Stock Repurchase. 30 2.37 Disclosure.................................................. 30 2.38
Stock Repurchase. Except as set forth in Schedule 2.36, neither ---------------- ------------- Company nor any Subsidiary has redeemed or repurchased any of its capital stock.
Stock Repurchase. If the Executive leaves the Company for any reason, the Company shall, at the Executive’s option, repurchase all or part of the shares in the Company owned/controlled by the Executive at book value as determined by an independent third party appraiser. The Company shall pay 50% in a lump sum payment and the rest in 12 monthly installments.
Stock Repurchase. Except as set forth in its Disclosure Letter, the Company has not redeemed or repurchased any of its capital stock.
Stock Repurchase. Except as permitted under Section 6.10, no Credit Party shall repurchase any outstanding common stock or operating partnership units of any Credit Party prior to the later of (a) the Maturity Date and (b) the payment in full of the Obligations.
Stock Repurchase. Except as set forth on SCHEDULE 2.34, the Company has not redeemed or repurchased any of its capital stock.
Stock Repurchase. (a) Subject to Section 6(e) below, if Mortxx X. Xxxxxxxx ("Meyexxxx") xoluntarily resigns from his position as Chairman of the Board and Chief Executive Officer of the Company and if Meyexxxx xxx the Company do not reach a mutually agreeable arrangement for Meyexxxx to remain with the Company (collectively, the "Buyback Event"), the Company shall have the right to repurchase from the Buyer all or a portion of the Shares for the
(b) Upon the occurrence of a Buyback Event, the Company shall have 30 days to give written notice (the "Buyback Notice") to the Buyer of the Company's decision to cause the Buyback. The Buyback Notice shall state the number of shares of the Company's common stock that the Company desires to repurchase, but in no event shall such number exceed the Maximum Amount (as defined below). Subject to Section 6(c) below, the Buyer shall then have 30 days to deliver to the Company stock certificates representing the number of shares of the Company's Common Stock equal to the number of shares set forth in the Buyback Notice in exchange for the payment by the Company to the Buyer of the Buyback Amount, with payment to be made by wire transfer of same-day funds.
(c) To the extent that the Buyer owns an insufficient number of shares to tender to the Company pursuant to a Buyback Notice required by Section 6(b) above or refuses to so tender such shares (such difference is referred to herein as the "Shortfall Amount"), then the Buyer shall tender to the Company so many of the number of shares actually owned by the Buyer in accordance with Section 6(b) above in exchange for payment by the Company in accordance with Section 6(b) above that it so wishes to tender, and the Buyer shall be obligated to pay to the Company, within one year after the date of the Buyback Event, cash in an amount equal to the Fair Market Value (as defined below) of the number of shares represented by the Shortfall Amount less the Buyback Amount for such number of shares represented by the Shortfall Amount, provided that interest required to be paid pursuant to the Buyback Amount shall be computed not to the date of the Buyback Event but instead to the date of the cash payment required to be made by the Buyer pursuant to this Section 6(c).
(d) For purposes of this Section 6, the following terms shall be defined as set forth below:
Stock Repurchase. Upon the terms and subject to the conditions set forth in this Agreement, on the second Business Day following the conclusion of each Repurchase Period during which Allscripts purchased shares of Allscripts Common Stock from Other Holders under the Market Purchase Program (each, a “Misys Repurchase Date”), Misys UK Holdings and/or Misys US Holdings shall sell, and Allscripts shall purchase, as part of the Market Purchase Program, shares of Allscripts Common Stock in the aggregate in a number (such shares, the “Misys Repurchased Shares”) equal to (i) the number of shares of Allscripts Common Stock purchased by Allscripts from Other Holders pursuant to the Market Purchase Program during the Repurchase Period (such shares, the “Other Repurchased Shares”) multiplied by (ii) the Repurchase Rate, in each case rounded to the nearest whole number of such shares. The obligations of Allscripts, Misys UK Holdings and Misys US Holdings under this Section 2.1 are subject to, and conditioned on, compliance with applicable Law.
Stock Repurchase. Except as set forth on Schedule 2.34, the Company has not redeemed or repurchased, or entered into any written or oral agreement to redeem or repurchase, any of its capital stock.
Stock Repurchase. 2.1 Pursuant to the terms of this Agreement, Stockholder shall sell, convey, assign and transfer to the Company, and the Company shall purchase and acquire from Stockholder (the “Stock Repurchase”), all of the Owned Shares for an aggregate of one (1) million warrants to purchase shares of Common Stock of the Company on terms and conditions substantially the same as set forth in the Warrant Exchange Term Sheet attached as Exhibit G to the Merger Agreement; provided, that the exercise price of such warrants shall be the closing price of the Common Stock on the Closing Date (or, if not available on such date, the closing price on the Business Day immediately preceding the Closing Date) (the “Owned Shares Purchase Price”).
2.2 The closing of the Stock Repurchase (the “Owned Shares Closing”) shall take place substantially contemporaneously with (and in no event later than immediately following) the Closing, at the offices of Wachtell, Lipton, Xxxxx & Xxxx. At the Owned Shares Closing, (a) the Company shall deliver to Stockholder the Owned Shares Purchase Price, and (b) Stockholder shall deliver or cause to be delivered to the Company certificates representing the Owned Shares, free and clear of any Encumbrances, duly endorsed in blank or accompanied by stock powers duly endorsed in blank in proper form for transfer, with appropriate transfer stamps, if any, affixed.
