Successor Designation Option Clause Samples

Successor Designation Option. (a) Upon termination of the Management Services Agreement by the MSO under Section 10.2 thereof or upon expiration of the Term of the Management Services Agreement or upon the happening of any of the following events (each of such termination, expiration or event being hereinafter referred to as a "Transfer Event"), the MSO shall have the option (the "Successor Designation Option") to designate a successor orthodontist or successor orthodontists, which person or persons must be duly licensed orthodontists in the State or otherwise permitted by law to be a shareholder in a professional corporation in the State, to purchase (the "Designated Successor") all or any portion of the Capital Stock then held by ▇▇. ▇▇▇▇▇▇▇: (i) the death of ▇▇. ▇▇▇▇▇▇▇; (ii) if ▇▇. ▇▇▇▇▇▇▇ is determined to be permanently disabled so as to be unable to render any professional services on behalf of the New PC, as determined in accordance with paragraph (b) of this Section 5 below; (iii) if ▇▇. ▇▇▇▇▇▇▇ voluntarily terminates his employment without first proposing and obtaining the MSO's approval of a proposed qualified successor orthodontist reasonably acceptable to the MSO on behalf of the New PC; (iv) if ▇▇. ▇▇▇▇▇▇▇ acts in a criminally or grossly negligent manner with respect to the performance of professional orthodontic services rendered or to be rendered on behalf of the New PC; (v) if ▇▇. ▇▇▇▇▇▇▇ becomes hospitalized for alcohol or drug abuse; (vi) if ▇▇. ▇▇▇▇▇▇▇ is convicted of a felony; (vii) if ▇▇. ▇▇▇▇▇▇▇ loses his license or is otherwise determined to be disqualified from rendering services as an orthodontist for the New PC by the applicable dental or other comparable regulatory board of the State; (viii) if ▇▇. ▇▇▇▇▇▇▇'▇ shares of Capital Stock are or are to be transferred voluntarily or by operation of law to any person who is a "disqualified person," as defined in the professional corporation statute of the Laws of the State; (ix) if ▇▇. ▇▇▇▇▇▇▇ voluntarily files a petition under any bankruptcy or insolvency law or a petition for the appointment of a receiver, or makes an assignment for the benefit of creditors; (x) if ▇▇. ▇▇▇▇▇▇▇ is subjected involuntarily to such a petition or assignment, or any creditor or other persons obtains an attachment or other legal or equitable interest in any shares of the Capital Stock of ▇▇. ▇▇▇▇▇▇▇ and such involuntary petition, assignment or attachment is not discharged within sixty (60) days after creation; (xi) if ▇▇. ▇▇▇▇▇▇▇ is requir...