Company’s Repurchase Rights. The provisions in Section 14.1 of the Plan regarding the Company’s repurchase rights shall apply to the Option.
Company’s Repurchase Rights. The Company shall have the right (the “Repurchase Right”) to repurchase from the then-current holder of the Option (or the shares of Common Stock acquired upon exercise of the Option) (the “Holder”) some or all (as determined by the Company or its assignee or assignees, as applicable) of the shares of Common Stock held or subsequently acquired upon exercise of the Option in accordance with the terms hereof by the Holder at the price per share equal to Fair Market Value (the “Repurchase Price”). The Repurchase Right may be exercised by the Company or its assignee or assignees at any time. The Repurchase Right shall be exercised by the Company or its assignee or assignees by giving the Holder written notice of its intention to exercise the Repurchase Right. Upon such notification, the Holder shall promptly surrender to the Company or its assignee or assignees any certificates representing the shares of Common Stock being purchased, duly endorsed for transfer, free and clear of any liens or encumbrances, together with a duly executed stock power for the transfer of such shares to the Company or its assignee or assignees. Upon the Company’s or its assignee’s receipt of the certificates from the Holder, the Company or its assignee shall deliver to such Holder a check for the Repurchase Price of the shares of Common Stock being purchased; provided, however, that the Company may pay the Repurchase Price for such shares by offsetting and canceling any indebtedness then owed by the Participant to the Company. The Repurchase Right shall terminate in accordance with Section 24. The Company may assign the Repurchase Right to one or more Persons.
Company’s Repurchase Rights. If the Director shall exercise any portion of the Option prior to satisfying the vesting provisions of Section 3.1(a) and the Director ceases to be a director of the Company for any reason prior to the time that the shares purchased upon exercise vest in full, the Director shall enter into a Restricted Stock Purchase Agreement in form and substance acceptable to the Company, which shall provide that the Company shall have the right, but not the obligation, to purchase any or all of the unvested shares for a purchase price equal to the lesser of: (i) the original purchase price or (ii) the fair market value of the shares determined in accordance with the Plan.
Company’s Repurchase Rights. If Key Employee is terminated by the Company for cause or if the Employee shall commit, or permit, an unauthorized Transfer of the Shares or shall terminate employment without cause at any time, Company shall be entitled to repurchase all, but not less than all, of the Shares then owned by Key Employee. If such purchase is made within twelve (12) months of the date hereof, the purchase price shall be the greater of (i) the price paid for the Shares by Key Employee, or (ii) one dollar ($1.00). Thereafter, the purchase price shall be the greater of (i) the price paid for the Shares by Key Employee, or (ii) the book value of Company as of the date of termination of his employment or the date of the attempted transfer. To exercise its repurchase rights, Company shall notify Key Employee that it is exercising
Company’s Repurchase Rights. The Company will have the right to repurchase any of the Shares (but not the Option) on any given day at their Fair Market Value on that date; provided, however, the Company's repurchase right will lapse as follows:
(A) The Company's repurchase right will lapse with respect to 476 Shares on February 1, 1999 if the Optionee is continuously employed by the Company through that date;
(B) The Company's repurchase right will lapse with respect to an additional 476 Shares on February 1, 2000 if the Optionee is continuously employed by the Company through that date;
(C) The Company's repurchase right will lapse with respect to an additional 476 Shares on February 1, 2001 if the Optionee is continuously employed by the Company through that date;
(D) The Company's repurchase right will lapse with respect to an additional 285 Shares on February 1, 2002 if the Optionee is continuously employed by the Company through that date;
(E) The Company's repurchase right will lapse with respect to an additional 285 Shares on February 1, 2003 if the Optionee is continuously employed by the Company through that date; and
(F) The Company's repurchase right will lapse with respect to all remaining Shares on February 1, 2004 if the Optionee is continuously employed by the Company through that date. The Optionee may not transfer (whether by sale, gift or otherwise), pledge or encumber or in any way dispose of any Share or any right or interest therein to any party other than the Company while that Share remains subject to repurchase by the Company. Any such attempt to transfer any of the Shares while still subject to repurchase by the Company will be null and void.
Company’s Repurchase Rights. The ISO Shares arising from exercise of this ISO shall be subject to a right of repurchase in favor of the Company,(the "Right of Repurchase") to the extent set forth on Exhibit 7 attached hereto (the absence of such exhibit indicating that no such exhibit was intended and that the ISO shall be subject to the limitations set forth on Exhibit 5-1). If the Optionee's employment with the Company terminates before the Right of Repurchase lapses in accordance with Exhibit 7, the Company may purchase ISO Shares subject to the Right of Repurchase (either by payment of cash or by cancellation of purchase money indebtedness) for an amount equal to the price the Optionee paid for such ISO Shares (exclusive of any taxes paid upon acquisition of the stock) by giving notice at any time within the later of (a) 30 days after the acquisition of the ISO Shares upon option exercise, or (b) 90 days after such termination of employment that the Company is exercising its right of
Company’s Repurchase Rights. The Shares shall be subject to repurchase by the Company in accordance with the Plan, the Option Agreement and the Securityholders’ Agreement (as defined in the Option Agreement).
Company’s Repurchase Rights. The provisions in Section 13.1 (except for Section 13.1(d)(3)) of the Plan regarding the Company’s repurchase rights shall apply to the Option; provided, however, that, the repurchase price per Unit shall be calculated pursuant to Sections 13.1(a)(ii) and 13.1(b) of the Plan, as applicable, and the Repurchase Period shall be determined in accordance with Sections 2.49(a)(2) and 2.49(b) of the Plan, as applicable for any Termination other than a Termination by the Company for Cause.
Company’s Repurchase Rights. Grantee agrees that the Shares granted hereunder are subject to the following repurchase rights of the Company or its designee:
a. In the event that prior to October 12, 2014, the Grantee voluntarily (i) terminates his position as a member of the board of directors of the Company or otherwise attempts to dispose of, transfer, or sell the Director Shares, or (ii) ceases providing consulting services to the Company or otherwise attempts to dispose of, transfer, or sell the Consulting Shares, the Company or its designee shall have the right (but not the obligation) to repurchase the Director Shares and/or the Consulting Shares, as applicable, for a repurchase price equal to Grantee’s per share federal and state income tax liability on the applicable Shares as evidenced by the Grantee’s Section 83(b) election filed pursuant to Section 2 above and assuming an applicable combined tax rate of 50.6%1 (the “Repurchase Right”).
b. The Repurchase Right will lapse (i) with respect to 2.0833% of the Shares on June 12, 2011 and on the 12th day of every month thereafter and (ii) with respect to all of the Director Shares, if Grantee remains on the board of directors of the Company, and all of the Consulting Shares, if Grantee remains a consultant for the Company, through the consummation of an Approved Sale.
c. Grantee and the Company agree that on the Grant Date, the Repurchase Right is not applicable as to 14.58% of the Shares.
d. The Grantee agrees that the terms and conditions set forth in this Section 6 will supersede any contrary provisions set forth in Article VIII of the Plan.
Company’s Repurchase Rights
