Common use of Release/Surrender Clause in Contracts

Release/Surrender. The Unvested Shares, together with any other assets or securities held in escrow hereunder, shall be subject to the following terms and conditions relating to their release from escrow or their surrender to the Company for repurchase and cancellation: (a) Should the Company (or its assignees) elect to exercise the Repurchase Right under Article V with respect to any Unvested Shares, then the escrowed certificates for such Unvested Shares (together with any other assets or securities issued with respect thereto) shall be delivered to the Company concurrently with the payment to the Owner, in cash or cash equivalent (including the cancellation of any purchase-money indebtedness), of an amount equal to the aggregate Purchase Price for such Unvested Shares, and the Owner shall cease to have any further rights or claims with respect to such Unvested Shares (or other assets or securities attributable to such Unvested Shares). (b) As the interest of the Shareholder in the Unvested Shares (or any other assets or securities attributable thereto) vests in accordance with the provisions of Article V, the certificates for such vested shares (as well as all other vested assets and securities) may be released from escrow and delivered to the Owner in accordance with the following schedule: i. The initial release of vested shares (or other vested assets and securities) from escrow shall be effected within thirty (30) days following the expiration of the initial vesting period hereunder. ii. Subsequent releases of vested shares (or other vested assets and securities) from escrow shall be effected at annual intervals thereafter following the expiration of each vesting period. iii. Upon the Shareholder’s cessation of service with the Company, any escrowed Restricted Shares (or other assets or securities) in which the Shareholder is at the time vested shall be promptly released from escrow. iv. Upon any earlier termination of the Company’s Repurchase Right in accordance with the applicable provisions of Article V, any Restricted Shares (or other assets or securities) at the time held in escrow hereunder shall promptly be released to the Owner as fully-vested shares or other property. (c) All Restricted Shares (or other assets or securities) released from escrow in accordance with the provisions of subsection (ii) above shall nevertheless remain subject to (I) the market stand-off provisions of Section 4.4 until such provisions terminate in accordance therewith.

Appears in 4 contracts

Sources: Restricted Stock Purchase Agreement (Concentric Energy Corp), Restricted Stock Purchase Agreement (Concentric Energy Corp), Restricted Stock Purchase Agreement (Concentric Energy Corp)

Release/Surrender. The Unvested Purchased Shares, to the extent, and together with any other assets or securities securities, held in escrow hereunder, shall be subject to the following terms and conditions relating to their release from escrow or their surrender to the Company for repurchase and cancellation: (a) Should the Company (or its assignees) elect to exercise the Repurchase Right under Article V a purchase right with respect to any Unvested Shares, then the escrowed certificates for such Unvested Shares (together with any other assets or securities issued with respect thereto) shall be delivered to the Company for cancellation, concurrently with the payment to the Owner, in cash or cash equivalent (including the cancellation of any purchase-money indebtedness), of an amount equal to the aggregate Purchase Price for such Unvested Shares, and the Owner shall cease to have any further rights or claims with respect to such Unvested Shares (or other assets or securities attributable to such Unvested Sharessecurities). (b) Should a stockholder exercise a purchase right under the Investors' Rights Agreement, then the escrowed certificates for Purchased Shares subject to such purchase right (together with any other assets or securities issued with respect thereto) shall be delivered to the Company for cancellation, concurrently with the payment to the Owner of the purchase price provided for in the Investors' Rights Agreement, and the Owner shall cease to have any further rights or claims with respect to such Purchased Shares (or other assets or securities). (c) As the interest of the Shareholder Founder in the Unvested Purchased Shares (or any other assets or securities attributable issued with respect thereto) vests in accordance with the provisions of Article VSection 5, the certificates for such vested shares (as well as all other vested assets and securities) may held in escrow hereunder shall be released from escrow and delivered to the Owner in accordance with the following schedule: i. (i) The initial release of vested shares (or other vested assets and securities) from escrow shall be effected in increments of 6.25% of the Purchased Shares within thirty (30) 30 days following the expiration of the initial vesting period hereunder3, 6, 9 and 12 month periods measured from the Vesting Measurement Date. (ii. ) Subsequent releases of vested shares (or other vested assets and securities) from escrow shall be effected at annual monthly intervals thereafter following at the expiration rate of 1/48th of the Purchased Shares each vesting periodmonth thereafter, with the first such monthly release to occur 13 months after the Vesting Measurement Date. (iii. ) Upon the Shareholder’s Founder's cessation of service with the CompanyService Provider status, any escrowed Restricted Purchased Shares (or other assets or securities) in which the Shareholder Founder is at the time vested shall be promptly released from escrow. (iv. ) Upon any earlier termination of the Company’s 's Repurchase Right in accordance with the applicable provisions of Article VSection 5, any Restricted the Purchased Shares (or other assets or securities) at the time held in escrow hereunder shall promptly be released to the Owner as fully-fully vested shares or other property. (cd) All Restricted Purchased Shares (or other assets or securities) released from escrow in accordance with the provisions of subsection (iiSection 6.3(c) above shall nevertheless remain subject to (I) the market stand-off provisions applicable terms and conditions of Section 4.4 the Investors' Rights Agreement until such provisions terminate in accordance therewith.

Appears in 4 contracts

Sources: Founder Stock Repurchase and Vesting Agreement (Paradigm Genetics Inc), Founder Stock Repurchase and Vesting Agreement (Paradigm Genetics Inc), Founder Stock Repurchase and Vesting Agreement (Paradigm Genetics Inc)

Release/Surrender. The Unvested Shares, together with any other assets or ----------------- securities held in escrow hereunder, shall be subject to the following terms and conditions relating to their release from escrow or their surrender to the Company for repurchase and cancellation: (a) Should the Company (or its assignees) elect to exercise the Repurchase Right under Article V 5 with respect to any Unvested Shares, then the escrowed certificates for such Unvested Shares (together with any other assets or securities issued with respect thereto) shall be delivered to the Company for cancellation, concurrently with the payment to the Owner, in cash or cash equivalent (including the cancellation of any purchase-purchase- money indebtedness), of an amount equal to the aggregate Purchase Price for such Unvested Shares, and the Owner shall cease to have any no further rights or claims with respect to such Unvested Shares (or other assets or securities attributable to such Unvested Sharessecurities). (b) Should the Company exercise its First Refusal Right under Article 6 with respect to any Target Shares held at the time in escrow hereunder, then the escrowed certificates for such Target Shares (together with any other assets or securities issued with respect thereto) shall, concurrently with the payment of the Section 6.3 purchase price for such Target Shares to the Owner, be surrendered to the Company for cancellation, and the Owner shall have no further rights with respect to such Target Shares (or other assets or securities). (c) Should the Company elect not to exercise its First Refusal Right under Article 6 with respect to any Target Shares held at the time in escrow hereunder, then the escrowed certifi- ▇▇▇▇▇ for such Target Shares (together with any other assets or securities issued with respect thereto) shall be surrendered to the Owner for disposition according to the provisions of Section 6.4. (d) As the interest of the Shareholder Purchaser in the Unvested Shares (or any other assets or securities attributable issued with respect thereto) vests in accordance with the provisions of Article V5, the certificates for such vested shares Shares (as well as all other vested assets and securities) may shall be released from escrow and delivered to the Owner in accordance with the following schedule: i. The initial release of vested shares (or other vested assets and securities) from escrow shall be effected within thirty (30) days following the expiration of the initial vesting period hereunder. ii. Subsequent releases of vested shares (or other vested assets and securities) from escrow shall be effected at annual intervals thereafter following the expiration of each vesting period. iii. Upon the Shareholder’s cessation of service with the Company, any escrowed Restricted Shares (or other assets or securities) in which the Shareholder is at the time vested shall be promptly released from escrow. iv. Upon any earlier termination of the Company’s Repurchase Right in accordance with the applicable provisions of Article V, any Restricted Shares (or other assets or securities) at the time held in escrow hereunder shall promptly be released to the Owner as fully-vested shares or other propertyOwner. (ce) All Restricted Shares (or other assets or securities) released from escrow in accordance with the provisions of subsection subparagraph (iid) above shall nevertheless remain subject to (I) the First Refusal Right under Article 6 and the market stand-off provisions of Section 4.4 3.3 until such provisions terminate in accordance therewithherewith.

Appears in 3 contracts

Sources: Founder Stock Purchase Agreement (Gentle Dental Service Corp), Founder Stock Purchase Agreement (Gentle Dental Service Corp), Founder Stock Purchase Agreement (Gentle Dental Service Corp)

Release/Surrender. The Unvested Shares, together with any other assets or securities held in escrow hereunder, shall be subject to the following terms and conditions relating to their release from escrow or their surrender to the Company for repurchase and cancellation: (a) Should the Company (or its assignees) elect to exercise the Repurchase Right under Article V 5 above with respect to any Unvested Shares, then the escrowed certificates for such Unvested Shares (together with any other assets or securities issued with respect thereto) shall be delivered to the Company for cancellation, concurrently with the payment to the Owner, in cash or cash equivalent (including the cancellation of any purchase-money indebtedness), of an amount equal to the aggregate Cash Purchase Price for such Unvested Shares, and the Owner shall cease to have any no further rights or claims with respect to such Unvested Shares (or other assets or securities attributable to such Unvested Sharessecurities). (b) As the interest of the Shareholder Purchaser in the Unvested Shares (or any other assets or securities attributable issued with respect thereto) vests in accordance with the provisions of Article V5 above, the certificates for such vested shares (as well as all other vested assets and securities) may shall be released from escrow and delivered to the Owner Owner, if requested by the Owner, in accordance with the following schedule: i. The initial release of vested shares (or other vested assets and securitiesi) from escrow shall be effected within thirty (30) days following the expiration of the initial vesting period hereunder. ii. Subsequent releases Releases of vested shares (or other vested assets and securities) from escrow shall be effected at annual intervals thereafter intervals, with the first such annual release to occur following the expiration of each vesting period.First Vesting Date; iii. (ii) Upon the ShareholderPurchaser’s cessation of service with the CompanyService Provider status, any escrowed Restricted Shares (or other assets or securities) in which the Shareholder Purchaser is at the time vested shall be promptly released from escrow.; and iv. (iii) Upon any earlier termination of the Company’s Repurchase Right in accordance with the applicable provisions of Article V5 above, any Restricted the Shares (or other assets or securities) at the time held in escrow hereunder shall promptly be released to the Owner as fully-fully vested shares or other property. (c) All Restricted Shares (or other assets or securities) released from escrow in accordance with the provisions of subsection (iib) above shall nevertheless remain subject to (I) the market stand-off provisions of Section 4.4 3.3 above until such provisions terminate in accordance therewithherewith.

Appears in 3 contracts

Sources: Restricted Stock Purchase Agreement (Vallon Pharmaceuticals, Inc.), Restricted Stock Purchase Agreement (Vallon Pharmaceuticals, Inc.), Restricted Stock Purchase Agreement (Vallon Pharmaceuticals, Inc.)