Redemption Option Sample Clauses

Redemption Option. Any holder of July 2005 Notes or July 2007 Notes (the “July Notes”) may, in lieu of exchanging the July 2005 Notes for Notes issued pursuant to this Agreement or in lieu of retaining the July 2007 Notes, elect to have the July Notes redeemed in whole or in part pursuant to this Agreement. Any such redemption shall be reflected on Schedule I hereto. The redemption price (the “Redemption Price”) for notes being redeemed pursuant hereto shall be equal to the amount of principal being redeemed. The portion of each such note that is redeemed pursuant hereto is referred to as the “Redeemed Portion.” On the Closing Date, the Company will pay to each Purchaser the Redemption Price with respect to the Redeemed Portion(s) of the July Notes held by such Purchaser and as to which this redemption option has been elected, and the Purchaser will return the originally signed July 2005 Note and/or July 2007 Note, as applicable, to the Company. If less than the entire principal amount of the July 2005 Note and/or July 2007 is being redeemed, then the Company will, within a reasonable period of time, deliver a replacement note to the Purchaser to evidence the remaining principal balance thereof (or, in the case of a July 2005 Note, the Company will issue a Note to the Holder to evidence the unredeemed amount). Each redeeming Purchaser acknowledges and agrees that, upon receipt of the Redemption Price, the Redeemed Portion will have been paid in full and will no longer be outstanding, and such Purchaser acknowledges that the Purchaser will have no further rights or entitlements under such note(s) with respect to the Redeemed Portion. Except for the payment of the Redemption Price and the satisfaction of Accrued Registration Fees and accrued interest in accordance with this Agreement, such Purchaser hereby knowingly and voluntarily waives, releases and forever discharges the Company and the Company’s subsidiaries, parent companies, officers, directors, employees, shareholders, and Affiliates (collectively, the “Released Parties”) from any and all claims, demands, damages, lawsuits, obligations, promises, and causes of action of any kind whatsoever, both known and unknown, at law or in equity, that the Purchaser may have had or has against the Released Parties at any time from the beginning of time up to and including the date of this Agreement relating to or arising from the Redeemed Portion of the July Notes.

Redemption Option. (a) Each of the Preferred Shares may, subject to the applicable legal restrictions on the Company’s redemption of its Shares, be redeemed in cash at the option of the holder thereof at any time on or after (i) the date falling on the second (2nd) anniversary of the Issue Date or (ii) the occurrence of a Redemption Event, upon a Redemption Notice (as defined below) from any Preferred Shareholder to the Company. The redemption price for each Preferred Share (“Redemption Price”) shall be equal to the aggregate amount of:

Redemption Option. If the Amendment has not become effective within six months of the date hereof, in lieu of the exercising this Warrant pursuant to Section 2.1 or 2.2, the Holder may require the Company to redeem all or some of the Warrant for an amount equal to the value of the amount of the Warrant being redeemed. If the Holder elects to require redemption of this Warrant as provided in this Section 2.3, the Holder shall tender to the Company the Warrant with written notice of the Holder's election, and the Company shall purchase from the Holder such portion of the Warrant as is specified by the Holder for the price computed as of the date of surrender of this Warrant to the Company using the following formula: X = Y (A-B) ------- Where:

Redemption Option. (a) In the event (i) any Executive ceases to be employed by, or to serve as an officer, or director for, the Company or its Subsidiaries for any reason or, (ii) a Corporate Family Member of an Executive ceases for any reason to be a Corporate Family Member of such Executive and thereafter fails to comply with the requirements of paragraph 4(f) hereof, or (iii) any Corporate Family Member of an Executive shall fail to comply with any requirement made pursuant to paragraph 4(g) hereof (any such event being in respect of such Executive or Corporate Family Member, his or its “Termination”), all of the Redeemable Stock held by such Executive or, as the case may be, such Corporate Family Member (whether held by such Executive or Corporate Family Member or one or more of such Executive’s transferees) may be redeemed or purchased by the Company pursuant to the terms and conditions set forth in this paragraph 4 (the “Redemption Option”). For the avoidance of doubt, Class D Convertible Shares, Class I Convertible Shares and Ordinary Shares are not subject to redemption or purchase pursuant to this paragraph 4 or otherwise. (b) In the case of any Termination, the purchase price for each Class A1 Convertible Share, Class A2 Convertible Share, and Class A3 Convertible Share shall be such Executive’s Original Cost for such share. (c) The Company may elect to redeem or purchase all or any portion of an Executive’s Redeemable Stock by delivering written notice (the “Redemption Notice”) to the holder or holders of such Executive’s Redeemable Stock within 90 days after such Executive’s Termination (180 days in the case of such Executive’s Termination upon death or disability). The Redemption Notice shall set forth the number of shares of Redeemable Stock to be acquired from each holder of such Executive’s Redeemable Stock, the aggregate consideration to be paid for such shares and the time and place for the closing of the transaction. The number of shares to be redeemed or purchased by the Company shall first be satisfied to the extent possible from the shares of Redeemable Stock held by such Executive at the time of delivery of the Redemption Notice. If the number of shares of Redeemable Stock then held by such Executive is less than the total number of shares of Redeemable Stock the Company has elected to redeem or purchase, the Company shall purchase the remaining shares elected to be redeemed or purchased from the other holder(s) of such Executive’s Redeemable Stock und...

Redemption Option. (a) In the event Employee’s relationship with the Company and/or any Subsidiary, whether as an employee or consultant, terminates for Cause (as defined in the Employment Agreement (as defined below)), death, or Disability (as defined in the Employment Agreement), then the Company shall have an irrevocable option (the “Redemption Option”), for a period of ninety (90) days after said termination, or such longer period as may be agreed to by the Company and Employee, to redeem from Employee or Employee’s personal representative, as the case may be, at a cost of $.01 per share to the Company, up to but not exceeding the number of shares of the Stock that have not vested in accordance with the provisions of Sections 2(b) below as of such termination date; provided, however, that if Employee makes or has made an 83 (b) Election (as defined below) and if Employee’s employment with the Company and/or the Subsidiary is terminated due to death or Disability, then the Company shall comply with the covenant in the final sentence of Section 11, notwithstanding its exercise of the Redemption Option for unvested shares of the Stock, if any. (b) The Stock shall vest on the first, second and third anniversaries of the Vesting Commencement Date (as identified on the signature page to this Agreement) in installments of , and shares of the Stock, respectively, until all the shares have vested or have ceased vesting upon the termination of Employee’s relationship as an employee or consultant of the Company and/or any Subsidiary, subject to the following sentence. No further vesting shall occur upon the termination of Employee’s relationship as an employee or consultant of the Company and/or any Subsidiary; except, that: (a) if Employee’s relationship as an employee of the Company and/or any Subsidiary is terminated without Cause (as defined in that certain employment agreement by and among the Company and Employee dated as of , , as amended from time to time (the “Employment Agreement”), by the Company; and/or (b) if Employee terminates employment with the Company for Good Reason (as defined in the Employment Agreement) only, then in either (a) and/or (b) all of the unvested shares of the Stock shall immediately vest and not be subject to the Redemption Option.

Redemption Option. At any time after the fifth (5th) anniversary of the Series CC Original Issue Date (as defined in Article Eighth), upon the written request (a “Series CC Redemption Request”) of any holder of Series CC Preferred Stock, the Corporation shall redeem from such holders all, but not less than all, of the then issued and outstanding shares of Series CC Preferred Stock held by such holder ( “Series CC Redemption Shares”) at the Series CC Redemption Price. Upon its receipt of a Series CC Redemption Request, the Corporation shall, within ten (10) days of its receipt of such request, send to (i) each holder of Series CC Preferred Stock, with respect to whose shares no Series CC Redemption Request has been delivered to the Company, and (ii) each holder of Series AA Preferred Stock written notice indicating that a Series CC Redemption Request has been received by the Company and listing the number of shares of Series CC Preferred Stock subject to the Series CC Redemption Request (each such notice, a “Series CC Redemption Request Notice”). If the Company subsequently receives, within twenty (20) days following delivery of the relevant Series CC Redemption Request Notice (an “Applicable Redemption Request Deadline”), a Series CC Redemption Request from any holder of Series CC Preferred Stock or a Series AA Redemption Request from a requisite number of holders of Series AA Preferred Stock pursuant to Section 2(b) of this Article Tenth, then all such Series CC Redemption Requests and such Series AA Redemption Request shall be treated by the Corporation as if the Corporation had received all such requests simultaneously (the redemption of all shares of Series AA Preferred Stock and Series CC Preferred Stock pursuant to such requests (including the initial Series CC Redemption Request) is hereinafter referred to as an “Applicable Redemption”). The date of redemption shall be on a date selected by the Corporation that is no later than 180 days after receipt by the Corporation of the initial Series CC Redemption Request (an “Applicable Redemption Date”).

Redemption Option. Anza shall have the option (the “Redemption Option”) to redeem a portion of the Series AA Shares, at the price of [ * ] per share (the “Redemption Price”), as follows: (i) in the event that (A) Anza does not receive notice of the award of the [ * ] Grant by December 31, 2008 or (B) the 2008 federal budget does not include a [ * ] specifically for the [ * ] Grant, Anza shall have the option to redeem 1,000,000 Series AA Shares, effective as of such date; (ii) in the event that Anza receives notice of the award of the [ * ] Grant by December 31, 2008 and the 2008 federal budget includes a [ * ] specifically for the [ * ] Grant in an amount of at least $1,000,000, but the aggregate monies received by Anza over the term of such [ * ] Grant are less than $1,000,000, Anza shall have the option to redeem the number of Series AA Shares, rounded to the nearest whole share, equal to (A) the difference between $1,000,000 and such aggregate monies, divided by (B) one dollar ($1.00), effective as of the expiration of its term; or (iii) in the event that Anza receives notice of the award of the [ * ] Grant by December 31, 2008 and the 2008 federal budget includes a [ * ] specifically for the [ * ] Grant in an amount of less than $1,000,000, Anza shall have the option to redeem the number of Series AA Shares, rounded to the nearest whole share, equal to (A) the difference between $1,000,000 and the amount of such line item, divided by (B) one dollar ($1.00), effective as of the notice of the award of the [ * ] Grant. With respect to subsection (a)(i) above, Anza’s right to redeem the Series AA Shares shall be subject to Anza’s obligation to submit an application for the [ * ] Grant to the [ * ] in a timely manner. Provided that the [ * ] Grant has been awarded to Anza, with respect to subsection (a)(ii) above, Anza’s right to redeem the Series AA Shares shall be subject to Anza’s obligation to use commercially reasonable good faith efforts to perform all activities necessary to receive at least $1,000,000 over the term of such [ * ] Grant.

Redemption Option. At any time and upon written request of the holders of more than sixty-six percent (66%) of the then outstanding shares of the Series BB Preferred Stock (the “Redemption Request”), the Corporation shall redeem from the holders thereof all, but not less than all, of the then issued and outstanding shares of Preferred Stock (collectively, the “Redemption Shares”) at the Series BB Redemption Price. The date of redemption shall be on a date selected by the Corporation that is no later than 180 days after receipt by the Corporation of the Redemption Request (the “Date of Redemption”).

Redemption Option. At any time during the period beginning on the Issue Date and ending on the date that is one (1) year from the Issue Date, Company shall have the option to redeem this Warrant by exchanging it (pursuant to Section 3(a)(9) of the 1933 Act (as defined below)) for 400,000 shares of Company’s Common Stock (the “Redemption Option”). If Company elects to exercise its Redemption Option, any outstanding Notice of Exercise will be cancelled and this Warrant will be deemed satisfied in full upon delivery of the 400,000 shares of Common Stock.