an agreement for the sale or disposition by the Company ...
Company’s Repurchase Right. 5.1. The Company shall have the right (but not the obligation) to repurchase (the “Repurchase Right”) any portion of this Option that has not been exercised by Optionee at any time for any reason whatsoever. Upon exercise of the Repurchase Right, the Optionee shall be obligated to sell the Option to Company, as provided in this Section 5.
5.2. The purchase price for the Option or portion of the Option repurchased hereunder (the “Repurchase Price”) shall be equal to Five Cents ($0.05) per share of Common Stock covered by the Option (or portion thereof) being repurchased by the Company. The Company may exercise the Repurchase Right at any time during the first year following the issuance of the Option by providing written notice of exercise of the Repurchase Right, stating the portion of the Option to be repurchased and the Repurchase Price. The Repurchase Price shall be payable, at the option of the Company, by check or by cancellation of all or a portion of any outstanding indebtedness of Optionee to the Company, or by any combination thereof. The Repurchase Price shall be paid without interest within five (5) days after delivery of the notice of exercise of the Repurchase Right, against delivery by the Optionee of this Agreement.
Company’s Repurchase Right. Any Share that may be acquired pursuant to this Agreement is subject to the Repurchase Right provisions of Section 12 of the LTIP, if applicable.
