Common use of Repurchase Election Clause in Contracts

Repurchase Election. (a) Grantee shall have the option, at any time and from time to time commencing at the time that a Parent Alternative Transaction Fee has become payable (whether or not it has been paid) in connection with a Parent Acquisition Proposal in which the consideration to be received by Issuer or its stockholders, as the case may be, pursuant to such Parent Acquisition Proposal consists in whole or in part of shares of capital stock of a third party and ending on the tenth business day after the first mailing to Issuer's stockholders of a proxy statement, tender offer statement or other disclosure or offering document relating to such Parent Acquisition Proposal, upon written notice to Issuer (a "Repurchase Notice"), to require Issuer (or any successor entity thereof) to pay to Grantee the Per Share Repurchase Fee (as defined below) as provided in Section 6.01(c) below, upon delivery by Grantee of the shares of Issuer Common Stock acquired hereunder with respect to which Grantee then has beneficial ownership, for each share of Issuer Common Stock so delivered. The date on which Grantee delivers the Repurchase Notice under this Section 6.01 is referred to as the "Repurchase Request Date".

Appears in 2 contracts

Samples: Stock Option Agreement (Covance Inc), Stock Option Agreement (Parexel International Corp)

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Repurchase Election. (a) Grantee shall have the option, at any time and from time to time commencing at the time that a Parent Company Alternative Transaction Fee has become payable (whether or not it has been paid) in connection with a Parent Company Acquisition Proposal in which the consideration to be received by Issuer or its stockholders, as the case may be, pursuant to such Parent Company Acquisition Proposal consists in whole or in part of shares of capital stock of a third party and ending on the tenth business day after the first mailing to Issuer's stockholders of a proxy statement, tender offer statement or other disclosure or offering document relating to such Parent Company Acquisition Proposal, upon written notice to Issuer (a "Repurchase Notice"), to require Issuer (or any successor entity thereof) to pay to Grantee the Per Share Repurchase Fee (as defined below) as provided in Section 6.01(c) below, upon delivery by Grantee of the shares of Issuer Common Stock acquired hereunder with respect to which Grantee then has beneficial ownership, for each share of Issuer Common Stock so delivered. The date on which Grantee delivers the Repurchase Notice under this Section 6.01 is referred to as the "Repurchase Request Date".

Appears in 2 contracts

Samples: Stock Option Agreement (Parexel International Corp), Stock Option Agreement (Covance Inc)

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