Exercise of Repurchase Option and Closing Sample Clauses

Exercise of Repurchase Option and Closing. (a) The Company may exercise the Repurchase Option on the Restricted Shares by delivering or mailing to the Stockholder (or his estate), in accordance with Section 4.7, written notice of exercise within 120 days after the cessation of employment of the Stockholder with the Company. Such notice shall specify the number of shares to be purchased. If and to the extent the Repurchase Option is not so exercised within such 120-day period, the Repurchase Option shall automatically terminate effective upon the expiration of such 120-day period.
Sample 1Sample 2
AutoNDA by SimpleDocs
Exercise of Repurchase Option and Closing. (a) The Company may exercise the Repurchase Option by delivering or mailing to the Employee, within thirty (30) days after the date of termination of the employment of the Employee with the Company (with such date of termination serving as the record date for calculating the Percentage (the “Trigger Date”)), a written notice of exercise of the Repurchase Option. Such notice shall specify the number of shares of Repurchasable Common Stock to be repurchased. If and to the extent the Repurchase Option is not so exercised by the giving of such a notice within such 30-day period, the Repurchase Option shall automatically expire and terminate effective upon the expiration of such 30-day period.
Sample 1Sample 2
Exercise of Repurchase Option and Closing. The Company may ----------------------------------------- exercise the Repurchase Option by delivering or mailing to the Officer, in accordance with Section 8.7, written notice of its election to exercise within 45 days after the Termination Event. If and to the extent the Repurchase Option is not so exercised within such 45-day period, the Repurchase Option shall automatically expire and terminate effective upon the expiration of such 45-day period. The closing of any such repurchase of Non-Vested Shares shall be held at the principal office of the Company, or at such other location as the parties to such repurchase may mutually determine. At any such closing, the Company shall pay to the Officer and/or any holder of the Non-Vested Shares the aggregate repurchase price for the Non-Vested Shares to be purchased by certified or bank check. At such time, the Officer and/or any holder of the Non-Vested Shares shall deliver to the Company the certificate or certificates representing the Non-Vested Shares so repurchased, duly endorsed for transfer, free and clear of any liens or encumbrances.
Sample 1
Exercise of Repurchase Option and Closing. (a) Upon the termination of the employment of the Participant or the cessation of his directorship [as referred to in subsection 2 (a) above], the Repurchase Option shall be deemed to be automatically exercised by the Company unless the Company delivers or mails written notice of nonelection of exercise of the Repurchase Option within 30 days thereafter in accordance with section 14.
Sample 1
Exercise of Repurchase Option and Closing. Medscape will be deemed to have exercised the Repurchase Option on the date which is 45 days after the Termination Event (or on such other date to which the parties may mutually agree) unless it provides written notice to Executive within 45 days after the Termination Event, in the manner set forth in Section 15 of the Agreement to which this Annex A is appended, of its election not to exercise the Repurchase Option. If and to the extent the Repurchase Option is not so exercised within such 45-day period, the Repurchase Option shall expire and terminate effective upon the expiration of such 45-day period. The closing of any such repurchase of Unvested Shares shall be held at the principal office of Medscape, or at such other locations as the parties to such repurchase may mutually determine. At any such closing, Medscape shall pay to the Executive or any holder of the Unvested Shares the aggregate repurchase price for the Unvested Shares to be purchased by certified or bank check. At such time, the Executive or any holder of the Unvested Shares shall deliver to Medscape the certificate or certificates representing the Unvested Shares so repurchased, duly endorsed for transfer, free and clear of any liens or encumbrances.
Sample 1
Exercise of Repurchase Option and Closing. (a) The Company may exercise the Repurchase Option by delivering or mailing to the Participant (or his estate), within 60 days after the termination of the Participant's employment, a written notice of exercise of the Repurchase Option. Such notice shall specify the number of Shares to be purchased (or forfeited, in the event the Shares were issued at no cost). If and to the extent the Repurchase Option is not so exercised by the giving of such a notice within such 60-day period, the Repurchase Option shall automatically expire and terminate effective upon the expiration of such 60-day period.
Sample 1

Related to Exercise of Repurchase Option and Closing

  • Exercise of Repurchase Option The Repurchase Option shall be exercised by written notice signed by an officer of the Company or by any assignee or assignees of the Company and delivered or mailed as provided in Section 17(a). Such notice shall identify the number of shares of Stock to be purchased and shall notify Purchaser of the time, place and date for settlement of such purchase, which shall be scheduled by the Company within the term of the Repurchase Option set forth in Section 2(a) above. The Company shall be entitled to pay for any shares of Stock purchased pursuant to its Repurchase Option, at the Company's option, in cash or by offset against any indebtedness owing to the Company by Purchaser, or by a combination of both. Upon delivery of such notice and payment of the purchase price in any of the ways described above, the Company shall become the legal and beneficial owner of the Stock being repurchased and all rights and interest therein or related thereto, and the Company shall have the right to transfer to its own name the Stock being repurchased by the Company, without further action by Purchaser.

  • Exercise of Purchase Option and Closing (a) The Company may exercise the Purchase Option by delivering or mailing to the Participant (or his estate), within 90 days after the termination of the employment of the Participant with the Company, a written notice of exercise of the Purchase Option. Such notice shall specify the number of Shares to be purchased. If and to the extent the Purchase Option is not so exercised by the giving of such a notice within such 90-day period, the Purchase Option shall automatically expire and terminate effective upon the expiration of such 90-day period.

  • Exercise of Repurchase Right Any Repurchase Right under Paragraphs 15(a) or 15(b) shall be exercised by giving notice of exercise as provided herein to Optionee or the estate of Optionee, as applicable. Such right shall be exercised, and the repurchase price thereunder shall be paid, by the Company within a ninety (90) day period beginning on the date of notice to the Company of the occurrence of such Repurchase Event (except in the case of termination or cessation of services as director, where such option period shall begin upon the occurrence of the Repurchase Event). Such repurchase price shall be payable only in the form of cash (including a check drafted on immediately available funds) or cancellation of purchase money indebtedness of the Optionee for the Shares. If the Company can not purchase all such Shares because it is unable to meet the financial tests set forth in the Nevada corporation law, the Company shall have the right to purchase as many Shares as it is permitted to purchase under such sections. Any Shares not purchased by the Company hereunder shall no longer be subject to the provisions of this Section 15.

  • Termination of Repurchase Option Sections 2, 3, 4 and 5 of this Agreement shall terminate upon the exercise in full or expiration of the Repurchase Option, whichever occurs first.

  • Repurchase Option (a) If Purchaser's status as a Service Provider is terminated for any reason, including for cause, death, and disability, the Company shall have the right and option to purchase from Purchaser, or Purchaser's personal representative, as the case may be, all of the Purchaser's Unvested Shares as of the date of such termination at the price paid by the Purchaser for such Shares (the "Repurchase Option").

  • Release of Shares From Repurchase Option (a) 25% of the Shares shall be released from the Company’s repurchase option one year after the date of this Agreement, 25% of the Shares shall be released from the Company’s repurchase option two years after the date of this Agreement, 25% of the Shares shall be released from the Company’s repurchase option three years after the date of this Agreement, and the remaining 25% of the Shares shall be released from the repurchase option four years after such date, subject to Director continuing to be a Service Provider on such dates.

  • The Optional Shares; Option Closing Date In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of [•] Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares. The option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the option and (ii) the time, date and place at which the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representatives and shall not be earlier than two or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Exercise of the Repurchase Right The Repurchase Right shall be exercisable by written notice delivered to each Owner of the Unvested Shares prior to the expiration of the ninety (90)-day exercise period. The notice shall indicate the number of Unvested Shares to be repurchased and the date on which the repurchase is to be effected, such date to be not more than thirty (30) days after the date of such notice. The certificates representing the Unvested Shares to be repurchased shall be delivered to the Corporation on or before the close of business on the date specified for the repurchase. Concurrently with the receipt of such stock certificates, the Corporation shall pay to Owner, in cash or cash equivalent (including the cancellation of any purchase-money indebtedness), an amount equal to the Purchase Price previously paid for the Unvested Shares to be repurchased from Owner.

  • Exercise of Purchase Option If Purchaser elects to exercise this Option, it shall do so by sending a written notice of such exercise to Seller prior to the expiration of the Option Term. Purchaser’s notice shall specify the date and time that the closing of the purchase and sale of the Property (the “Closing”) will take place, which shall be no earlier than the date that is thirty (30) days after the date of the exercise of the Option and no later than the date that is forty-five (45) days after the date of the exercise of the Option. Purchaser and Seller shall conduct an escrow‑style closing through the Title Company so that it will not be necessary for any party to physically attend the Closing. Notwithstanding any provision to the contrary in this Agreement, if the notice of exercise is mailed via the U.S. Postal Service, the notice shall be deemed to have been delivered when mailed if sent with prepaid postage by certified or registered mail, or if sent via overnight delivery service, the notice shall be deemed to have been delivered when deposited with such overnight delivery service. Within three (3) business days following Purchaser’s exercise of the Option, ONE THOUSAND AND NO/DOLLARS ($1,000.00) shall be paid by Purchaser to Title Company as xxxxxxx money (the “Xxxxxxx Money”). The Xxxxxxx Money shall be held in a segregated interest bearing account by Title Company. All interest and earnings shall be paid to Purchaser. The Xxxxxxx Money shall be credited against the Purchase Price at Closing. Title Company shall act as escrow agent until Closing and shall hold and disburse the Xxxxxxx Money as provided in this Agreement. Seller shall have no right to receive any payment of the Xxxxxxx Money unless Seller terminates this Agreement in accordance with Section 16(a) below as a result of an uncured default of this Agreement by Purchaser, or the Xxxxxxx Money is credited against the Purchaser Price due at Closing. Seller and Purchaser agree to cause to be executed, acknowledged and delivered to Title Company such further reasonable and necessary escrow instruments and documents requested by the Title Company in connection with Title Company holding and disbursing the Xxxxxxx Money and Title Company conducting the Closing, in order to carry out the intent and purpose of this Agreement.

  • Exercise of Purchase Options Nothing contained in this Purchase Option shall be construed as requiring the Holder(s) to exercise their Purchase Options or Warrants underlying such Purchase Options prior to or after the initial filing of any registration statement or the effectiveness thereof.

Time is Money Join Law Insider Premium to draft better contracts faster.