Right of the Company. During the 30-day period following the Company’s receipt of the Employee’s notice pursuant to Section 8(a) (the “First Refusal Period”), the Company shall have the right to purchase from the Employee all or any portion of the Offered Shares, at the Offer Price and on the Offer Terms, and any such purchase shall be settled at the time and in the manner specified in Section 8(d) hereof. The Company shall use its reasonable efforts to act as promptly as practicable following receipt of the notice from the Employee to determine whether it shall elect to exercise such right.
Right of the Company. In the event that a Qualified Offer to purchase Units has been received, and an Offer Notice has been sent by the Selling Member to the Company and the Remaining Members pursuant to Section 8.06(a), for a period of 30 days after its receipt of such Offer Notice, the Company shall have the right, at its sole option, to purchase all (and not less than all) of the Offered Units on such terms and conditions as are contained in the Qualified Offer except payment shall be made in full in immediately available funds at the closing. The exercise or non-exercise of the Company’s right to purchase all of the Offered Units shall be determined by a Majority Vote of the Members (including the Selling Member).
Right of the Company to Redeem the Notes 106 Section 16.02. Notice of Redemption 106 Section 16.03. Payment of Notes Called for Redemption 108 Section 16.04. Selection, Exchange and Transfer of Notes to be Redeemed in Part 108 Section 16.05. Restrictions on Redemption 109
Right of the Company. During the 30-day period following the Company’s receipt of the Director’s notice pursuant to Section 8(a) (the “First Refusal Period”), the Company shall have the right to purchase from the Director all or any portion of the Offered Shares, at the Offer Price and on the Offer Terms, and any such purchase shall be settled at the time and in the manner specified in Section 8(d) hereof. The Company shall use its reasonable efforts to act as promptly as practicable following receipt of the notice from the Director to determine whether it shall elect to exercise such right.
Right of the Company to Redeem the Notes 93 Section 16.02 . Notice of Redemption 94
Right of the Company. If in compliance with the terms of this Agreement at any time prior to the fifth (5th) anniversary of the date hereof, Holders elect to Dispose of Purchased Shares having a value equal to or in excess of $50,000,000, the Company shall have the right, exercisable by notice to the Holders within five (5) days following receipt by the Company of notice of the Holders’ intent to effectuate such Disposition transaction, to require that such Purchased Shares to be Disposed of be sold in an Underwritten Offering.
Right of the Company. If the Employee’s employment with the Company terminates for any reason prior to a public Offering, the Company may elect to purchase all or a portion of the Shares by written notice to the Employee delivered on or before the 90th day after the Determination Date (the “Option Period”).
Right of the Company. In the event that an Offer Notice has been sent by the Selling Member to the Company and the Remaining Members pursuant to this Agreement, for a period of 30 days after its receipt of such Offer Notice, the Company shall have the right, at its sole option, to purchase all (and not less than all) of the Offered Interests on such terms and conditions as are contained in the Qualified Offer. The exercise or non-exercise of the Company’s right to purchase all of the Offered Interests shall be determined by the Majority Vote of the Remaining Members. If the Company elects to purchase all of the Offered Interests, the Company shall send to the Selling Member and the Remaining Members written notice of such election prior to expiration of the foregoing 30-day period, which notice shall advise the Selling Member of such election, and which shall specify a closing date and time, which shall be no later than 60 days (unless more time is required by law) after the expiration of the foregoing 30-day period. The closing shall be held at the Company’s offices. If the Company’s purchase of Offered Interests requires an amendment to any governing documents of the Company or a reduction of its capital or a reappraisal of its assets and/or any other Company action, the Members, including the Selling Member, agree that they shall vote or cause a vote to be made (as Members of the Company) in favor of any such Company action as may be necessary or convenient for the taking of such action.
Right of the Company. Pursuant to this Section 1(a), Indemnitee shall be indemnified against all Expenses (as hereinafter defined), judgments, penalties, fines and amounts paid in settlement actually and reasonably incurred by him or on his behalf in connection with such Proceeding or any claim, issue or matter therein, if he acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of the Company and, with respect to any criminal Proceeding, had no reasonable cause to believe his conduct was unlawful.
Right of the Company. The Company shall have the right, exercisable upon written notice to the Selling Investor, with a copy to the WCAS Investors and, unless the transferor is a Vestar Investor, the Vestar Investors, within fifteen (15) days after receipt of any Notice of Intention to Sell, to purchase any or all of the Interests or other equity interests covered by any Notice of Intention to Sell from the Selling Investor on the terms and conditions set forth therein. Such written notice from the Company to the Selling Investor shall state the number of Interests or other equity interests in the Company to be purchased by the Company and that the Company will purchase such Interests or other equity interests within 45 days thereafter (or such longer period as is necessary to obtain any necessary consents or approvals or to otherwise comply with applicable law).
