Common use of Exercise of Right of Repurchase Clause in Contracts

Exercise of Right of Repurchase. The Right of Repurchase shall be exercised by the Company, which exercise must be authorized by the affirmative vote of at least a majority of the members of the Company’s Board of Directors entitled to vote thereon (other than the Founder if the Founder is then a member of the Board of Directors), by delivering to the Founder or his or her executor (and, if applicable, to any Permitted Transferee thereof holding shares of Unvested Restricted Stock) written notice (the “Repurchase Notice”) specifying the number of shares of Unvested Restricted Stock to be purchased and the Repurchase Price applicable thereto, and payment of the aggregate Repurchase Price prior to the expiration of the 45-day period specified in subsection (b) above. At the Company’s option, payment of the aggregate Repurchase Price may be made (i) by delivery to the Founder or his or her executor (and, if applicable, to any such Permitted Transferee), with the Repurchase Notice, of a check payable to the order of the Founder or his or her executor (and, if applicable, to any such Permitted Transferee) in the amount of the Repurchase Price for the number of shares of Unvested Restricted Stock being purchased, or (ii) in the event the Founder is indebted to the Company, by cancellation by the Company of an amount of such indebtedness equal to the Repurchase Price for the number of shares of Unvested Restricted Stock being purchased, or (iii) by a combination of (i) and (ii) so that the combined payment and cancellation of indebtedness equals such aggregate Repurchase Price. Upon delivery of the Repurchase Notice and payment of the aggregate Repurchase Price in any of the ways described above, the Company shall become the legal and beneficial owner of the shares of Unvested Restricted Stock being purchased and all rights and interest therein or related thereto, and the Company shall have the right to transfer to its own name the number of shares of Unvested Restricted Stock being purchased by the Company, without further action by the Founder. If and to the extent the Right of Repurchase is not so exercised by delivering the Repurchase Notice and payment of the aggregate Repurchase Price within the 45-day period specified in subsection (b) above, the Right of Repurchase shall automatically expire and terminate effective upon the expiration of such 45-day period and the terminated Founder (and any such Permitted Transferee) shall continue to hold such shares of Restricted Stock pursuant to all of the other provisions of this Agreement.

Exercise of Right of Repurchase. The Right of Repurchase shall be exercised by the Company, which exercise must be authorized by the affirmative vote of at least a majority of the members of the Company’s Board of Directors entitled to vote thereon (other than the Founder if the Founder is then a member of the Board of Directors), by delivering to the Founder or his or her executor (and, if applicable, to any Permitted Transferee thereof holding shares of Unvested Restricted Stock) written notice (the “Repurchase Notice”) specifying the number of shares of Unvested Restricted Stock to be purchased and the Repurchase Price applicable thereto, and payment of the aggregate Repurchase Price prior to the expiration of the 45-day period specified in subsection (b) above. At the Company’s option, payment of the aggregate Repurchase Price may be made (i) by delivery to the Founder or his or her executor (and, if applicable, to any such Permitted Transferee), with the Repurchase Notice, of a check payable to the order of the Founder or his or her executor (and, if applicable, to any such Permitted Transferee) in the amount of the Repurchase Price for the number of shares of Unvested Restricted Stock being purchased, or (ii) in the event the Founder is indebted to the Company, by cancellation by the Company of an amount of such indebtedness equal to the Repurchase Price for the number of shares of Unvested Restricted Stock being purchased, or (iii) by a combination of (i) and (ii) so that the combined payment and cancellation of indebtedness equals such aggregate Repurchase Price. Upon delivery of the Repurchase Notice and payment of the aggregate Repurchase Price in any of the ways described above, the Company shall become the legal and beneficial owner of the shares of Unvested Restricted Stock being purchased and all rights and interest therein or related thereto, and the Company shall have the right to transfer to its own name the number of shares of Unvested Restricted Stock being purchased by the Company, without further action by the Founder. If and to the extent the Right of Repurchase is not so exercised by delivering the Repurchase Notice and payment of the aggregate Repurchase Price within the 45-day period specified in subsection (b) above, the Right of Repurchase shall automatically expire and terminate effective upon the expiration of such 45-day period and the terminated Founder (and any such Permitted Transferee) shall continue to hold such shares of Restricted Stock pursuant to all of the other provisions of this Agreement.