Common use of OPTION REPURCHASE Clause in Contracts

OPTION REPURCHASE. (a) Upon the occurrence of a Purchase Event prior to the termination of the Option, in lieu of exercising the option, Grantee may require Issuer to repurchase the Option. If Grantee so elects, Issuer (or any successor thereto) shall repurchase the Option from Grantee at a price (the "Option Repurchase Price") equal to the amount by which (A) the Market/Offer Price (as defined below) exceeds (B) the Option Price, multiplied by the number of shares for which this Option may then be exercised. The term "Market/Offer Price" shall mean the highest of (i) the price per share of Issuer Common Stock at which a tender offer or exchange offer therefor has been made, (ii) the highest price per share of Issuer Common Stock to be paid by any third party pursuant to an agreement with Issuer, (iii) the highest closing price for shares of Issuer Common Stock within the six-month period immediately preceding the date Grantee gives notice of the required repurchase of this Option, or (iv) in the event of a sale of all or a substantial portion of Issuer's assets, the sum of the price paid in such sale for such assets and the current market value of the remaining assets of Issuer as determined by a nationally recognized investment banking firm selected by Grantee, as the case may be, and reasonably acceptable to the Issuer, divided by the number of shares of Issuer Common Stock of Issuer outstanding at the time of such sale. In determining the Market/Offer Price, the value of consideration other than cash shall be determined by a nationally recognized investment banking firm selected by Grantee, as the case may be, and reasonably acceptable to the Issuer.

OPTION REPURCHASE. (a) Upon the occurrence of a Purchase Event that occurs prior to an Exercise Termination Event, (i) at the termination request (the date of such request being the "Request Date") of Grantee, delivered within 30 days of the Option, in lieu of exercising the option, Grantee Purchase Event (or such later period as may require Issuer be provided pursuant to repurchase the Option. If Grantee so electsSection 9 hereof), Issuer (or any successor thereto) shall repurchase the Option from Grantee at a price (the "Option Repurchase Price") equal to the amount by which (A) the Marketmarket/Offer Price offer price (as defined below) exceeds (B) the Option Price, multiplied by the number of shares for which this the Option may then be exercised, and (ii) at the request (the date of such request being the "Request Date") of the owner of Option Shares from time to time (the "Owner"), delivered within 30 days of a Purchase Event (or such later period as may be provided pursuant to Section 9 hereof), Issuer shall repurchase such number of the Option Shares from the Owner as the Owner shall designate at a price (the "Option Share Repurchase Price") equal to the market/offer price multiplied by the number of Option Shares so designated. The term "Marketmarket/Offer Priceoffer price" shall mean the highest of (i) the price per share of Issuer Common Stock at which a tender offer or exchange offer therefor has been mademade after the date hereof and on or prior to the Request Date, (ii) the highest price per share of Issuer Common Stock paid or to be paid by any third party pursuant to an agreement with IssuerIssuer (whether by way of a merger, consolidation or otherwise), (iii) the highest closing price for shares of Issuer Common Stock within the six90-month day period immediately preceding ending on the date Grantee gives notice of the required repurchase of this OptionRequest Date as reported on The Nasdaq Stock Market's National Market (as reported in THE WALL STREET JOURNAL (Midwest Edition) or, if not reported therein, in another mutually agreed upon authoritative source), or (iv) in the event of a sale of all or a substantial portion substantially all of Issuer's assets, the sum of the price paid in such sale for such assets and the current market value of the remaining assets of Issuer as determined by a nationally nationally-recognized independent investment banking firm mutually selected by GranteeGrantee or the Owner, as the case may be, on the one hand, and reasonably acceptable to Issuer, on the Issuerother hand, divided by the number of shares of Issuer Common Stock of Issuer outstanding at the time of such sale. In determining the Marketmarket/Offer Priceoffer price, the value of consideration other than cash shall be determined by a nationally nationally-recognized independent investment banking firm mutually selected by GranteeGrantee or Owner, as the case may be, on the one hand, and reasonably acceptable to Issuer, on the Issuerother hand, whose determination shall be conclusive and binding on all parties.

OPTION REPURCHASE. (a) Upon the occurrence of a Purchase Event that occurs prior to an Exercise Termination Event, (i) at the termination request (the date of such request being the "Request Date") of Grantee, delivered within 30 days of the Option, in lieu of exercising the option, Grantee Purchase Event (or such later period as may require Issuer be provided pursuant to repurchase the Option. If Grantee so electsSection 9 hereof), Issuer (or any successor thereto) shall repurchase the Option from Grantee at a price (the "Option Repurchase Price") equal to (x) the amount by which (A) the Marketmarket/Offer Price offer price (as defined below) exceeds (B) the Option Price, multiplied by the number of shares for which this the Option may then be exercisedexercised and (ii) at the request (the date of such request being the "Request Date") of the owner of Option Shares from time to time (the "Owner"), delivered within 30 days of a Purchase Event (or such later period as may be provided pursuant to Section 9 hereof), Issuer shall repurchase such number of the Option Shares from the Owner as the Owner shall designate at a price (the "Option Share Repurchase Price") equal to (x) the market/offer price multiplied by the number of Option Shares so designated. The term "Marketmarket/Offer Priceoffer price" shall mean the highest of (i) the price per share of Issuer Common Stock at which a tender offer or exchange offer therefor has been mademade after the date hereof and on or prior to the Request Date, (ii) the highest price per share of Issuer Common Stock paid or to be paid by any third party pursuant to an agreement with IssuerIssuer (whether by way of a merger, (iiiconsolidation or otherwise) the highest closing price for shares of Issuer Common Stock within the six-month period immediately preceding the date Grantee gives notice of the required repurchase of this Option, or (iv) in the event of a sale of all or a substantial portion substantially all of Issuer's assets, the sum of the price paid in such sale for such assets and the current market value of the remaining assets of Issuer as determined by a nationally nationally-recognized independent investment banking firm mutually selected by GranteeGrantee or the Owner, as the case may be, on the one hand, and reasonably acceptable to Issuer, on the Issuerother hand, divided by the number of shares of Issuer Common Stock of Issuer outstanding at the time of such sale. In determining the Marketmarket/Offer Priceoffer price, the value of consideration other than cash shall be determined by a nationally nationally-recognized independent investment banking firm mutually selected by GranteeGrantee or Owner, as the case may be, on the one hand, and reasonably acceptable to Issuer, on the Issuerother hand, whose determination shall be conclusive and binding on all parties.

OPTION REPURCHASE. (a) Upon the occurrence of a Purchase Event that occurs prior to an Exercise Termination Event, (i) at the termination request (the date of such request being the "Request Date") of Grantee, delivered within 30 days of the Option, in lieu of exercising the option, Grantee Purchase Event (or such later period as may require Issuer be provided pursuant to repurchase the Option. If Grantee so electsSection 9 hereof), Issuer (or any successor thereto) shall repurchase the Option from Grantee at a price (the "Option Repurchase Price") equal to (x) the amount by which (A) the Marketmarket/Offer Price offer price (as defined below) exceeds (B) the Option Price, multiplied by the number of shares for which this the Option may then be exercisedexercised and (ii) at the request (the date of such request being the "Request Date") of the owner of Option Shares from time to time (the "Owner"), delivered within 3 0) days of a Purchase Event (or such later period as may be provided pursuant to Section 9 hereof), Issuer shall repurchase such number of the Option Shares from the Owner as the Owner shall designate at a price (the "Option Share Repurchase Price") equal to (x) the market/offer price multiplied by the number of Option Shares so designated. The term "Marketmarket/Offer Priceoffer price" shall mean the highest of (i) the price per share of Issuer Common Stock at which a tender offer or exchange offer therefor has been mademade after the date hereof and on or prior to the Request Date, (ii) the highest price per share of Issuer Common Stock paid or to be paid by any third party pursuant to an agreement with IssuerIssuer (whether by way of a merger, (iiiconsolidation or otherwise) the highest closing price for shares of Issuer Common Stock within the six-month period immediately preceding the date Grantee gives notice of the required repurchase of this Option, or (iv) in the event of a sale of all or a substantial portion substantially all of Issuer's assets, the sum of the price paid in such sale for such assets and the current market value of the remaining assets of Issuer as determined by a nationally recognized independent investment banking firm mutually selected by GranteeGrantee or the Owner, as the case may be, on the one hand, and reasonably acceptable to Issuer, on the Issuerother hand, divided by the number of shares of Issuer Common Stock of Issuer outstanding at the time of such sale. In determining the Marketmarket/Offer Priceoffer price, the value of consideration other than cash shall be determined by a nationally nationally-recognized independent investment banking firm mutually selected by GranteeGrantee or Owner, as the case may be, on the one hand, and reasonably acceptable to Issuer, on the Issuerother hand, whose determination shall be conclusive and binding on all parties .