Common use of Repurchase Procedures Clause in Contracts

Repurchase Procedures. The Company (or its nominee) may elect to purchase all or any portion of the Vested Units by delivering written notice (the “Repurchase Notice”) to the holder or holders of such Vested Units within 90 days following the last day of the Employment Period. The Repurchase Notice shall set forth the number of Vested Units to be acquired from each holder of Employee Units, the aggregate consideration to be paid for such Vested Units and the time and place for the closing of the transaction. At any time prior to the closing of such transaction, the Company may rescind the Repurchase Notice for any reason (including for no reason at all) without liability to the holders of Employee Units. The Vested Units to be repurchased by the Company shall first be satisfied to the extent possible from the Employee Units held by Employee at the time of delivery of the Repurchase Notice. If the number of Vested Units then held by Employee is less than the total number of Vested Units that the Company has elected to purchase, the Company shall purchase the remaining Vested Units to be purchased from the other holder(s) of Employee Units under this Agreement, pro rata according to the number of Vested Units held by such other holder(s) at the time of delivery of such Repurchase Notice (determined as close as practicable to the nearest whole units).

Appears in 16 contracts

Samples: Employee Equity Agreement (Zayo Group LLC), Employee Equity Agreement (Zayo Group LLC), Employee Equity Agreement (Zayo Group LLC)

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Repurchase Procedures. The Company (or its nominee) may elect to purchase all or any portion of the Vested Units by delivering written notice (the “Repurchase Notice”) to the holder or holders of such Vested Units within 90 days following the last day of the Employment Period. The Repurchase Notice shall set forth the number of Vested Units to be acquired from each holder of Employee Executive Units, the aggregate consideration to be paid for such Vested Units and the time and place for the closing of the transaction. At any time prior to the closing of such transaction, the Company may rescind the Repurchase Notice for any reason (including for no reason at all) without liability to the holders of Employee Executive Units. The Vested Units to be repurchased by the Company shall first be satisfied to the extent possible from the Employee Executive Units held by Employee Executive at the time of delivery of the Repurchase Notice. If the number of Vested Units then held by Employee Executive is less than the total number of Vested Units that the Company has elected to purchase, the Company shall purchase the remaining Vested Units to be purchased from the other holder(s) of Employee Executive Units under this Agreement, pro rata according to the number of Vested Units held by such other holder(s) at the time of delivery of such Repurchase Notice (determined as close as practicable to the nearest whole units).

Appears in 9 contracts

Samples: Employee Equity Agreement (Zayo Group LLC), Employee Equity Agreement (American Fiber Systems, Inc.), Employee Equity Agreement (American Fiber Systems, Inc.)

Repurchase Procedures. The Company (or its nominee) may elect to purchase all or any portion of the Vested Units and/or the Unvested Units by delivering written notice (the “Repurchase Notice”) to the holder or holders of such Vested Executive Units within 90 days following after the last day Termination of Executive (the Employment “Repurchase Period”). The Repurchase Notice shall set forth the number of Vested Units and/or Unvested Units to be acquired from each holder of Employee Executive Units, the aggregate consideration to be paid for such Vested Units and/or Unvested Units and the time and place for the closing of the transaction. At any time prior to the closing of such transaction, the Company may rescind the Repurchase Notice for any reason (including for no reason at all) without liability to the holders of Employee Executive Units. The Vested Executive Units to be repurchased by the Company shall first be satisfied to the extent possible from the Employee Executive Units held by Employee Executive at the time of delivery of the Repurchase Notice. If the number of Vested Units and/or Unvested Units then held by Employee Executive is less than the total number of Vested Units and/or Unvested Units that the Company has elected to purchase, the Company shall purchase the remaining Vested Executive Units to be purchased from the other holder(s) of Employee Executive Units under this Agreement, pro rata according to the number of (i) if Vested Units are to be repurchased, the Vested Units and (ii) if Unvested Units are to be repurchased, the Unvested Units, in either case, held by such other holder(s) at the time of delivery of such Repurchase Notice (determined as close as practicable to the nearest whole units).

Appears in 2 contracts

Samples: Incentive Unit Purchase Agreement, Incentive Unit Purchase Agreement (Atlantic Broadband Management, LLC)

Repurchase Procedures. The Subject to Section 6(a), the Company (or its nominee) may elect to purchase all or any portion of the Vested Units by delivering written notice (the “Repurchase Notice”) to the holder or holders of such Vested Units within 90 75 days following the last day of the Employment PeriodTermination of Executive. The Repurchase Notice shall set forth the number of Vested Units to be acquired from each holder of Employee the Executive Units, the aggregate consideration to be paid for such Vested Units and the time and place for the closing of the transaction. At any time prior to the closing of such transaction, the Company may rescind the Repurchase Notice for any reason (including for no reason at all) without liability to the holders of Employee the Executive Units. The Vested Units to be repurchased by the Company shall first be satisfied to the extent possible from the Employee Executive Units held by Employee Holdings at the time of delivery of the Repurchase Notice. If the number of Vested Units then held by Employee Holdings is less than the total number of Vested Units that the Company has elected to purchase, the Company shall purchase the remaining Vested Units to be purchased from the other holder(s) of Employee the Executive Units under this Agreement, pro rata according to the number of Vested Units held by such other holder(s) at the time of delivery of such Repurchase Notice (determined as close as practicable to the nearest whole units).

Appears in 2 contracts

Samples: Class a Equity Agreement (American Fiber Systems, Inc.), Class a Equity Agreement (American Fiber Systems, Inc.)

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Repurchase Procedures. The Company (or its nominee) may elect to purchase all or any portion of the Vested Units by delivering written notice (the “Repurchase Notice”) to the holder or holders of such Vested Units within 90 days following the last day of the tie Employment Period. The Repurchase Notice shall set forth the number of Vested Units to be acquired from each holder of Employee Executive Units, the aggregate consideration to be paid for such Vested Units and the time and place for the closing of the transaction. At any time prior to the closing of such transaction, the Company may rescind the Repurchase Notice for any reason (including for no reason at all) without liability to the holders of Employee Executive Units. The Vested Units to be repurchased by the Company shall first be satisfied to the extent possible from the Employee Executive Units held by Employee Executive at the time of delivery of the Repurchase Notice. If the number of Vested Units then held by Employee Executive is less than the total number of Vested Units that the Company has elected to purchase, the Company shall purchase the remaining Vested Units to be purchased from the other holder(s) of Employee Executive Units under this Agreement, pro rata according to the number of Vested Units held by such other holder(s) at the time of delivery of such Repurchase Notice (determined as close as practicable to the nearest whole units).

Appears in 1 contract

Samples: Employee Equity Agreement (American Fiber Systems, Inc.)

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