Lapsing Repurchase Right. Except as set forth in Subsections 2.1(b), 2.1(c) and 2.1(d) hereof, in the event that for any reason the Participant is no longer an employee, director or consultant of the Company or an Affiliate prior to the third anniversary of the Date of Reference, the Company (or its designee) shall have the option, but not the obligation, to purchase from the Participant (or the Participant’s Survivor), and, in the event the Company exercises such option, the Participant (or the Participant’s Survivor) shall be obligated to sell to the Company (or its designee), at a price per Granted Share equal to the Purchase Price, all or any part of the Granted Shares set forth in clauses (i) and (ii) below (the “Lapsing Repurchase Right”). The Company’s Lapsing Repurchase Right shall be valid for a period of one year commencing with the date of such termination of employment or service. Notwithstanding any other provision hereof, in the event the Company is prohibited during such one year period from exercising its Lapsing Repurchase Right by Section 160 of the Delaware General Corporation Law as amended from time to time (or any successor provision), then the time period during which such Lapsing Repurchase Right may be exercised shall be extended until 30 days after the Company is first not so prohibited. For the purposes of this Agreement, “Date of Reference” shall be August 21, 2006.
Lapsing Repurchase Right. Subject to the terms set forth in 2.1(b), in the event that for any reason the Participant is no longer a director of the Company or an Affiliate prior to the occurrence of a Triggering Event, as defined immediately below, (the “Termination”), the participant (or the participant’s Survivor) shall, on the date of Termination, immediately forfeit to the Company (or its designee) all of the Granted Shares which are then unvested (the “Lapsing Repurchase Right”).
Lapsing Repurchase Right. Except as set forth in Subsections 2(b), 2(c) and 2(d), in the event for any reason the Officer ceases to be an employee of the Company prior to the third anniversary of the Grant Date, the Company or its designee shall have the option, but not the obligation, to purchase from the Officer (or his successor in interest), and the Officer (or his successor in interest) shall be obligated to sell to the Company or its designee, at a price per Share equal to the Purchase Price, all or any part of the Shares set forth in clauses (i), (ii) and (iii) below (the "Lapsing Repurchase Right"). The Company's Lapsing Repurchase Right shall be valid for a period of six (6) months commencing with the date of such termination. Notwithstanding any other provision hereof, in the event the Company is prohibited during such six (6) months from exercising its Lapsing Repurchase Right by Section 160 of the Delaware General Corporation Law as amended from time to time (or any successor provision) then the time period such Lapsing Repurchase Right may be exercised shall be extended until twenty (20) days after the Company is first not so prohibited.
Lapsing Repurchase Right. (i) Subject to the further provisions of this Agreement, if, prior to the third (3rd) anniversary of the date hereof (the “Forfeiture Termination Date”), the Executive ceases to be an employee of the Company as a result of (x) resignation by the Executive for any reason other than Good Reason or (y) a termination of the Executive’s employment by the Company for Cause, then, in such event, the Company (or its designee, as the case may be) shall have the option, but not the obligation, exercisable at any time during the ninety (90) day period commencing with the date of the Executive’s termination or resignation of employment, to purchase from the Executive (or the Executive’s successor in interest, as the case may be) any or all of the shares of Common Stock held by the Executive on the date hereof (the “Executive Shares”) that constitute Restricted Shares as of the date of such termination of employment, in the manner and upon the terms contained herein. The Company shall only have the right to exercise its Lapsing Repurchase Right upon the occurrence of the events described in clauses (x) or (y) of this Section l(b)(i).
Lapsing Repurchase Right. If Purchaser ceases to serve as an employee of the Company for any reason, including death or permanent and total disability (within the meaning of Section 22(e)(3) of the Internal Revenue Code of 1986, as amended (the "Code")), then the Company shall have the right, in its sole discretion, to repurchase (referred to herein as the "Lapsing Repurchase Right") from Purchaser or Purchaser's personal representative, as the case may be, at a price of $0.85 per Share all or any portion of the Shares that have not yet vested pursuant to Section 6.1(c) below. The Company may exercise the Lapsing Repurchase Right at any time within 180 days after the last day of Purchaser's employment by the Company.
Lapsing Repurchase Right. Except as set forth in Subsection 1(b) hereof, in the event that for any reason the Participant no longer is an employee, director or consultant of the Company or an Affiliate, the Company (or its designee) shall have the option, but not the obligation, to purchase from the Participant (or the Participant's Survivor), and, in the event the Company exercises such option, the Participant (or the Participant's Survivor) shall be obligated to sell to the Company (or its designee), at a price per Share equal to the Purchase Price, all or any part of the Unvested Shares determined as of the date of such termination of service (the "Lapsing Repurchase Right"). The Lapsing Repurchase Right with respect to the Unvested Shares shall terminate as to such Unvested Shares in accordance with the vesting schedule set forth in Section 3 of the Option Agreement. The Company's Lapsing Repurchase Right shall be valid for a period of one year commencing with the date of such termination of employment or service. Notwithstanding any other provision hereof, in the event the Company is prohibited during such one year period from exercising its Lapsing Repurchase Right by Section 160 of the Delaware General Corporation Law as amended from time to time (or any successor provision), then the time period during which such Lapsing Repurchase Right may be exercised shall be extended until 30 days after the Company is first not so prohibited.
Lapsing Repurchase Right. In the event that for any reason the Participant is no longer an employee, director or consultant of the Company or an Affiliate prior to the third anniversary of the Grant Date (the “Termination”), the Participant (or the Participant’s Survivor) shall, on the date of Termination, immediately forfeit to the Company (or its designee) all of the Granted Shares which have not yet lapsed in accordance with the schedule set forth below (the “Lapsing Repurchase Right”). The Company’s Lapsing Repurchase Right is as follows:
Lapsing Repurchase Right. In the event that for any reason the Optionee ceases to be an employee, director or consultant of the Company or an Affiliate (a ”Termination”), the Company or its designee shall have the option following such Termination to purchase from the Optionee (or the Optionee’s Survivors), and the Optionee (or the Optionee’s Survivors) shall be obligated to sell to the Company or its designee, all or any part of the Unvested Shares as more fully set forth herein (the “Lapsing Repurchase Right”). Notwithstanding the foregoing, in the event that the Company is prohibited from exercising the Lapsing Repurchase Right by Section 160 of the Delaware General Corporation Law, as amended from time to time (or any successor provision), then the time period during which such Lapsing Repurchase Right may be exercised shall be extended until thirty (30) days after the Company is not so prohibited. The Lapsing Repurchase Right shall initially apply to all of the Unvested Shares and shall expire in a manner consistent with the vesting schedule set forth in Section 4 of the Option Agreement, such that the number of Unvested Shares subject to the Lapsing Repurchase Right will be reduced on each date, and by the same number of Shares (as adjusted for stock splits), as would have vested under the vesting schedule set forth in Section 4 the Option Agreement. The per share repurchase price for the Unvested Shares shall be equal to the Fair Market Value of each such Share determined in accordance with the Plan as of the date of termination of employment, except that the per share repurchase price for any Shares that are subject to the Lapsing Repurchase Right shall be equal to the exercise price of each such Share.
Lapsing Repurchase Right. Except as set forth in Subsections 2.1(b) and 2.1(c) hereof, in the event that for any reason the Participant no longer is an employee, director or consultant of the Company or an Affiliate prior to the fourth (4) anniversary of the Grant Date (the Termination”), the Participant (or the Participant’s Survivor) shall, on the date of Termination, immediately forfeit to the Company (or its designee), all or any part of the Granted Shares which have not yet lapsed in accordance with the schedule set forth in clauses (i), (ii) and (iii) below (the “Lapsing Repurchase Right”).
Lapsing Repurchase Right. In the event that for any reason the Employee ceases to be an employee of the Company prior to the fourth anniversary after the Employment Date (a ”Termination”), the Company or its designee shall have the option for a period of six (6) months following, the later of (i) Termination, and (ii) the date of the last exercise of the Option granted hereby, to purchase from the Employee (or the Employee’s Survivors), and the Employee (or the Employee’s Survivors) shall be obligated to sell to the Company or its designee, at a price per Share equal to the Exercise Price, all or any part of the Shares set forth below (the “Lapsing Repurchase Right”). Notwithstanding the foregoing, in the event that the Company is prohibited during such six (6) month period from exercising the Lapsing Repurchase Right by Section 160 of the Delaware General Corporation Law, as amended from time to time (or any successor provision), then the time period during which such Lapsing Repurchase Right may be exercised shall be extended until thirty (30) days after the Company is not so prohibited.
