Common use of Repurchase Closing Clause in Contracts

Repurchase Closing. Except as provided in Section 5.2 hereof, the Company’s repurchase of any Shares under Section 2.1 shall take place within one hundred eighty days (180) days after the Termination of Employment for Cause following notice to the Stockholder (the “Repurchase Notice”) specifying the number of Shares to be repurchased. The closing of the repurchase of such Shares shall be held not earlier than five (5) days nor later than thirty (30) days after delivery of the Repurchase Notice. The Company’s repurchase rights under this Section 2.2 shall lapse if not exercised within the time periods specified above in accordance with the provisions hereof, except as otherwise provided in Section 5 hereof. Upon delivery by the Company of the repurchase price for the Shares being repurchased in accordance with Section 6 hereof, all of such Shares shall no longer be deemed to be outstanding, all of the Stockholder’s rights with respect to such Shares shall terminate with the exception of the right of the Stockholder to receive the repurchase price in exchange therefor pursuant to this Section 2.2, and the Stockholder hereby appoints the Company as his attorney-in-fact to take all actions necessary and sign all documents required to cancel such Shares on its books and records.

Appears in 8 contracts

Samples: Stock Option Agreement (Tempur Pedic International Inc), Stock Option Agreement (Tempur Pedic International Inc), Stock Option Agreement (Tempur Pedic International Inc)

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Repurchase Closing. Except as provided in Section 5.2 hereof, the The Company’s 's repurchase of any Shares rights under Section 2.1 3.1 shall take place be exercisable at any time within one hundred eighty days ninety (18090) days after following the Termination of Employment for Cause following or the Bonus Shortfall Event (as applicable) by notice to the Stockholder (the "Repurchase Notice”) specifying the number of Shares to be repurchased"). The closing of the repurchase of such Shares shall be held (a) not earlier than five (5) days nor later than thirty (30) days after delivery of the Repurchase NoticeNotice if such repurchase is being made in connection with a Bonus Shortfall Event or (b) not earlier than five (5) days nor later than thirty (30) days after determination of the Common Equity Value if such repurchase is being made in connection with a Termination of Employment (other than a Termination of Employment prior to the Bonus Date). The Company’s 's repurchase rights under this Section 2.2 3.1 shall lapse if not exercised within the time periods (if any) specified above in accordance with the provisions hereof, except as otherwise provided in Section 5 7 hereof. Upon delivery by the Company of the repurchase price for the Shares being repurchased hereunder in accordance with Section 6 8 hereof, all of such the Shares being repurchased shall no longer be deemed to be outstanding, all of the Stockholder’s 's rights with respect to such Shares shall terminate with the exception of the right of the Stockholder to receive the repurchase price in exchange therefor pursuant to this Section 2.23.2, and the Stockholder hereby appoints the Company as his attorney-in-fact to take all actions necessary and sign all documents required to cancel such Shares on its books and records.

Appears in 4 contracts

Samples: Restricted Stock Purchase Agreement (CSAV Holding Corp.), Restricted Stock Purchase Agreement (CSAV Holding Corp.), Restricted Stock Purchase Agreement (CSAV Holding Corp.)

Repurchase Closing. Except as provided in Section 5.2 hereof, the Company’s repurchase of any Shares under Section 2.1 shall take place within one hundred eighty days (180) days after the Termination of Employment Appointment for Cause following notice to the Stockholder (the “Repurchase Notice”) specifying the number of Shares to be repurchased. The closing of the repurchase of such Shares shall be held not earlier than five (5) days nor later than thirty (30) days after delivery of the Repurchase Notice. The Company’s repurchase rights under this Section 2.2 shall lapse if not exercised within the time periods specified above in accordance with the provisions hereof, except as otherwise provided in Section 5 hereof. Upon delivery by the Company of the repurchase price for the Shares being repurchased in accordance with Section 6 hereof, all of such Shares shall no longer be deemed to be outstanding, all of the Stockholder’s rights with respect to such Shares shall terminate with the exception of the right of the Stockholder to receive the repurchase price in exchange therefor pursuant to this Section 2.2, and the Stockholder hereby appoints the Company as his attorney-in-fact to take all actions necessary and sign all documents required to cancel such Shares on its books and records.

Appears in 2 contracts

Samples: Stock Option Agreement (Tempur Pedic International Inc), Stock Option Agreement (Tempur Pedic International Inc)

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Repurchase Closing. Except as provided in Section 5.2 hereof, the The Company’s 's repurchase of any Shares rights under Section 2.1 3.1 shall take place be exercisable at any time within one hundred eighty days ninety (18090) days after following the Termination of Employment for Cause following by notice to the Stockholder (the "Repurchase Notice”) specifying the number of Shares to be repurchased"). The closing of the repurchase of such Shares shall be held not earlier than five (5) days nor later than thirty (30) days after delivery determination of the Repurchase NoticeCommon Equity Value. The Company’s 's repurchase rights under this Section 2.2 3.1 shall lapse if not exercised within the time periods (if any) specified above in accordance with the provisions hereof, except as otherwise provided in Section 5 7 hereof. Upon delivery by the Company of the repurchase price for the Shares being repurchased hereunder in accordance with Section 6 8 hereof, all of such the Shares being repurchased shall no longer be deemed to be outstanding, all of the Stockholder’s 's rights with respect to such Shares shall terminate with the exception of the right of the Stockholder to receive the repurchase price in exchange therefor pursuant to this Section 2.23.2, and the Stockholder hereby appoints the Company as his attorney-in-fact to take all actions necessary and sign all documents required to cancel such Shares on its books and records.

Appears in 1 contract

Samples: Restricted Stock Purchase Agreement (CSAV Holding Corp.)

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