Common use of Repayment of Proceeds Clause in Contracts

Repayment of Proceeds. If the Participant’s Services are terminated by a Service Recipient for Cause or a Restrictive Covenant Violation occurs, or a Service Recipient discovers after any cessation of Services that grounds for a termination with Cause existed at the time thereof, then the Participant shall be required to pay to the Company or the Company’s designee (for payment to the Sponsor Entities pro-rata in the percentages set forth on the signature page hereto), within 10 business days’ of the request from the Company or any Sponsor Entity to the Participant therefor so long as such request is provided to the Participant within the 18 months immediately following the Participant’s cessation of Services (or in the case of a Restrictive Covenant Violation, 18 months from the date of the Service Recipient’s actual knowledge of such Restrictive Covenant Violation), an amount equal to the excess, if any, of the aggregate after-tax proceeds (taking into account all amounts of tax that would be recoverable upon a claim of loss for payment of such proceeds in the year of repayment) the Participant received upon the sale or other disposition of, or distributions in respect of, Shares acquired under the SAR Award. Any reference in this Agreement to grounds existing for a termination with Cause shall be determined without regard to any notice period, cure period or other procedural delay or event required prior to finding of, or termination for, Cause. The foregoing remedy shall not be exclusive.