Common use of Exercise of the Purchase Option Clause in Contracts

Exercise of the Purchase Option. Provided that (a) to the extent necessary, any applicable waiting periods (and any extension thereof) under the HSR Act with respect to the exercise of the Purchase Option shall have expired or been terminated and (b) no preliminary or permanent injunction or other order, decree or ruling issued by any Governmental Authority prohibiting the exercise of the Purchase Option or the delivery of Stockholder's Equity shall be in effect, Parent or Purchaser may exercise the Purchase Option at any time during the Option Period with respect to all of the Stockholder's Equity. To exercise the Purchase Option, Parent or Purchaser shall give written notice (the date of such notice being herein called the "Notice Date") to Stockholder specifying a place and date (not later than one Business Day following the Notice Date) for closing such purchase (the "Closing"). Subject to the delivery by Stockholder of the documents described in Section 1.04(b), the Closing of the Purchase Option shall occur as promptly as practicable following the Notice Date; provided that if the conditions set forth in clause (a) or (b) of the first sentence of this Section 1.02 have not been satisfied, Parent or Purchaser may extend the date for the Closing (the "Purchase Option Closing Date") as necessary for the satisfaction of the conditions set forth in clause (a) or (b) of the first sentence of this Section 1.02 up to but not exceeding the date that is 180 days following the Notice Date, after which all rights of Parent and Purchaser to acquire the Stockholder's Equity in accordance with this Section 1.02 shall terminate.

Appears in 4 contracts

Samples: Option Agreement (Rubicon Medical Corp), Option Agreement (Rubicon Medical Corp), Option Agreement (Rubicon Medical Corp)

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Exercise of the Purchase Option. Provided that (a) to the extent necessary, any applicable waiting periods (and any extension thereof) under the HSR Act with respect to the exercise of the Purchase Option shall have expired or been terminated and (b) no preliminary or permanent injunction or other order, decree or ruling issued by any Governmental Authority prohibiting the exercise of the Purchase Option or the delivery of Stockholder's Equity shall be in effect, Parent or Purchaser may exercise the Purchase Option at any time during the Option Period with respect to all of the Stockholder's Equity. To exercise the Purchase Option, Parent or Purchaser shall give written notice (the date of such notice being herein called the "Notice Date") to Stockholder specifying a place and date (not later than one ten Business Day Days and not earlier than two Business Days following the Notice Date) for closing such purchase (the "Closing"). Subject to the delivery by Stockholder of the documents described in Section 1.04(b), the Closing of the Purchase Option shall occur as promptly as practicable following the Notice Date; provided that if the conditions set forth in clause (a) or (b) of the first sentence of this Section 1.02 have not been satisfied, Parent or Purchaser may extend the date for the Closing (the "Purchase Option Closing Date") as necessary for the satisfaction of the conditions set forth in clause (a) or (b) of the first sentence of this Section 1.02 up to but not exceeding the date that is 180 days following the Notice Date, after which all rights of Parent and Purchaser to acquire the Stockholder's Equity in accordance with this Section 1.02 shall terminate.

Appears in 4 contracts

Samples: Option Agreement (Rubicon Medical Corp), Option Agreement (Rubicon Medical Corp), Option Agreement (Rubicon Medical Corp)

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