Common use of Equity Redemption Clause in Contracts

Equity Redemption. Notwithstanding anything to the contrary contained herein or in the LLC Agreement, subject to Executive complying with the Precision Boards' reasonable requests in implementing a prompt and effective management transition, (i) if the Company terminates Executive's employment without Cause or Executive terminates his employment with Good Reason as set forth in Section 1.8(a)(i), within 60 days after the Termination Date Executive will sell to LLC or its designee, and the Company will cause LLC or its designee to purchase in cash from Executive, his equity interest in LLC at the fair market value thereof as of the Termination Date (as determined by the management committee of LLC in its good faith discretion); or (ii) if the Company provides a Non-Renewal Notice to Executive, within 60 days after the Termination Date Executive will sell to LLC or its designee, and the Company will cause LLC or its designee to purchase in cash from Executive, his equity interest in LLC at the fair market value thereof as of the Termination Date (as determined by the management committee of LLC in its good faith discretion). PROVIDED, HOWEVER, that in the case of Sections 1.5(c)(i) and (ii), if Executive breaches his obligation to comply with the Precision Boards' reasonable requests in implementing a prompt and effective management transition, LLC or its designee will retain for a one-year period after such Termination Date the right, but not the obligation, to purchase in cash from Executive, and Executive will sell to LLC or its designee upon notice from LLC or its designee, his equity interest in LLC at cost; PROVIDED, FURTHER, HOWEVER, subject to other applicable provisions of this Agreement, if LLC or its designee has not purchased Executive's equity interest in LLC within 60 days after the Termination Date, simple interest shall accrue at an annual rate of 8% on such payment commencing on the 61st day following the Termination Date to the date such payment is made by LLC or its designee to Executive.

Equity Redemption. Notwithstanding anything to the contrary contained herein or in the LLC Agreement, subject to Executive complying with the Precision Boards' reasonable requests in implementing a prompt and effective management transition, (i) if the Company terminates Executive's employment without Cause or Executive terminates his employment with Good Reason as set forth in Section 1.8(a)(i), within 60 days after the Termination Date Executive will sell to LLC or its designee, and the Company will cause LLC or its designee to purchase in cash from Executive, his equity interest in LLC at the fair market value thereof as of the Termination Date (as determined by the management committee of LLC in its good faith discretion); or (ii) if the Company provides a Non-Renewal Notice to Executive, within 60 days after the Termination Date Executive will sell to LLC or its designee, and the Company will cause LLC or its designee to purchase in cash from Executive, his equity interest in LLC at the fair market value thereof as of the Termination Date (as determined by the management committee of LLC in its good faith discretion). PROVIDEDprovided, HOWEVERhowever, that in the case of Sections 1.5(c)(i) and (ii), if Executive breaches his obligation to comply with the Precision Boards' reasonable requests in implementing a prompt and effective management transition, LLC or its designee will retain for a one-year period after such Termination Date the right, but not the obligation, to purchase in cash from Executive, and Executive will sell to LLC or its designee upon notice from LLC or its designee, his equity interest in LLC at cost; PROVIDEDprovided, FURTHERfurther, HOWEVERhowever, subject to other applicable provisions of this Agreement, if LLC or its designee has not purchased Executive's equity interest in LLC within 60 days after the Termination Date, simple interest shall accrue at an annual rate of 8% on such payment commencing on the 61st day following the Termination Date to the date such payment is made by LLC or its designee to Executive.

Equity Redemption. (i) Notwithstanding anything to the contrary contained herein or in the LLC Agreement, subject to Executive complying with assisting the Precision Boards' reasonable requests Boards in implementing completing a prompt and effective management transition, (iA) if before the first anniversary of the Effective Date of the Initial Employment Term Executive's employment is terminated for any reason or for no reason as set forth in Section 1.8, within 60 days after the Termination Date Executive will sell to LLC or its designee, and the Company will cause LLC or its designee to purchase in cash from Executive, his equity interest in LLC at cost; (B) if on or after the first anniversary of the Effective Date of the Initial Employment Term the Company terminates Executive's employment without Cause or Executive terminates his employment with Good Reason as set forth in Section 1.8(a)(i), within 60 days after the Termination Date Executive will sell to LLC or its designee, and the Company will cause LLC or its designee to purchase in cash from Executive, his equity interest in LLC at the fair market value thereof as of the Termination Date (as determined by the management committee of LLC in its good faith discretion); or (iiC) if the Company provides a Non-Renewal Notice to Executive, within 60 days after the Termination Date Date, at the Executive's election, Executive will sell to LLC or its designee, and the Company will cause LLC or its designee to purchase in cash from Executive, his equity interest in LLC at the lower of cost and the fair market value thereof as of the Termination Date (as determined by the management committee of LLC in its good god faith discretion). PROVIDED, HOWEVER, that in the case of Sections 1.5(c)(i1.5(c)(i)(A), (B) and (iiC), if Executive breaches his obligation to comply with assist the Precision Boards' reasonable requests Boards in implementing completing a prompt and effective management transition, LLC or its designee will retain for a one-year period after such Termination Date the right, but not the obligation, to purchase in cash from Executive, and Executive will sell to LLC or its designee upon notice from LLC or its designee, his equity interest in LLC at cost; PROVIDED, FURTHER, HOWEVER, subject to other applicable provisions of this Agreement, if LLC or its designee has not purchased Executive's equity interest in LLC within 60 days after the Termination Date, simple interest shall accrue at an annual rate of 8% on such payment commencing on the 61st day following the Termination Date to the date such payment is made by LLC or its designee to Executive. (ii) (A) Notwithstanding the foregoing, if Executive disagrees with the good faith determination of fair market value by the management committee of LLC as set forth in Sections 1.5(c)(i)(B) and (C) and provides notice thereof to LLC within 5 days after such determination of fair market value has been made (the "Dispute Notice"), then such fair market value will be determined as follows: (1) Executive and LLC (or its designee) will attempt to agree upon the fair market value of Executive's equity interest in LLC as of the Termination Date. (2) If no such agreement is reached within 30 days after the Dispute Notice, then an appraisal will be undertaken by an Appraiser to be mutually selected by Executive and LLC (or its designee). If Executive and LLC (or its designee) cannot agree on an Appraiser within 10 days thereafter, then Executive and LLC (or its designee) will each choose an Appraiser and such Appraisers will together select and appoint a third Appraiser to conduct the appraisal. (3) Executive and LLC (or its designee) will instruct the Appraiser to render its determination as soon as practicable thereafter, but in no event later than 30 days after the Appraiser is chosen. The Appraiser's determination will be conclusive and binding upon each of Executive and LLC (or its designee). Nothing herein will be construed to authorize or permit the Appraiser to determine any question or matter whatsoever under or in connection with this Agreement except the determination of the fair market value of Executive's equity interest in LLC as of the Termination Date. (4) The fees and expenses of the Appraiser or Appraisers selected hereunder will be shared equally by Executive and the Company.