Repurchase Option. (a) If Purchaser’s service with the Company is terminated by the Company for Cause (as defined in Section 4) or Purchaser resigns without Good Reason (as defined in Section 4) (each, a “Termination Event”) before all of the Shares are released from the Company’s Repurchase Option (as defined below), the Company shall, upon the date of such Termination Event (as reasonably fixed and determined by the Company), have an irrevocable, exclusive option, but not the obligation, for a period of ninety (90) days from such date, to repurchase all or any portion of the Restricted Shares (as defined below) at such time (the “Repurchase Option”) at the Repurchase Price (as defined below). The Repurchase Option shall be exercisable by the Company by written notice to the Purchaser or the Purchaser’s executor (with a copy to the escrow agent, pursuant to the requirements of Section 3) and shall be exercisable by delivery to the Purchaser or the Purchaser’s executor with such notice of a check in the amount of the Repurchase Price for the Shares being repurchased (the “Aggregate Repurchase Price”). Upon delivery of such notice and the payment of the Aggregate Repurchase Price, the Company shall become the legal and beneficial owner of the Shares being repurchased and all rights and interests therein or relating thereto, and the Company shall have
Appears in 5 contracts
Samples: Stock Restriction Agreement (Fluidigm Corp), Stock Restriction Agreement (Fluidigm Corp), Stock Restriction Agreement (Fluidigm Corp)
Repurchase Option. (a) If Purchaser’s service with Subject to the Company is terminated by the Company for Cause (as defined in provisions of Section 4) or Purchaser resigns without Good Reason (as defined in Section 4) (each3.2 below, if Holder has a “Termination Event”) of Employment before all of the Shares are released from the Company’s 's Repurchase Option (as defined below), the Company shall, upon the date of such Termination Event (as reasonably fixed and determined by the Company), have an irrevocable, exclusive option, but not the obligation, for a period of ninety sixty (9060) days from such datedays, commencing on the first day after the date Holder has a Termination of Employment, to repurchase all or any portion of the Restricted Unreleased Shares (as defined belowbelow in Section 3.3) at such time (the “Repurchase Option”"REPURCHASE OPTION") at the original cash purchase price per share (the "REPURCHASE PRICE"). The Repurchase Price (as defined below)Option shall lapse and terminate on the last day of such 60-day period. The Repurchase Option shall be exercisable by the Company by written notice to the Purchaser Holder or the Purchaser’s Holder's executor (with a copy to the escrow agent, agent appointed pursuant to the requirements of Section 34.1 below) and shall be exercisable exercisable, at the Company's option, by delivery to the Purchaser Holder or the Purchaser’s Holder's executor with such notice of a check in the amount of the Repurchase Price for times the number of Shares being to be repurchased (the “Aggregate Repurchase Price”"AGGREGATE REPURCHASE PRICE"). Upon delivery of such notice and the payment of the Aggregate Repurchase Price, the Company shall become the legal and beneficial owner of the Shares being repurchased and all rights and interests therein or relating thereto, and the Company shall havehave the right to retain and transfer to its own name the number of Shares being repurchased by the Company. In the event the Company repurchases any Shares under this Section 3.1, any dividends or other distributions paid on such Shares and held by the escrow agent pursuant to Section 4.1 and the Joint Escrow Instructions shall be promptly paid by the escrow agent to the Company.
Appears in 3 contracts
Samples: Restricted Stock Award Agreement (Leap Wireless International Inc), Restricted Stock Award Agreement (Leap Wireless International Inc), Restricted Stock Award Agreement (Leap Wireless International Inc)
Repurchase Option. (a) If Purchaser’s service with Subject to the Company is terminated by provisions of Section 9 below, ----------------- in the event of any voluntary or involuntary termination of Executive's employment by, or services to, the Company for Cause any reason (as defined in Section 4) other than by reason of death or Purchaser resigns without Good Reason (as defined in Section 4) (each, a “Termination Event”disability) before all of the Shares are released from the Company’s 's Repurchase Option (as defined below), the Company shall, upon the date of such Termination Event termination (as reasonably fixed and determined by the Company), have an irrevocable, exclusive option, but not the obligation, for a period of ninety (90) 90 days from such date, date to repurchase all or any portion of the Restricted Unreleased Shares (as defined below) below in Section 8) at such time (the “"Repurchase Option”") at the ----------------- original purchase price per share (the "Repurchase Price (as defined belowPrice"). The Repurchase ---------------- Option shall be exercisable by the Company by written notice to the Purchaser or the Purchaser’s executor (with a copy to the escrow agent, pursuant to the requirements of Section 3) Executive and shall be exercisable exercisable, at the Company's option, (i) by delivery to the Purchaser or the Purchaser’s executor Executive with such notice of a check in the amount of the Repurchase Price purchase price for the Shares being repurchased, or (ii) by cancellation by the Company of an amount of Executive's indebtedness, if any, to the Company equal to the purchase price for the Shares being repurchased, or (iii) by a combination of (i) and (ii) so that the combined payment and cancellation of indebtedness equals the Repurchase Price times the number of Unreleased Shares to be repurchased (the “"Aggregate --------- Repurchase Price”"). Upon delivery of such notice and the payment of the ---------------- Aggregate Repurchase PricePrice in any of the ways described above, the Company shall become the legal and beneficial owner of the Shares being repurchased and all rights and interests therein or relating thereto, and the Company shall havehave the right to retain and transfer to its own name the number of Shares being repurchased by the Company. The Repurchase Option may be assigned by the Company in whole or in part in its sole discretion.
Appears in 2 contracts
Samples: Executive Agreement (American Cellular Corp /De/), Executive Agreement (American Cellular Corp /De/)
Repurchase Option. (a) If PurchaserIn the event of the any termination of a Founder’s service with to the Company is terminated by the Company for Cause as an employee, consultant, advisor or director (as defined in Section 4) or Purchaser resigns without Good Reason (as defined in Section 4) (each, a “Termination EventService Provider”) before all of the Restricted Shares attributed to such Founder are released from the Company’s Repurchase Option (as defined below), the Company shall, upon the date of such Termination Event termination (as reasonably fixed and determined by the Company), ) have an irrevocable, exclusive option, but not the obligation, for a period of ninety (90) days from such date, to repurchase all or any portion of the Restricted Shares (as defined below) at such time option (the “Repurchase Option”) at for a period of six (6) months from such date to repurchase for cancelation any portion of the Repurchase Price Unreleased Shares (as defined below)in Section 2 hereof) at such time at the price per share equal to par value of such Shares. The Repurchase Option shall be exercisable exercised by the Company by written notice to the Purchaser or the Purchaser’s executor Holding Entity and such Founder (with a copy to the escrow agentEscrow Holder, pursuant to as defined in Section 5 hereof) and, at the requirements of Section 3) and shall be exercisable Company’s option, by delivery to the Purchaser Holding Entity and such Founder or the Purchaser’s his executor with such notice of a check in the amount of the Repurchase Price purchase price for the Restricted Shares being repurchased (the “Aggregate Repurchase PriceShares”). Upon delivery of such notice and the payment of the Aggregate Repurchase Pricepurchase price, the Company Repurchased Shares shall become be canceled by operation of Cayman Islands law. Each Founder hereby confirms and agrees that in the legal and beneficial owner event of the Shares being repurchased and all rights and interests therein or relating thereto, and exercise of the Repurchase Option by the Company pursuant to this Agreement, the shares of the Holding Entity shall haveall be corrspondingly adjusted to reflect the proportional beneficial ownership of each Founder in the Company.
Appears in 1 contract
Repurchase Option. (a) If Purchaser’s service with In the Company is terminated event of any voluntary or involuntary termination of the Founder's employment by or services to the Company for Cause any or no reason, including death or disability, (as defined in Section 4) or Purchaser resigns without Good Reason (as defined in Section 4) (each, a “Termination Event”"TERMINATION") before all of the Shares are released from the Company’s Repurchase Option 's repurchase option (as defined see Section 2 below), the Company shall, upon the date of such a Termination Event (as reasonably fixed and determined by the Company), ) have an irrevocable, exclusive option, but not option (the obligation, "REPURCHASE OPTION") for a period of ninety (90) 90 days from such date, date to repurchase all or any portion (but not less than all) of the Restricted Shares that shall constitute the Unreleased Shares (as defined belowin Section 2) at such time time, at the price of $.01 per share (the “Repurchase Option”"REPURCHASE PRICE");
(b) at the Repurchase Price (as defined below). The Repurchase Option shall be exercisable exercised by the Company by written notice to the Purchaser Founder or the Purchaser’s Founder's executor (with a copy to the escrow agentEscrow Agent) and, pursuant to at the requirements of Section 3Company's option, (i) and shall be exercisable by delivery to the Purchaser Founder or the Purchaser’s Founder's executor with such notice of a check in the amount of the Repurchase Price purchase price for the Shares being repurchased repurchased, (ii) by cancellation by the “Aggregate Company of an amount of the Founder's indebtedness to the Company equal to the purchase price for the Shares being repurchased, or (iii) by a combination of (i) and (ii) so that the combined payment and cancellation of indebtedness equals the aggregate Repurchase Price”). Upon delivery of such notice and the payment of the Aggregate Repurchase Pricepurchase price in any of the ways described above, the Company shall become the legal and beneficial owner of the Shares being repurchased and all rights and interests therein or relating thereto, and the Company shall haveCompany
Appears in 1 contract
Repurchase Option. (a) If Purchaser’s service with In the Company is terminated by event of any voluntary or involuntary termination of the services of the Purchaser to the Company for Cause (as defined in Section 4) any or Purchaser resigns without Good Reason (as defined in Section 4) (each, a “Termination Event”) no reason before all of the Shares are released from the Company’s Repurchase Option (as defined below), the Company shall, upon the date of such Termination Event termination (as reasonably fixed and determined by the Company), have an irrevocable, exclusive option, but not the obligation, for a period of ninety (90) days from such date, date to repurchase all or any portion of the Restricted Unreleased Shares (as defined belowbelow in Section 4) at such time (the “Repurchase Option”) at the original purchase price per share (the “Repurchase Price (as defined belowPrice”). The Repurchase Option shall be exercisable by the Company by written notice to the Purchaser or the Purchaser’s executor (with a copy to the escrow agent, pursuant to the requirements of Section 3) and shall be exercisable by delivery to the Purchaser or the Purchaser’s executor with such notice of a cash, check or wire transfer in the an amount of equal to the Repurchase Price for times the number of Shares being to be repurchased (the “Aggregate Repurchase Price”). Upon delivery of such notice and the payment of the Aggregate Repurchase Price, the Company shall become the legal and beneficial owner of the Shares being repurchased and all rights and interests therein or relating thereto, and the Company shall havehave the right to retain and transfer to its own name the number of Shares being repurchased by the Company. The Repurchase Option set forth in this Section 3 may be assigned by the Company in whole or in part in its sole and unfettered discretion.
Appears in 1 contract
Repurchase Option. (a) If In the event of any voluntary or involuntary termination of the [EXECUTIVE OFFICER ONLY: Purchaser’s employment by, or services to,] [DIRECTOR ONLY: service with of [RELATED DIRECTOR] (the Company is terminated by “Director”) as a director of] the Company for Cause any or no reason (as defined in Section 4) including death or Purchaser resigns without Good Reason (as defined in Section 4) (each, a “Termination Event”disability) before all of the Shares are released from the Company’s Repurchase Option (as defined below), the Company shall, upon the date of such Termination Event termination (as reasonably fixed and determined by the Company), have an irrevocable, exclusive option, but not the obligation, for a period of ninety (90) 90 days from such date, date to repurchase all or any portion of the Restricted Unreleased Shares (as defined belowbelow in paragraph 6.2) at such time (the “Repurchase Option”) at the original purchase price per share (the “Repurchase Price (as defined belowPrice”). The Repurchase Option shall be exercisable by the Company by written notice to the Purchaser or the Purchaser’s executor (with a copy to the escrow agent, pursuant to the requirements of Section 3) and shall be exercisable by delivery to the Purchaser or the Purchaser’s executor with such notice of a cash, check or wire transfer in the an amount of equal to the Repurchase Price for times the number of Shares being to be repurchased (the “Aggregate Repurchase Price”). Upon delivery of such notice and the payment of the Aggregate Repurchase Price, the Company shall become the legal and beneficial owner of the Shares being repurchased and all rights and interests therein or relating thereto, and the Company shall havehave the right to retain and transfer to its own name the number of Shares being repurchased by the Company.
Appears in 1 contract
Samples: Restricted Common Stock Purchase Agreement (Cadence Pharmaceuticals Inc)
Repurchase Option. In the event of any voluntary or involuntary termination of [EXECUTIVE OFFICER ONLY: the Purchaser's employment by, or services to,] [DIRECTOR ONLY: the service of [Name of Director] (athe "DIRECTOR") If Purchaser’s service with the Company is terminated by as a director of] the Company for Cause any or no reason (as defined in Section 4) including death or Purchaser resigns without Good Reason (as defined in Section 4) (each, a “Termination Event”disability) before all of the Shares are released from the Company’s 's Repurchase Option (as defined below), the Company shall, upon the date of such Termination Event termination (as reasonably fixed and determined by the Company), have an irrevocable, exclusive option, but not the obligation, for a period of ninety (90) 90 days from such date, date to repurchase all or any portion of the Restricted Unreleased Shares (as defined belowbelow in Section 4) at such time (the “Repurchase Option”"REPURCHASE OPTION") at the Repurchase Price original purchase price per share (as defined belowthe "REPURCHASE PRICE"). The Repurchase Option shall be exercisable by the Company by written notice to the Purchaser or the Purchaser’s 's executor (with a copy to the escrow agent, pursuant to the requirements of Section 3) and shall be exercisable by delivery to the Purchaser or the Purchaser’s 's executor with such notice of a cash, check or wire transfer in the an amount of equal to the Repurchase Price for times the number of Shares being to be repurchased (the “Aggregate Repurchase Price”"AGGREGATE REPURCHASE PRICE"). Upon delivery of such notice and the payment of the Aggregate Repurchase Price, the Company shall become the legal and beneficial owner of the Shares being repurchased and all rights and interests therein or relating thereto, and the Company shall havehave the right to retain and transfer to its own name the number of Shares being repurchased by the Company. The Repurchase Option set forth in this Section 3 may be assigned by the Company in whole or in part in its sole and unfettered discretion.
Appears in 1 contract
Samples: Restricted Stock Purchase Agreement (Somaxon Pharmaceuticals, Inc.)
Repurchase Option. (a) If In the event the Purchaser ceases to be an employee, officer, director or consultant of or to the Company (any such position constituting a “Service Provider”) for any reason, except the termination of Purchaser’s service with the Company is terminated position by the Company for Cause Company, or no reason (as defined in Section 4) including death or Purchaser resigns without Good Reason (as defined in Section 4) (each, a “Termination Event”disability) before all of the Shares are released from the Company’s Repurchase Option repurchase option (as defined belowsee Section 4), the Company shall, upon the date of such Termination Event termination (as reasonably fixed and determined by the Company), ) have an irrevocable, exclusive option, but not the obligation, option for a period of ninety sixty (9060) days from such date, date to repurchase all or any portion up to that number of shares which constitute the Restricted Unreleased Shares (as defined belowin Section 4) at such time the original purchase price per share (the “Repurchase OptionPrice”) at the Repurchase Price (as defined below). The Repurchase Option Said option shall be exercisable exercised by the Company by delivering written notice to the Purchaser or the Purchaser’s executor (with a copy to the escrow agentEscrow Holder (as defined in Section 6)) AND, pursuant to at the requirements of Section 3) and shall be exercisable Company’s option, by delivery delivering to the Purchaser or the Purchaser’s executor with such notice of a check in the amount of the Repurchase Price for the Shares being repurchased (the “Aggregate aggregate Repurchase Price”). Upon delivery of such notice and the payment of the Aggregate aggregate Repurchase PricePrice in any of the ways described above, the Company shall become the legal and beneficial owner of the Shares being repurchased and all rights and interests therein or relating thereto, and the Company shall havehave the right to retain and transfer to its own name the number of Shares being repurchased by the Company.
(b) Whenever the Company shall have the right to repurchase Shares hereunder, the Company may designate and assign one or more employees, officers, directors of the Company or other persons or organizations to exercise all or a part of the Company’s purchase rights under this Agreement and purchase all or a part of such Shares.
Appears in 1 contract
Samples: Restricted Stock Purchase Agreement (Pawfect Foods Inc)