Common use of Delay of Repurchase Clause in Contracts

Delay of Repurchase. In the event that a repurchase by Holding, otherwise permitted or required under Section 6(a) is prevented solely by the terms of Section 11(a), (i) such repurchase will be postponed and will take place without the application of further conditions or impediments (other than as set forth in Section 7 hereof or in this Section 11) at the first opportunity thereafter when Holding has funds legally available therefor and when such repurchase will not result in any default, event of default or violation under any of the Financing Agreements or in a violation of any term or provision of the Certificate of Incorporation of Holding and (ii) such repurchase obligation shall rank against other similar repurchase obligations with respect to Shares or options in respect thereof according to priority in time of (A) the effective date of the termination of employment in connection with any repurchase obligation arising pursuant to an exercise of the option of Holding under Section 6(a), or (B) as to any repurchase obligation arising pursuant to an exercise of any Purchaser's right to require a repurchase under Section 6(a), the date upon which Holding receives written notice of such exercise, provided that any such repurchase obligations as to which a common date determines priority under clause (A) or (B) above shall be of equal priority and shall share pro rata in any repurchase payments made pursuant to clause (i) above and provided, further, that any repurchase commitment arising from Permanent Disability, death or Retirement or any repurchase commitment made by the Board pursuant to Section 6(b) shall have priority over any other repurchase obligation.

Delay of Repurchase. In the event that a repurchase by Holding, the Company otherwise permitted or required under Section 6(a5(c) is prevented solely by the terms of Section 11(a10(a), (i) such repurchase will be postponed and will take place without the application of further conditions or impediments (other than as set forth in Section 7 5 hereof or in this Section 1110) at the first opportunity thereafter when Holding the Company has funds legally available therefor and when such repurchase will not result in any default, event of default or violation under any of the Financing Agreements or in a violation of any term or provision of the Certificate of Incorporation of Holding the Company and (ii) such repurchase obligation shall rank against other similar repurchase obligations with respect to Shares shares of Common Stock or options in respect thereof according to priority in time of (A) the effective date of the termination of employment in connection with any repurchase obligation arising pursuant to an exercise of the option of Holding the Company under Section 6(a)5(c)(i) of the applicable management stock option agreements or under the comparable provisions of any applicable management stock subscription agreements, or (B) as to any repurchase obligation arising pursuant to an exercise of any Purchaserholder's right to require a repurchase under Section 6(a)any applicable management stock subscription agreement, the date upon which Holding the Company receives written notice of such exercise, provided that any such repurchase obligations as to which a common date determines priority under clause (A) or (B) above shall be of equal priority and shall share pro rata in any repurchase payments made pursuant to clause (i) above and provided, further, that any repurchase commitment with respect to shares of Common Stock arising from Permanent Disability, death or death, Retirement or any repurchase commitment made by the Board financial hardship pursuant to Section 6(b) any applicable management stock subscription agreement shall have priority over any other repurchase obligation.

Delay of Repurchase. In the event that a repurchase by Holding, the Company otherwise permitted or required under Section 6(a4(c) is prevented solely by the terms of Section 11(a9(a), (i) such repurchase will be postponed and will take place without the application of further conditions or impediments (other than as set forth in Section 7 4 hereof or in this Section 119) at the first opportunity thereafter when Holding the Company has funds legally available therefor and when such repurchase will not result in any default, event of default or violation under any of the Financing Agreements or in a violation of any term or provision of the Certificate of Incorporation of Holding the Company and (ii) such repurchase obligation commitment shall rank against other similar repurchase obligations commitments with respect to Shares shares of Common Stock or options in respect thereof according to priority in time of (A) the effective date of the termination of employment in connection with any repurchase obligation arising pursuant to an exercise of the option of Holding the Company under Section 6(a), or (B) as to any repurchase obligation arising pursuant to an exercise of any Purchaser's right to require a repurchase under Section 6(a4(c)(i), the date upon which Holding the Company receives written notice of such exercise, provided that any such repurchase obligations repurchases as to which a common date determines priority under this clause (Aii) or (B) above shall be of equal priority and shall share pro rata prorata in any repurchase payments made pursuant to clause (i) above i)above and provided, further, that (x) any repurchase commitment arising from Permanent Disability, death or Retirement or at Normal Retirement Age or, in the case of shares of Common Stock, any repurchase commitment made by the Board pursuant to Section 6(b) of the Management Stock Subscription Agreement shall have priority over any other repurchase obligationcommitment and (y) all Section references in this clause (ii) shall be deemed to refer to the corresponding Section of this Agreement or the Management Stock Subscription Agreement, as the case may be, and to any similar provision of any other management stock option or stock subscription agreement to which the Company is or becomes a party.

Delay of Repurchase. In the event that the completion of a repurchase by Holding, the Company otherwise permitted or required under Section 6(a) is prevented solely by the terms of Section 11(a), the Company shall provide written notice thereof to the Purchaser and (i) such repurchase will be postponed and will take place without the application of further conditions or impediments (other than as set forth in Section 7 hereof or in this Section 11) at the first opportunity thereafter when Holding the Company has funds legally available therefor and when such repurchase will not result in any default, event of default or violation under any of the Financing Agreements or in a violation of any term or provision of the Certificate of Incorporation of Holding the Company and (ii) such repurchase obligation shall rank against other similar repurchase obligations with respect to Shares shares of Common Stock or options or deferred stock units in respect thereof according to priority in time of (A) the effective date of the termination of employment in connection with any or, if applicable, determination of financial hardship giving rise to such repurchase obligation obligation; provided that (A) repurchase obligations arising pursuant to an the exercise of the option of Holding under Section 6(a), or (B) as to any repurchase obligation arising pursuant to an exercise of any a Purchaser's right to require a repurchase under Section 6(a), ) and repurchase obligations arising under Section 6(b) by reason of an approved financial hardship shall take precedence over repurchase obligations arising pursuant to the date upon which Holding receives written notice Company's exercise of such exercise, provided that any such its right to repurchase the Shares under Section 6(a) and (B) repurchase obligations as to which a common date determines priority under clause (A) or (B) above shall be of equal priority and shall share pro rata in any repurchase payments made pursuant to clause (i) above and provided, further, that any repurchase commitment arising from Permanent Disability, death or Retirement or any repurchase commitment made by the Board pursuant to Section 6(b) shall have priority over any other repurchase obligation.date

Delay of Repurchase. In the event that a repurchase by Holding, ------------------- otherwise permitted or required under Section 6(a) is prevented solely by the terms of Section 11(a), (i) such repurchase will be postponed and will take - place without the application of further conditions or impediments (other than as set forth in Section 7 hereof or in this Section 11) at the first opportunity thereafter when Holding has funds legally available therefor and when such repurchase will not result in any default, event of default or violation under any of the Financing Agreements or in a violation of any term or provision of the Certificate of Incorporation of Holding and (ii) such repurchase obligation -- shall rank against other similar repurchase obligations with respect to Shares or options in respect thereof according to priority in time of (A) the effective - date of the termination of employment in connection with any repurchase obligation arising pursuant to an exercise of the option of Holding under Section 6(a), or (B) as to any repurchase obligation arising pursuant to an - exercise of any Purchaser's right to require a repurchase under Section 6(a), the date upon which Holding receives written notice of such exercise, provided -------- that any such repurchase obligations as to which a common date determines priority under clause (A) or (B) above shall be of equal priority and shall share pro rata in any repurchase payments made pursuant to clause (i) above and provided, further, that any repurchase commitment arising from Permanent -------- ------- Disability, death or Retirement or any repurchase commitment made by the Board pursuant to Section 6(b) shall have priority over any other repurchase obligation.

Delay of Repurchase. In the event that a repurchase by Holding, the ------------------- Company otherwise permitted or required under Section 6(a4(c) is prevented solely by the terms of Section 11(a9(a), (i) such repurchase will be postponed and will take place - without the application of further conditions or impediments (other than as set forth in Section 7 4 hereof or in this Section 119) at the first opportunity thereafter when Holding the Company has funds legally available therefor and when such repurchase will not result in any default, event of default or violation under any of the Financing Agreements or in a violation of any term or provision of the Certificate of Incorporation of Holding the Company and (ii) such repurchase obligation -- commitment shall rank against other similar repurchase obligations commitments with respect to Shares shares of Common Stock or options in respect thereof according to priority in time of (A) the effective date of the termination of employment in connection with any repurchase obligation arising pursuant to an exercise of the option of Holding the Company under Section 6(a), or (B) as to any repurchase obligation arising pursuant to an exercise of any Purchaser's right to require a repurchase under Section 6(a4(c)(i), the date upon which Holding the Company receives written notice of such exercise, provided that any such repurchase obligations -------- repurchases as to which a common date determines priority under this clause (Aii) or (B) above shall be of equal priority and shall share pro rata in any repurchase payments made pursuant to clause (i) above and provided, further, that (x) any -------- ------- repurchase commitment arising from Permanent Disability, death or Retirement or at Normal Retirement Age or, in the case of shares of Common Stock, any repurchase commitment made by the Board pursuant to Section 6(b) of the Management Stock Subscription Agreement shall have priority over any other repurchase obligationcommitment and (y) all Section references in this clause (ii) shall be deemed to refer to - the corresponding Section of this Agreement or the Management Stock Subscription Agreement, as the case may be, and to any similar provision of any other management stock option or stock subscription agreement to which the Company is or becomes a party.

Delay of Repurchase. In the event that a repurchase by Holding, the ------------------- Company otherwise permitted or required under Section 6(a) or 8(c) is prevented solely by the terms of Section 11(a), (i) such repurchase will be postponed - and will take place without the application of further conditions or impediments (other than as set forth in Section 7 hereof or in this Section 11) at the first opportunity thereafter when Holding the Company has funds legally available therefor and when such repurchase will not result in any default, event of default or violation under any of the Financing Agreements or in a violation of any term or provision of the Certificate of Incorporation of Holding the Company and (ii) such -- repurchase obligation shall rank against other similar repurchase obligations with respect to Shares shares of Common Stock or options in respect thereof according to priority in time of (A) the effective date of the termination of employment - in connection with any repurchase obligation arising pursuant to an exercise of the option of Holding the Company under Section 6(a), or (B) as to any repurchase - obligation arising pursuant to an exercise of any Purchaserpurchaser's right to require a repurchase under Section 6(a), the date upon which Holding the Company receives written notice of such exercise, provided that any such repurchase obligations as to -------- which a common date determines priority under clause (A) or (B) above shall be of equal priority and shall share pro rata in any repurchase payments made pursuant to clause (i) above and provided, further, that (x) any repurchase -------- ------- - commitment arising from Permanent Disability, death or Retirement at Normal Retirement Age or any repurchase commitment made by the Board pursuant to Section 6(b) shall have priority over any other repurchase obligationobligation and (y) - all Section references in this clause (ii) shall be deemed to refer to the corresponding Section of this Agreement and to any similar provision of any other Management Stock Subscription Agreement or management stock option agreement to which the Company is or becomes a party.

Delay of Repurchase. In the event that a the repurchase of any of ------------------- the Shares by Holding, Holding otherwise permitted or required under Section 6(a) is prevented solely by the terms of Section 11(a), Holding shall provide written notice thereof to the Purchaser and (i) such repurchase will be postponed and - will take place without the application of further conditions or impediments (other than as set forth in Section 7 hereof or in this Section 11) at the first opportunity thereafter when Holding has funds legally available therefor and when such repurchase will not result in any default, event of default or violation under any of the Financing Agreements or in a violation of any term or provision of the Certificate Articles of Incorporation of Holding or any law of Luxembourg and (ii) such repurchase obligation shall rank against other similar repurchase -- obligations with respect to Shares shares of Common Stock or options in respect thereof according to priority in time of (A) the effective date of the termination of employment in connection with any or, if applicable, determination of financial hardship giving rise to such repurchase obligation obligation; provided that (A) repurchase obligations arising pursuant to an the exercise of the option of Holding under Section 6(a), or (B) as to any repurchase obligation arising pursuant to an exercise of any a - Purchaser's right to require a repurchase under Section 6(a) and repurchase obligations arising under Section 6(b) by reason of an approved financial hardship shall take precedence over repurchase obligations arising pursuant to Holding's exercise of its right to repurchase the Shares under Section 6(a) (unless the Purchaser had given written notice to Holding of such Purchaser's intent to require Holding to repurchase the Shares under Section 6(a) in the event that Holding does not exercise its right to do so, in which case, solely for purposes of this clause (A), such repurchase shall be treated as pursuant to such right of the date upon which Holding receives written notice of such exercise, provided that any such Purchaser) and (B) repurchase obligations as to which a - common date determines priority under clause (A) or (B) above shall be of equal priority and shall share pro rata in any repurchase payments made pursuant to clause (i) above above. In the event that the repurchase of any of the Shares by Holding otherwise required under Section 6(a) is prevented by reason of clause (iii) of Section 11(a), and provideda Subsidiary of Holding has cash and legally available distributable reserves sufficient to enable Holding to effect such repurchase (and the distribution of such cash can be accomplished without the imposition of any withholding or other tax or other cost and without adversely affecting the business affairs of such Subsidiary) so that such repurchase would not be prevented by reason of such clause (iii), furtherHolding will use commercially reasonable efforts to cause such Subsidiary to so distribute such funds, that subject in all cases to any repurchase commitment arising from Permanent Disability, death restrictions or Retirement or other limitations in any repurchase commitment made by of the Board pursuant to Section 6(b) shall have priority over any other repurchase obligationFinancing Agreements.