Release from Repurchase Option Sample Clauses

Release from Repurchase Option. (a) If the Purchaser is employed by the Company at the time of the Purchaser's death, Disability or Retirement, all of the Performance Vested Shares shall be automatically released from the Repurchase Option on the effective date of such Termination. (b) If the Purchaser is employed by the Company continuously from the date hereof through January 1, 2001, and the Purchaser has not experienced a Termination on or prior to such date, all of the Time Vested Shares shall be automatically released from the Repurchase Option on such date. (c) The Performance Vested Shares shall be automatically released from the Repurchase Option in installments as follows: (i) if the "Market Value Per Share of Equity" or MVPSE (as defined in Section 3(d)) is at least $603.75 (such amount, and each such amount specified in subsections (ii) through (vi) below, the "Target MVPSE") on December 31, 2000 (such date, and each such date specified in subsections (ii) through (vi) below, a "Target Date"),
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Release from Repurchase Option. The Shares shall be released from the Repurchase Option ratably over a period of 36 months beginning on the date six months from _____________ (the "Vesting Reference Date"), so that on sixth (1/6) of the Shares will be released from the Repurchase Option on the sixth month anniversary of the Vesting Reference Date and the remaining five sixths (5/6) of the Shares shall be released from the Repurchase Option ratably over a period of 30 months beginning on the seventh month anniversary of the Vesting Reference Date so that 1/36 of the Shares under the Option shall vest on each monthly anniversary of the Vesting Reference Date beginning on the date seventh month after the Vesting Reference Date; provided, however, that all Shares shall be released immediately from the Repurchase Option in the event (a) Optionee's employment with the Company is terminated by the Company without cause including, without limitation, termination resulting from a reduction in the workforce of the Company, or (b) a Change of Control (as defined below) occurs.
Sample 1
Release from Repurchase Option. Twenty-five percent (25%) of the Shares shall be immediately released from the Repurchase Option on the date of this Agreement. The balance of the Shares shall be released from the Repurchase Option over a period of three years, subject to continuous consulting service to the Company by Wilmot. For each mxxxx xf service beginning on August 1, 1997, 3,750 shares shall be released from the Repurchase Option on the last day of the month. If Wilmot performs conxxxxxxs consulting services for the Company through July 31, 2000, all Shares shall have been released from the Repurchase Option by such date. At the request of Purchaser, the Company will deliver to Purchaser a certificate or certificates representing the Shares released from the Repurchase Option.
Sample 1
Release from Repurchase Option. (i) The Shares are or will become Released as follows: 1/3rd of the Shares shall be deemed Released on the date hereof; and an additional 2/9th of the total Shares shall Release on each anniversary of the effective date of the Purchase Agreement, so that the Shares shall be fully Released on the third anniversary of such date. (ii) Notwithstanding Section 2(b)(i), all Shares shall be deemed to have Released immediately prior to the consummation of a Qualified Sale. (iii) Notwithstanding Section 2(b)(i), if the Company notifies the Holder within 90 days after the Termination Date that it does not intend to exercise its Repurchase Option with respect to some or all of the Restricted Shares, all Restricted Shares with respect to which the Company is not exercising its Repurchase Option shall be deemed to have Released on the date of such notice. (iv) All Release of Shares pursuant to this Agreement shall be conditioned upon Holder’s continuing Service with the Company and/or Zosano from the date hereof through such Release date.
Sample 1
Release from Repurchase Option. The Shares shall be released from the Repurchase Option over a period of four years and two months commencing December 2, 1996 (the "Vesting Reference Date"). One hundred percent (100%) of the Shares shall initially be subject to the Repurchase Option. None of the Shares shall be released from the Repurchase Option until the first anniversary of the Vesting Reference Date, on which date twenty-four percent (24%) of the shares shall be released from the Repurchase Option. Thereafter, two percent (2%) of the Shares shall be released from the Repurchase Option for each month of service completed after the first anniversary of the Vesting Reference Date, so that all of the Shares will be released from the Repurchase Option 50 months after the Vesting Reference Date. No fractional shares shall be released from the Repurchase Option until a number of such fractional shares accumulate to equal one share. Subject to the provisions of Section 3 regarding escrow of the Shares, as soon as practicable after the end of each one-year period from the Vesting Reference Date, the Company will deliver to Purchaser a certificate or certificates representing the Shares released from the Repurchase Option during that year.
Sample 1
Release from Repurchase Option. (i) The Shares are or will become Released as follows: 1/3rd of the Shares shall be deemed Released on the date hereof; and an additional 1/54th of the total Shares shall Release on each monthly anniversary of the effective date of the Purchase Agreement, so that the Shares shall be fully Released on the third annual anniversary of such date; provided, however, that an additional 2/9th of the total Shares shall be deemed to have Released immediately prior to (A) the death of the Holder or (B) the termination by the Company or Zosano of Holder’s Service with the Company and Zosano due to disability. (ii) Notwithstanding Section 2(b)(i), all Shares shall be deemed to have Released immediately prior to the consummation of a Qualified Sale. (iii) Notwithstanding Section 2(b)(i), if the Company notifies the Holder within 90 days after the Termination Date that it does not intend to exercise its Repurchase Option with respect to some or all of the Restricted Shares, all Restricted Shares with respect to which the Company is not exercising its Repurchase Option shall be deemed to have Released on the date of such notice. (iv) All Release of Shares pursuant to this Agreement shall be conditioned upon Holder’s continuing Service with the Company and/or Zosano from the date hereof through such Release date.
Sample 1
Release from Repurchase Option 
Sample 1
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Related to Release from Repurchase Option

  • Termination of Repurchase Option Sections 2, 3, 4 and 5 of this Agreement shall terminate upon the exercise in full or expiration of the Repurchase Option, whichever occurs first.

  • Exercise of Repurchase Option The Repurchase Option shall be exercised by written notice signed by an officer of the Company or by any assignee or assignees of the Company and delivered or mailed as provided in Section 17(a). Such notice shall identify the number of shares of Stock to be purchased and shall notify Purchaser of the time, place and date for settlement of such purchase, which shall be scheduled by the Company within the term of the Repurchase Option set forth in Section 2(a) above. The Company shall be entitled to pay for any shares of Stock purchased pursuant to its Repurchase Option, at the Company's option, in cash or by offset against any indebtedness owing to the Company by Purchaser, or by a combination of both. Upon delivery of such notice and payment of the purchase price in any of the ways described above, the Company shall become the legal and beneficial owner of the Stock being repurchased and all rights and interest therein or related thereto, and the Company shall have the right to transfer to its own name the Stock being repurchased by the Company, without further action by Purchaser.

  • Repurchase Option (a) In the event Executive ceases to be employed by the Company, Employer or their respective Subsidiaries for any reason (the “Separation”), the Unvested Shares (whether held by Executive or one or more of Executive’s transferees, other than the Company) will be subject to repurchase, in each case by the Company and the Investors pursuant to the terms and conditions set forth in this Section 3 (the “Repurchase Option”). The Company may assign its repurchase rights set forth in this Section 3 to any Person. (b) In the event of a Separation the purchase price for each Unvested Share will be the lesser of (i) Executive’s Original Cost for the Carried Unit(s) in respect of which such Share was issued to Executive and (ii) the Fair Market Value of such Share as of the date of the Repurchase Notice (defined below). (c) The Board may elect to purchase all or any portion of the Unvested Shares by delivering written notice (the “Repurchase Notice”) to the holder or holders of the Unvested Shares within ninety (90) days after the Separation. The Repurchase Notice will set forth the number of Unvested Shares to be acquired from each holder, the aggregate consideration to be paid for such Unvested Shares and the time and place for the closing of the transaction. The number of Unvested Shares to be repurchased by the Company shall first be satisfied to the extent possible from the Unvested Shares held by Executive at the time of delivery of the Repurchase Notice. If the number of Unvested Shares then held by Executive is less than the total number of Unvested Shares which the Company has elected to purchase, the Company shall purchase the remaining Unvested Shares elected to be purchased from the other holder(s) of Unvested Shares under this Agreement, pro rata according to the number of Unvested Shares held by such other holder(s) at the time of delivery of such Repurchase Notice (determined as nearly as practicable to the nearest share). The number of Unvested Shares to be repurchased hereunder will be allocated among Executive and the other holders of Unvested Shares (if any) pro rata according to the number of Unvested Shares to be purchased from such Person.

  • Substitute Purchase Option In case of any consolidation of the Company with, or merger of the Company with, or merger of the Company into, another corporation (other than a consolidation or merger which does not result in any reclassification or change of the outstanding Common Stock), the corporation formed by such consolidation or merger shall execute and deliver to the Holder a supplemental Purchase Option providing that the holder of each Purchase Option then outstanding or to be outstanding shall have the right thereafter (until the stated expiration of such Purchase Option) to receive, upon exercise of such Purchase Option, the kind and amount of shares of stock and other securities and property receivable upon such consolidation or merger, by a holder of the number of shares of Common Stock of the Company for which such Purchase Option might have been exercised immediately prior to such consolidation, merger, sale or transfer. Such supplemental Purchase Option shall provide for adjustments which shall be identical to the adjustments provided in Section 6. The above provision of this Section shall similarly apply to successive consolidations or mergers.

  • Exercise of Repurchase Right The Right of Repurchase shall be exercisable only by written notice delivered to the Optionee prior to the expiration of the 60-day period specified in Subsection (b) above. The notice shall set forth the date on which the repurchase is to be effected. Such date shall not be more than 30 days after the date of the notice. The certificate(s) representing the Restricted Shares to be repurchased shall, prior to the close of business on the date specified for the repurchase, be delivered to the Company properly endorsed for transfer. The Company shall, concurrently with the receipt of such certificate(s), pay to the Optionee the purchase price determined according to Subsection (d) above. Payment shall be made in cash or cash equivalents or by canceling indebtedness to the Company incurred by the Optionee in the purchase of the Restricted Shares. The Right of Repurchase shall terminate with respect to any Restricted Shares for which it has not been timely exercised pursuant to this Subsection (e).

  • Termination of the Repurchase Right The Repurchase Right shall terminate with respect to any Unvested Shares for which it is not timely exercised under Paragraph C.

  • Right of Repurchase To the extent provided in the Company's bylaws as amended from time to time, the Company shall have the right to repurchase all or any part of the shares of Common Stock you acquire pursuant to the exercise of your option.

  • Default Not Exceeding 10% of Firm Shares or Option Shares If any Underwriter or Underwriters shall default in its or their obligations to purchase the Firm Shares or the Option Shares, if the Over-allotment Option is exercised hereunder, and if the number of the Firm Shares or Option Shares with respect to which such default relates does not exceed in the aggregate 10% of the number of Firm Shares or Option Shares that all Underwriters have agreed to purchase hereunder, then such Firm Shares or Option Shares to which the default relates shall be purchased by the non-defaulting Underwriters in proportion to their respective commitments hereunder.

  • Default Not Exceeding 10% of Firm Securities or Option Securities If any Underwriter or Underwriters shall default in its or their obligations to purchase the Firm Securities or the Option Securities, if the Over-allotment Option is exercised hereunder, and if the number of the Firm Securities or Option Securities with respect to which such default relates does not exceed in the aggregate 10% of the number of Firm Securities or Option Securities that all Underwriters have agreed to purchase hereunder, then such Firm Securities or Option Securities to which the default relates shall be purchased by the non-defaulting Underwriters in proportion to their respective commitments hereunder.

  • Default Exceeding 10% of Firm Securities or Option Securities In the event that the default addressed in Section 6.1 relates to more than 10% of the Firm Securities or Option Securities, you may in your discretion arrange for yourself or for another party or parties to purchase such Firm Securities or Option Securities to which such default relates on the terms contained herein. If, within one (1) Business Day after such default relating to more than 10% of the Firm Securities or Option Securities, you do not arrange for the purchase of such Firm Securities or Option Securities, then the Company shall be entitled to a further period of one (1) Business Day within which to procure another party or parties satisfactory to you to purchase said Firm Securities or Option Securities on such terms. In the event that neither you nor the Company arrange for the purchase of the Firm Securities or Option Securities to which a default relates as provided in this Section 6, this Agreement will automatically be terminated by you or the Company without liability on the part of the Company (except as provided in Sections 3.9 and 5 hereof) or the several Underwriters (except as provided in Section 5 hereof); provided, however, that if such default occurs with respect to the Option Securities, this Agreement will not terminate as to the Firm Securities; and provided, further, that nothing herein shall relieve a defaulting Underwriter of its liability, if any, to the other Underwriters and to the Company for damages occasioned by its default hereunder.

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