Stock Repurchase Clause Samples
A Stock Repurchase clause grants a company the right to buy back its own shares from shareholders under specified conditions. Typically, this clause outlines the circumstances under which repurchases can occur, such as upon an employee's departure or a triggering event, and details the price and process for the buyback. Its core function is to give the company control over its ownership structure, prevent unwanted shareholders, and manage equity distribution effectively.
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. 24 2.37 Disclosure..................................................... 24 SECTION 3.
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 set forth on SCHEDULE 3.28, 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. 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. Subject to the conditions set forth in Section 2.2(c) of this Agreement, Gartner shall, as soon as practicable following completion of the Recapitalization and the Distribution, in compliance with the rules and regulations of the Commission, including Regulation 13E under the Exchange Act, commence a "Dutch auction" tender offer (the "Self Tender Offer") for a number of shares of Class A Common Stock and Class B Common Stock in the aggregate equal to at least 15% of the total number of shares of Gartner Common Stock outstanding immediately following the Distribution (the "Minimum Self Tender Amount"), with such purchases allocated between shares of Class A Common Stock and Class B Common Stock on a pro rata basis based on the relative numbers of shares of such classes outstanding immediately following the Distribution ("Pro Rata"). Subject to the previous sentence, Gartner shall acquire all shares properly tendered in response to such Self Tender Offer as promptly as practicable following commencement thereof, subject to reasonable and customary conditions and other terms and reasonable range of purchase prices based on recent trading prices of Gartner Class A and Class B Common Stock, which conditions, terms and ranges shall be determined by the Board of Directors of Gartner in good faith. Subject to the conditions set forth in Section 2.2(c) of this Agreement, Gartner shall, as soon as practicable following completion of the Self Tender Offer, in compliance with the rules and regulations of the Commission, including Rule 10b-18 under the Exchange Act, purchase through an open-market stock purchase program an amount of shares of Common Stock equal to (i) 4.99% of the number of shares of Gartner Common Stock plus or minus (ii) the amount, if any, by which the Minimum Self Tender Amount is less than or exceeds, respectively, the number of shares of Gartner Common Stock actually purchased in the Self Tender Offer (the "Minimum Open Market Amount"), with such purchases allocated Pro Rata between shares of Class A Common Stock and Class B Common Stock (the "Open Market Repurchase Program" and, together with the Self Tender Offer, the "Stock Repurchase"). Gartner shall commence the Open Market Repurchase Program as promptly as practicable (subject to market conditions) after the Self Tender Offer and shall in any event complete the Open Market Repurchase Program in an orderly manner within two years after the Distribution Date. Gartner agrees that it will not r...
Stock Repurchase. 18 5.23 Year 2000..........................................................18
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, ▇▇▇▇▇ & ▇▇▇▇. 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.