Common use of Repurchase Option Clause in Contracts

Repurchase Option. (a) In the event Executive ceases to be employed by the Company, Employer or their respective Subsidiaries for any reason (the “Separation”), the Unvested Shares (whether held by Executive or one or more of Executive’s transferees, other than the Company) will be subject to repurchase, in each case by the Company and the Investors pursuant to the terms and conditions set forth in this Section 3 (the “Repurchase Option”). The Company may assign its repurchase rights set forth in this Section 3 to any Person.

Appears in 22 contracts

Samples: Senior Management Agreement (Syniverse Holdings Inc), Senior Management Agreement (Syniverse Holdings Inc), Senior Management Agreement (Syniverse Holdings Inc)

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Repurchase Option. (a) In the event Executive ceases to be employed by the Company, Employer or their respective Subsidiaries for any reason (the "Separation"), the Unvested Shares (whether held by Executive or one or more of Executive’s 's transferees, other than the CompanyCompany and Investors) will be subject to repurchase, in each case by the Company and the Investors pursuant to the terms and conditions set forth in this Section 3 (the "Repurchase Option"). The Company may assign its repurchase rights set forth in this Section 3 to any Person.

Appears in 7 contracts

Samples: Senior Management Agreement (TNS Inc), Senior Management Agreement (TNS Inc), Senior Management Agreement (TNS Inc)

Repurchase Option. (a) In Except as set forth in Section 2(a), in the event Executive Employee ceases to be employed by the Company, Employer Company or their respective Subsidiaries any of its affiliates for any reason (the a “Separation”), all Unvested Shares will be forfeited and the Unvested Vested Shares (whether held by Executive Employee or one or more of ExecutiveEmployee’s transferees, other than the Companytransferees as permitted hereunder) will be subject to repurchase, in each case by the Company and the Investors pursuant to the terms and conditions set forth in this Section 3 (the “Repurchase Option”). The Company may assign its repurchase rights set forth in this Section 3 to any Person.

Appears in 5 contracts

Samples: Restricted Stock Purchase Agreement (Avicena Group, Inc.), Restricted Stock Purchase Agreement (Avicena Group, Inc.), Restricted Stock Purchase Agreement (Avicena Group, Inc.)

Repurchase Option. (a) In the event Executive ceases to be employed by the Company, Employer Company or their respective any of its Subsidiaries for any reason (the a SeparationTermination”), the Unvested Shares (whether held by all Executive or one or more of Executive’s transferees, other than the Company) will Units shall be subject to repurchase, in each case repurchase from Executive (or other holders thereof) by the Company and the Investors MDCP pursuant to the terms and conditions set forth in this Section 3 (the “Repurchase Option”). The Company may assign its repurchase rights set forth in this Section 3 to any Person.

Appears in 4 contracts

Samples: Class B Executive Unit Purchase Agreement (Yankee Holding Corp.), Executive Unit Exchange Agreement (Yankee Finance, Inc.), Class B Executive Unit Purchase Agreement (Yankee Holding Corp.)

Repurchase Option. (a) In the event Executive ceases to be employed by the Company, Employer Company or their respective Subsidiaries any Subsidiary for any reason (the “a "Separation"), the Unvested Shares and all other Executive Securities (whether held by Executive or one or more of Executive’s 's transferees, other than the CompanyCompany and the Investors) will be subject to repurchase, in each case by the Company and the Investors pursuant to the terms and conditions set forth in this Section 3 (the "Repurchase Option"). The Company may assign its repurchase rights set forth in this Section 3 to any Person.

Appears in 4 contracts

Samples: Management Agreement (VI Acquisition Corp), Management Agreement (VI Acquisition Corp), Management Agreement (VI Acquisition Corp)

Repurchase Option. (a) In the event Executive ceases to be employed violates Section 2.3(a) of this Agreement (a "Noncompete Breach"), or in the event Executive's employment by the Company, Employer or their respective Company and its Subsidiaries terminates for any reason (the “Separation”a "Termination"), the Unvested Shares Executive Units (whether held by Executive or one or more of Executive’s 's transferees, other than the CompanyHoldings or GTCR) will be subject to repurchaserepurchase by Holdings first, in each case by the Company Other Senior Managers second and the Investors third pursuant to the terms and conditions set forth in this Section 3 1.3 (the "Repurchase Option"). The Company may assign its repurchase rights set forth in this Section 3 to any Person.

Appears in 3 contracts

Samples: Senior Management Agreement (Coinmach Corp), Senior Management Agreement (Appliance Warehouse of America Inc), Senior Management Agreement (Coinmach Corp)

Repurchase Option. (a) In the event Executive ceases to be employed by the Company, Employer or their respective Company and its Subsidiaries (the "Company Group") for any reason (the “Separation”)reason, the Unvested Shares Executive Securities (whether held by Executive or one or more of Executive’s 's transferees, other than the Company) will shall be subject to repurchase, in each case repurchase by the Company and the Investors CHS (or any of its affiliates) pursuant to the terms and conditions set forth in this Section 3 (the "Repurchase Option"). The Company may assign its repurchase rights set forth in this Section 3 to any Person.

Appears in 2 contracts

Samples: Executive Securities Agreement (Otis Spunkmeyer Holdings Inc), Executive Securities Agreement (Otis Spunkmeyer Holdings Inc)

Repurchase Option. (a) In the event Executive ceases to be employed by the Company, Employer Company or their respective Subsidiaries any Subsidiary for any reason (the a Separation”), the Unvested Separation”),the Shares and all other Executive Securities (whether held by Executive or one or more of Executive’s transferees, other than the CompanyCompany and the Investors) will be subject to repurchase, in each case by the Company and the Investors pursuant to the terms and conditions set forth in this Section 3 (the “Repurchase Option”). The Company may assign its repurchase rights set forth in this Section 3 to any Person.

Appears in 2 contracts

Samples: Management Agreement (Vicorp Restaurants Inc), Management Agreement (Vicorp Restaurants Inc)

Repurchase Option. (a) In the event Executive ceases to be employed by the Company, Employer or their respective Subsidiaries for any reason (the “Separation”), the Unvested Shares (whether held by Executive or one or more of Executive’s transferees, other than the CompanyCompany and the Investors) will be subject to repurchase, in each case by the Company and the Investors pursuant to the terms and conditions set forth in this Section 3 (the “Repurchase Option”). The Company may assign its repurchase rights set forth in this Section 3 to any Person.

Appears in 2 contracts

Samples: Senior Management Agreement (Syniverse Technologies Inc), Senior Management Agreement (Syniverse Holdings Inc)

Repurchase Option. (a) In the event Executive ceases to be employed by the Company, Employer or their respective Subsidiaries Company for any reason (the a “Separation”), the Unvested Shares (whether held by Executive or one or more of Executive’s transferees, other than the Company) will be subject to repurchase, in each case by the Company and the Investors pursuant to the terms and conditions set forth in this Section 3 (the “Repurchase Option”). The Company may assign its repurchase rights set forth in this Section 3 to any Person.

Appears in 1 contract

Samples: Restricted Stock Agreement (Cleveland Biolabs Inc)

Repurchase Option. (a) In the event Executive ceases to be employed by the Company, Employer Company or their respective its Subsidiaries (the "Termination") for any reason (the “Separation”)reason, the Unvested Purchased Shares (whether ----------- held by Executive or one or more of Executive’s 's transferees, other than the Company) will shall be subject to repurchase, in each case repurchase by the Company and the Investors pursuant to the terms and conditions set forth in this Section paragraph 3 (the "Repurchase Option"). The Company may assign its repurchase rights set forth in this Section 3 to any Person.------------------

Appears in 1 contract

Samples: Executive Stock Agreement (Aircraft Service International Group Inc)

Repurchase Option. (a) In the event any Executive ceases to be employed by the Company, Employer Company or their respective its Subsidiaries for any reason (the such Executive’s SeparationTermination”), the all of such Executive’s Unvested Shares (whether held by such Executive or one or more of such Executive’s transferees, other than the Company) will shall be subject to repurchase, in each case repurchase by the Company and the Investors pursuant to the terms and conditions set forth in this Section 3 4 (the “Repurchase Option”). The Company may assign its repurchase rights set forth in this Section 3 to any Person.

Appears in 1 contract

Samples: Management Equity Agreement (Great Lakes Dredge & Dock CORP)

Repurchase Option. (a) In the event Executive ceases to be employed Executive's employment is terminated by the Company, Employer or their respective Holding LLC and its Subsidiaries for any reason (the “Separation”)Cause or by Executive without Good Reason, the Unvested Shares Companies or any of their Subsidiaries may repurchase all or any portion of the Executive Securities (whether held by Executive or one or more of Executive’s 's direct or indirect transferees, other than the Company) will be subject to repurchase, in each case by the Company and the Investors pursuant to the terms and conditions set forth in this Section 3 (the “a "Repurchase Option”). The Company may assign its repurchase rights set forth in this Section 3 to any Person.") by delivering written notice thereof

Appears in 1 contract

Samples: Executive Securities Purchase and Employment Agreement (Petersen Holdings LLC)

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Repurchase Option. (a) In the event Executive ceases to be employed by the Company, Employer or their respective Subsidiaries for any reason (the “Separation”), the Unvested Shares Executive Stock (whether held by Executive or one or more of Executive’s transferees, other than the CompanyCompany and the Investors) will be subject to repurchase, in each case by the Company and the Investors pursuant to the terms and conditions set forth in this Section 3 (the “Repurchase Option”). The Company may assign its repurchase rights set forth in this Section 3 to any Person.

Appears in 1 contract

Samples: Senior Management Agreement (VeriFone Holdings, Inc.)

Repurchase Option. (a) In the event Executive ceases to be employed by the Company, Employer or their respective Subsidiaries Company for any reason (the a “Separation”), the Unvested Shares (whether held by Executive or or. one or more of Executive’s transferees, other than the Company) will be subject to repurchase, in each case by the Company and the Investors pursuant to the terms and conditions set forth in this Section 3 (the “Repurchase Option”). The Company may assign its repurchase rights set forth in this Section 3 to any Person.

Appears in 1 contract

Samples: Restricted Stock Agreement (Cleveland Biolabs Inc)

Repurchase Option. (ai) In the event Executive ceases to be employed by the Company, Employer or their respective Subsidiaries Company for any reason (the “Separation”), "Termination") all of the Unvested Shares (whether held by Executive or one or more of Executive’s 's transferees), other than the Company) will be subject to repurchase, in each case by the Company and the Investors pursuant to the terms and conditions set forth in this Section 3 4 (the "Repurchase Option"). The Company may assign its repurchase rights set forth in this Section 3 to any Person.

Appears in 1 contract

Samples: Senior Management Agreement (Natg Holdings LLC)

Repurchase Option. (a) In the event Executive ceases to be employed by the Company, Employer or their respective Subsidiaries for any reason (the “Separation”), the Unvested Shares Executive Securities (whether held by Executive Executive, Sxxxxx XX or one or more of Executive’s transfereestheir Permitted Transferees, other than the CompanyCompany and the Investors) will be subject to repurchase, in each case by the Company and the Investors pursuant to the terms and conditions set forth in this Section 3 (the “Repurchase Option”). The Company may assign its repurchase rights set forth in this Section 3 to any Person.

Appears in 1 contract

Samples: Senior Management Agreement (Maxum Petroleum Holdings, Inc.)

Repurchase Option. (a) In the event that Executive ceases to be employed by any of the Company, Employer or their respective Company and its Subsidiaries for any reason (the “Separation”"Termination"), the Unvested Shares (whether held by Executive or one or more of Executive’s 's transferees, other than the Company) will be subject to repurchase, in each case repurchase by the Company Company, the Investors and the Investors Other Executives pursuant to the terms and conditions set forth in this Section 3 (the "Repurchase Option"). The Company may assign its Any shares subject to repurchase rights set forth in pursuant to the Repurchase Option under this Section 3 Agreement are referred to any Personherein as "Subject Shares."

Appears in 1 contract

Samples: Answer Think Consulting Group Inc

Repurchase Option. (a) In the event Executive ceases to be employed by the Company, Employer or their respective Subsidiaries Company for any reason (the a “Separation”), the Unvested Shares (whether held by Executive or one or more of Executive’s transferees, other than the Company) will be subject to repurchase, in each case by the Company and the Investors pursuant to the terms and conditions set forth in this Section 3 3, (the “Repurchase Option”). The Company may assign its repurchase rights set forth in this Section 3 to any Person.

Appears in 1 contract

Samples: Restricted Stock Agreement (Cleveland Biolabs Inc)

Repurchase Option. (a) In the event Executive ceases to be employed by the Company, Employer Company or their respective any of its Subsidiaries for any reason (the “Separation”), the Unvested Shares Executive Securities (whether held by Executive or one or more of Executive’s transfereesPermitted Transferees, other than the CompanyCompany and the Investors) will be subject to repurchase, in each case by the Company and the Investors pursuant to the terms and conditions set forth in this Section 3 (the “Repurchase Option”). The Company may assign its repurchase rights set forth in this Section 3 to any Person.

Appears in 1 contract

Samples: Executive Unit Agreement (Maxum Petroleum Holdings, Inc.)

Repurchase Option. (a) In Subject to the terms and conditions set forth in this Section 3(a) and Section 4 below, the Company will have the right to repurchase (the “Separation Repurchase Option”) from Executive and his transferees (other than the Company) all or any portion of the Unvested Shares, in the event Executive ceases to be employed by the Company, Employer or and their respective Subsidiaries for any reason (the a Separation”), the Unvested Shares (whether held by Executive or one or more of Executive’s transferees, other than the Company) will be subject to repurchase, in each case by the Company and the Investors pursuant to the terms and conditions set forth in this Section 3 (the “Separation Repurchase OptionEvent”). The Company may assign its repurchase rights set forth in this Section 3 3(a) to any Person.

Appears in 1 contract

Samples: Senior Management Agreement (Prestige Brands Holdings, Inc.)

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