Common use of Inability of Company to Purchase Clause in Contracts

Inability of Company to Purchase. If Company is unable to lawfully purchase all of the Shares which it is required or permitted to purchase pursuant to this Agreement because such purchase would cause Company to be insolvent, then until such time as Company is legally able to purchase the Shares pursuant to this Agreement, the purchase thereof shall be considered to be deferred. Notwithstanding the forgoing, if WiCell shall so request, Company shall purchase as many Shares as it is legally able to purchase as requested by WiCell on the date originally required by this Section 3 (the “Original Closing Date”) and at such times as WiCell may thereafter reasonably request. Any deferral of the purchase of iPS Cells, Inc. Amended and Restated Equity Agreement 05-W200A 2 of 13 Shares hereunder shall not change, defer or otherwise affect the date as of which the value of each Share to be purchased is to be determined as provided herein (the “Original Valuation Date”) with respect to deferred purchases occurring during the one (1) year period following the Original Closing Date. Thereafter, the value per share of any Shares, the purchase of which has been deferred hereunder (the “Deferred Shares”) shall be redetermined on each successive one (1) year anniversary (“Redetermination Date”) of the Original Closing Date and the value of each Deferred Share remaining to be purchased at any time shall be the greater of (a) the value determined on the Original Valuation Date, or (b) the value determined on the Redetermination Date last preceding the purchase of such Shares.

Inability of Company to Purchase. If Company is unable to lawfully purchase all of the Shares which it is required or permitted to purchase pursuant to this Agreement because such purchase would cause Company to be insolvent, then until such time as Company is legally able to purchase the Shares pursuant to this Agreement, the purchase thereof shall be considered to be deferred. Notwithstanding the forgoing, if WiCell XXXX shall so request, Company shall purchase as many Shares as it is legally able to purchase as requested by WiCell XXXX on the date originally required by this Section 3 (the “Original Closing Date”) and at such times as WiCell XXXX may thereafter reasonably request. Any deferral of the purchase of iPS Cells, Inc. Amended and Restated Equity Agreement 05-W200A 2 of 13 Shares hereunder shall not change, defer or otherwise affect the date as of which the value of each Share to be purchased is to be determined as provided herein (the “Original Valuation Date”) with respect to deferred purchases occurring during the one (1) year period following the Original Closing Date. Thereafter, the value per share of any Shares, the purchase of which has been deferred hereunder (the “Deferred Shares”) shall be redetermined on each successive one (1) year anniversary (“Redetermination Date”) of the Original Closing Date and the value of each Deferred Share remaining to be purchased at any time shall be the greater of (a) the value determined on the Original Valuation Date, or (b) the value determined on the Redetermination Date last preceding the purchase of such Shares.. iPS Cell, Inc. Amended and Restated Equity Agreement 08-0103A and 08-0462A