Release of Shares From Repurchase Option. (a) 25% of the Shares shall be released from the Company’s repurchase option one year after the date of this Agreement, 25% of the Shares shall be released from the Company’s repurchase option two years after the date of this Agreement, 25% of the Shares shall be released from the Company’s repurchase option three years after the date of this Agreement, and the remaining 25% of the Shares shall be released from the repurchase option four years after such date, subject to Director continuing to be a Service Provider on such dates.
(b) In the event of a “Change of Control” of the Company, all of the Shares shall be released from the Company’s repurchase option, unless the transaction constituting a Change in Control includes an exchange of Shares for Shares of another company and the Company assigns and such other Company assumes this Agreement. For this purpose, a “Change of Control” is defined as:
(i) Any “person,” as such term is used in Sections 13(d) and 14(d) of the Securities Exchange Act of 1934, as amended (other than a group consisting of the Company’s shareholders as of the date of the Closing and their Parents and Subsidiaries) becomes the “beneficial owner” (as defined in Rule 13d-3 under said Act), directly or indirectly, of securities of the Company representing 50% or more of the total voting power represented by the Company’s then outstanding voting securities; or
(ii) The consummation of a merger, consolidation, reorganization, sale of stock or similar transaction in which the shareholders of the Company before such transaction (and their Parents and Subsidiaries) own less than 50% of the voting stock or voting power of the surviving entity immediately after such transaction; or
(iii) The consummation of the sale or disposition of all or substantially all of the Company’s assets.
(c) Any of the Shares which have not yet been released from the Company’s repurchase option are referred to herein as “Unreleased Shares.”
(d) The Shares which have been released from the Company’s repurchase option shall be delivered to the Director at the Director’s request (see Section 6).
Release of Shares From Repurchase Option. (a) percent (______%) of the Shares shall be released from the Company's Repurchase Option [ONE YEAR] after the Date of Grant and __________________ percent (______%) of the Shares [AT THE END OF EACH MONTH THEREAFTER], provided that the Purchaser does not cease to be a Service Provider prior to the date of any such release.
(b) Any of the Shares that have not yet been released from the Repurchase Option are referred to herein as "Unreleased Shares."
(c) The Shares that have been released from the Repurchase Option shall be delivered to the Purchaser at the Purchaser's request (see Section 6).
Release of Shares From Repurchase Option. In the event the Repurchase Option is triggered pursuant to a Triggering Event and the Company (or its assigns) fails to exercise the Company’s option for the repurchase of any or all of the Shares then, upon the expiration of the 90-day option period, any and all such Shares not repurchased by the Company will be released from the Repurchase Option. Upon the release of the Repurchase Option, any Unvested Shares will immediately vest.
Release of Shares From Repurchase Option. (a) Shares of Restricted Stock shall be released from Company’s Repurchase Option according to the schedule set forth in Section 1 above; provided in each case that the Participant has not ceased to be an employee of the Company prior to the date of any such release, but in which case the Participant shall get vesting credit for the number of days in the final month that the Employee is either an employee or director of or a consultant to the Company.
(b) Notwithstanding anything set forth in Section 4(a) above, in the event, within twelve (12) months after a Change in Control, the Participant’s employment terminates other than (i) for Cause, (ii) voluntary termination by the Participant, or (iii) death or disability of the Participant, fifty percent (50%) of the Unreleased Shares shall be released from the Company’s Repurchase Option upon the date of such termination.
Release of Shares From Repurchase Option. (a) The Shares shall be released from the Company’s Repurchase Option pursuant to the following schedule: 100% of the Shares (the “Restricted Shares”) shall be subject to the Repurchase Option. 1/4th of the Restricted Shares shall be released from the Repurchase Option on the one (1) year anniversary of December 14, 2017 (the “Vesting Commencement Date”) and 1/48th of the Restricted Shares shall be released from the Repurchase Option on each monthly anniversary following the one (1) year anniversary of the Vesting Commencement Date such that all of the Restricted Shares shall be released from the Repurchase Option on the fourth (4th) year anniversary of the Vesting Commencement Date, subject to the Purchaser’s continuous employment or service to the Company on each such vesting date. Any of the Shares which, from time to time, have not yet been released from the Repurchase Option are referred to herein as “Unreleased Shares.” The number of Shares released each month from the Repurchase Option shall be rounded down to the next whole number of Shares, except in the last month of the fourth (4th) year period when all Unreleased Shares shall be released from the Repurchase Option.
(b) Subject to Section 6, the Shares which have been released from the Repurchase Option shall be delivered to the Purchaser at the Purchaser’s request.
Release of Shares From Repurchase Option. (a) Shares of Restricted Stock shall be released from Company’s Repurchase Option according to the schedule set forth in Section 1 above; provided in each case that the Participant has not ceased to be an employee of the Company prior to the date of any such release, but in which case the Participant shall get vesting credit for the number of days in the final month that the Employee is either an employee or director of or a consultant to the Company.
(b) Notwithstanding anything set forth in Section 4(a) above, in the event, within twelve (12) months after a Change of Control, the Participant’s employment terminates other than (i) for Cause, (ii) voluntary termination by the Participant but such resignation is not a result of a “Constructive Termination”, or (iii) death or disability of the Participant, fifty percent (50%) of the Unreleased Shares shall be released from the Company’s Repurchase Option upon the date of such termination. For the purposes of this agreement, “Constructive Termination” shall mean Employee’s voluntary termination, upon 30 days prior written notice to the Company, following: (A) a material reduction or change in job duties, responsibilities and requirements inconsistent with Employee’s position with the Company and Employee’s prior duties, responsibilities and requirements; (B) any reduction of Employee’s base compensation (other than in connection with a general decrease in base salaries for most employees of the successor corporation); or (C) Employee’s refusal to relocate to a facility or location more than 75 miles from the Company’s current location.
Release of Shares From Repurchase Option. (a) One thirty-sixth (1/36) of the Shares shall be released from the Company's repurchase option on January 31, 1998, and one thirty-sixth (1/36) of the Shares shall be released from the Company's repurchase option on the last day of each full calendar month thereafter, provided in each case that the Purchaser's employment by or services to the Company have not been terminated prior to the date of any such release.
(b) Any of the Shares which have not yet been released from the Company's repurchase option are referred to herein as "Unreleased Shares."
(c) The Shares which have been released from the Company's repurchase option shall be delivered to the Purchaser at the Purchaser's request (see Section 6).
(d) Notwithstanding anything set forth in this Section 4, all of the Shares shall be released from the Company's repurchase option described in Section 3 above upon the firmly underwritten initial public offering of the Company's Common Stock, the merger or reorganization of the Company with or into another corporation, entity or person or the sale of all of or substantially all of the Company's assets to another corporation, entity or person, provided that no release of Shares from the Company's repurchase option shall occur pursuant to this Section 4(d) if immediately after such merger, reorganization or sale of assets, at least 51% of the capital stock or equity interests in such other corporation, entity or person are owned by persons who owned in the aggregate at least 51% of the capital stock of the Company immediately before such merger, reorganization or sale of assets.
Release of Shares From Repurchase Option. (a) One thirty-sixth (1/36) of the Shares shall be released from the Repurchase Option on the last day of each full calendar month following January 26, 2001 until all the Shares have been released from the Repurchase Option provided that, except as set forth in the immediately following sentence, in each case that the Founder's services as an employee of or consultant to the Company have not been terminated prior to the date of any such release. In the event that a Termination Event has occurred, all of the Unreleased Shares shall be immediately released from the Company's Repurchase Option.
(b) Any of the Shares which have not yet been released from the Repurchase Option are referred to herein as "Unreleased Shares." The Shares which have been released from the Repurchase Option shall be delivered to the Founder at the Founder's request.
(c) This Agreement shall not confer upon the Founder any right with respect to continuation of employment by the Company, nor shall it interfere with or affect in any manner the right or power of the Company, or a parent or subsidiary of the Company, to terminate the Founder's employment at any time or for any reason, with or without cause, which right is hereby reserved.
Release of Shares From Repurchase Option. (a) Thirty-five percent (35%) of the Shares shall not be subject to the Repurchase Option, fifteen percent (15%) of the Shares shall be released from the Repurchase Option at the end of the first year of employment, and 1/24 of the remaining 50% of the Shares shall be released from the Repurchase Option at the end of each month after one year from the date of grant, provided that -------------------------------------------------------------- the Purchaser does not cease to be an employee prior to the date of any such release.
(b) Immediately prior to a Change of Control (as defined below), fifty percent (50%) of the Shares that have not been released from the Repurchase Option, as of such time, shall be released from the Repurchase Option. The remaining Shares that have not yet been released from the Repurchase Option shall be released from the Repurchase Option pursuant to Section 4(a).
Release of Shares From Repurchase Option. (a) Shares shall be released from the Company's repurchase option as set forth in Section 4, above.
(b) Any of the Shares which have not yet been released from the Company's repurchase option are referred to herein as "Unreleased Shares".
(c) The Shares which (i) have been released from the Company's repurchase option, (ii) have been paid for in full, and (iii) no longer secure Shares not yet paid for in full, shall be delivered to the Purchaser at the Purchaser's request (see Section 7).