Repurchase Election Sample Clauses
Repurchase Election. (a) Grantee shall have the option, at any time and from time to time commencing upon the first occurrence of an Exercise Event in which the consideration to be received by Issuer or its stockholders, as the case may be, pursuant to a Competing Transaction consists in whole or in part of shares of capital stock of a third party and ending on the tenth business day after the first mailing to Issuer's stockholders of a proxy statement, tender offer statement or other disclosure or offering document relating to such Competing Transaction, to send a written notice to Issuer (a "Repurchase Notice") that it will require Issuer (or any successor entity thereof) to pay to Grantee the Repurchase Fee (as defined below) as provided in Section 6.01(b) below, upon delivery by Grantee of the shares of Issuer Common Stock acquired hereunder with respect to which Grantee then has beneficial ownership. The date on which Grantee delivers the Repurchase Notice under this Section 6.01 is referred to as the "Repurchase Request Date". The "Repurchase Fee" shall be equal to the sum of the following:
(i) the aggregate Purchase Price paid by Grantee for any shares of Issuer Common Stock acquired pursuant to the Stock Option with respect to which Grantee then has beneficial ownership; and
(ii) subject to the maximum amounts specified in Section 3.03, the Spread, multiplied by the number of shares of Issuer Common Stock with respect to which the Stock Option has been exercised and with respect to which Grantee then has beneficial ownership.
(b) If Grantee exercises its rights under this Section 6.01, within five business days after the Repurchase Request Date, (i) Issuer shall pay by wire transfer to Grantee the Repurchase Fee in immediately available funds to an account designated in writing by Grantee to Issuer, and (ii) Grantee shall surrender to Issuer certificates evidencing the shares of Issuer Common Stock acquired hereunder with respect to which Grantee then has beneficial ownership, and Grantee shall warrant that it has sole record and beneficial ownership of such shares and that the same are then free and clear of all liens, claims, charges and encumbrances of any kind whatsoever.
(d) If and to the extent that Issuer is unable to perform any of its obligations under this Section 6.01 under applicable Law, Issuer shall make no distribution on any of its stock until such time as it has fully performed any such obligations.
Repurchase Election. (a) Grantee shall have the option, at any time and from time to time commencing at the time that a Company Alternative Transaction Fee has become payable (whether or not it has been paid) in connection with a Company Acquisition Proposal in which the consideration to be received by Issuer or its stockholders, as the case may be, pursuant to such Company Acquisition Proposal consists in whole or in part of shares of capital stock of a third party and ending on the tenth business day after the first mailing to Issuer's stockholders of a proxy statement, tender offer statement or other disclosure or offering document relating to such Company Acquisition Proposal, upon written notice to Issuer (a "Repurchase Notice"), to require Issuer (or any successor entity thereof) to pay to Grantee the Per Share Repurchase Fee (as defined below) as provided in Section 6.01(c) below, upon delivery by Grantee of the shares of Issuer Common Stock acquired hereunder with respect to which Grantee then has beneficial ownership, for each share of Issuer Common Stock so delivered. The date on which Grantee delivers the Repurchase Notice under this Section 6.01 is referred to as the "Repurchase Request Date".
Repurchase Election. (i) Notwithstanding the foregoing provisions of Section 2.1(a), the Company shall not be obligated to effect a Demand Registration if the Company elects to make an offer to repurchase (a "Purchase Offer") all of the Warrants and Registrable Securities (a "Purchase Election") by mailing notice of such Purchase Offer to all Holders of Warrants and Registrable Securities on a date (the "Purchase Election Date") not more than 20 days after the receipt of any request for a Demand Registration made pursuant to Section 2.1(a) and indicating in such Purchase Offer that the Purchase Election will be consummated on a Business Day (the "Purchase Offer Payment Date") not more than 60 days after the Purchase Election Date at a price per share equal to the Fair Market Value per Warrant and per Registrable Security (without any discount for lack of liquidity, the amount of Warrants and Class A Common Stock proposed to be sold or the fact that the Warrants and shares of Class A Common Stock held by the Holders may represent a minority interest in a private company).
(ii) Notice of a Purchase Offer shall be mailed by the Company (or caused to be mailed by the
Repurchase Election. (a) Grantee shall have the option, at any time and from time to time commencing upon the first occurrence of a Company Trigger Event in which the consideration to be received by Issuer or its stockholders, as the case may be, upon consummation of an Acquisition Proposal consists in whole or in part of shares of capital stock of a third party and ending on the tenth business day after the first mailing to Issuer's stockholders of a proxy statement, tender offer statement or other disclosure or offering document relating to such Acquisition Proposal, to send a written notice to Issuer (a "Repurchase Notice") that it will require Issuer (or any successor entity thereof) to pay to Grantee the Repurchase Fee (as defined below) as provided in Section 9(b) below, upon delivery by Grantee of the shares of Common Stock acquired hereunder with respect to which Grantee then has beneficial ownership. The date on which Grantee delivers the Repurchase Notice under this Section 9 is referred to as the "Repurchase Request Date". The "Repurchase Fee" shall be equal to the sum of the following:
Repurchase Election. (a) Notwithstanding the foregoing provisions of Sections 10.1.2 and 10.1.3, the Company shall not be obligated to effect a Demand Registration pursuant to such Sections if the Company elects to make an offer to repurchase (a "Purchase Offer") all of the Registrable Securities requested to be registered by Demand Registrants making the initial request pursuant to such Sections and all other holders of Warrant Shares joining in such request (a "Purchase Election") by mailing notice of such Purchase Offer to all such holders on a date (the "Purchase Election Date") not more than 45 days after the receipt of any request for a Demand Registration under Sections 10.1.2 or 10.1.3 and indicating in such Purchase Offer that the Registrable Securities will be purchased at a price in cash per Share equal to the Fair Market Value of each share of Class B Common Stock (in the case of a Warrant, at the Fair Market Value of each share of Class B Common Stock issuable upon exercise of such Warrant less that portion of the exercise price allocable to such share of Class B Common Stock).
Repurchase Election. 10 SECTION 6.02. Profit Limitation............................................11
Repurchase Election