Repurchase Options. (a) In the event Purchaser ceases to be employed by the Company and its Subsidiaries for any reason (a “Termination”), all of the Unvested Shares will be subject to repurchase by the Parent pursuant to the terms and conditions set forth in this Section 3 (the “Repurchase Option”).
Repurchase Options. In addition to any restrictions imposed by the Bylaws of the Company, the Company has two independent options to repurchase the Repurchasable Stock: Performance; and Time-Based (collectively referred to herein as the "Repurchase Options"). Each reference to Repurchasable Stock in this Agreement shall mean the number of shares of Repurchasable Stock after giving effect to any adjustment in the aggregate number of shares of Repurchasable Stock as a result of the exercise of any of the preceding Repurchase Options. The Repurchase Options may be triggered by one of the following Repurchase Events ("Repurchase Event"):
Repurchase Options. (a) If Employee breaches his obligations under Section 1 or Section 2 hereof, Employer or AirGate PCS, Inc. shall have the option to repurchase any and all shares then owned by Employee and acquired by Employee pursuant to the AIRGATE PCS, INC. 1999 Stock Option Plan (the "Plan") at a purchase price equal to Employee's Option Price thereunder. Employer or AirGate PCS, Inc. shall exercise its option by notifying Employee of such exercise in writing, within ten (10) days of which Employee shall deliver certificates for such shares, duly endorsed in blank, free and clear of all liens and encumbrances, and Employer or AirGate PCS, Inc. shall concurrently deliver payment therefor. If Employee fails to so deliver such certificates, AirGate PCS, Inc. may cancel such shares of record and deposit payment into escrow, for release to Employee pending delivery of the endorsed share certificates. Following full satisfaction by Employee of his obligations pursuant to this Section 3, Employer agrees to release Employee from his covenants in Section 2(a).
Repurchase Options. The Buyer acknowledges that the Repurchase Options, as amended, have expired by their terms and the Company has no financial or equity interest in SST or right to acquire SST or any of SST's outstanding securities or assets.
Repurchase Options. In addition to such other buy-sell terms, rights of first refusal, repurchase rights and/or similar provisions as are included herewith as determined by Company, the following terms and conditions apply to Company’s rights to repurchase Shares under the provisions of Section 3 in the Stock Option Grant:
Repurchase Options. Sellers shall have the option to repurchase portions of the Acquired Assets in forty quarterly segments commencing on June 30, 1998 and continuing on each September 30 1, December 31, March 31 and June 30 thereafter. The portion of the Acquired Assets which is subject to such purchase option on each of the forty dates (each an "option block") is described in Exhibit I. Exhibit I also sets forth the portion of the Purchase Price allocable to each such portion of the Acquired Assets. The option price for each option block is equal to the operating cash flow (determined by multiplying the Sites' cash flow for the month most recently ended as of the exercise date by 12) for the Sites included in the option block multiplied by 28; provided, that in no event shall the option price be less than $250,000 for any one Site. This option may not be assigned by the Sellers other than to persons controlling, controlled by or under common control with the Sellers. The Sellers may exercise an option by, and only by, delivering written notice of exercise of such option no later than the exercise date. The Sellers may elect at any time, or from time to time, to terminate the exercisability of one or more of the quarterly option segments. If the Sellers fail to exercise a quarterly option on an exercise date, the option with respect to the next option group on Exhibit I shall lapse and shall no longer be exercisable. The purchase price under each option shall be paid in cash. If an option is exercised, the terms of sale shall include no representations or warranties by the Buyer except the absence of Security Interests with respect to the assets purchased.
Repurchase Options. (a) At any time on or prior to the Termination Date, at the request of the Grantee made at any time after the first Exercise Event and ending on the first anniversary thereof (the "PUT PERIOD"), the Company (or any successor thereto) shall repurchase from the Grantee that portion of the Option that then remains unexercised. The date on which the Grantee exercises its rights under this Section 7 is referred to as the "GRANTEE REQUEST DATE." Such repurchase shall be at an aggregate price (the "REPURCHASE CONSIDERATION") equal to the excess, if any, of (x) the Applicable Price for each share of Company Common Stock that remains subject to the Option over (y) the Exercise Price (subject to adjustment pursuant to Section 6 of this Option Agreement), multiplied by the number of Option Shares as to which the Option has not been exercised, except that in no event shall the Company be required to pay to the Grantee pursuant to this Section 7(a) an amount exceeding the product of (x) $1.00 and (y) such number of shares of Company Common Stock that remain subject to the Option.
Repurchase Options. Where the Company fails to realize the listing until the Estimated Completion Date of Listing, the Investor shall, within fifteen (15) days (hereafter referred to as “Exercise Period”) as of the Estimated Completion Date of Listing (or date extended in accordance with the provision below), be entitled to notify the Company (hereafter referred to as “Repurchase Notice”) in writing, requiring the Company (to the extent allowed by Laws of China) repurchase all or part of the Company shares then held by the Investor (hereafter referred to as “Proposed Repurchase Shares”) at such price and in such manner as is described in Article 2.2. Notwithstanding the preceding provision, if the CSRC has received the registration application document submitted by the Company and is reviewing the document until the Estimated Completion Date of Listing, both parties agree that the starting time of the Exercise Period of the Investor as set forth by Article 2.1 herein shall be extended to the date when the CSRC decides not to register the Company’s registration application or the date when the Company withdraws the registration application document for the current listing.
Repurchase Options. (a) In the event of the dissolution or liquidation of the Hilco Stockholder, the Hilco Stockholder (or its successor) shall promptly give written notice to the Xcel Stockholder and the Company of such occurrence. The Xcel Stockholder shall have the option, exercisable at any time from the date upon which the Xcel Stockholder receives written notice of such dissolution or liquidation, to purchase all (and not less than all) of the Hilco Stockholder’s Class B Common Stock for cash consideration equal to the Appraised Value of the Hilco Stockholder’s Class B Common Stock, as determined in accordance with Section 2.01(c)Section 2.03(c), mutatis mutandis. The Xcel Stockholder shall exercise its option by giving written notice to the Hilco Stockholder (or its representative or successor), stating its intention to exercise such option and specifying a closing date for the repurchase contemplated hereby, which date shall be no later than 90 days from the giving of such notice by the Xcel Stockholder. The closing of any repurchase of the Class B Common Stock pursuant to this Section 3.05(a) shall occur on or prior to the end of business on such 90th day (or if such day shall not be a Business Day, the next Business Day) and if the closing does not occur on such date, the Xcel Stockholder’s option under this Section 3.05(a) shall expire and shall thereafter be null, void and of no further force or effect. At the closing of the repurchase of Class B Common Stock pursuant to this Section 3.05(a), the Hilco Stockholder and the Xcel Stockholder (or their respective representatives or successors) shall execute and deliver mutual general releases in the form attached hereto as [Exhibit B] in favor of the other and of each of its Affiliates.
Repurchase Options. In the event of the dissolution or liquidation of the Class A Member, the Class A Member (or its successor) shall promptly give written notice to the Class B Member and the Company of such occurrence. The Class B Member shall have the option, exercisable at any time from the date upon which the Class B Member receives written notice of such dissolution or liquidation, to purchase all, but not less than all, of such Class A Units for cash consideration equal to the then fair market value of such Member’s Units, as determined by an independent appraiser appointed by the Board the fees of which shall be borne equally by the Class A Member and the Class B Member. In the absence of manifest error, the determination of the fair market value of the Units by the third-party appraiser shall be final and binding on all parties and shall not be subject to contest. The Class B Member shall exercise its option by giving written notice to the Class A Member (or its representative or successor), stating its intention to exercise such option and specifying a closing date for the repurchase contemplated hereby, which date shall be no later than 90 days from the giving of such notice by the Class B Member. The closing of any repurchase of the Units pursuant to this Section 3.10 shall occur on or prior to the end of business on such 90th day (or if such day shall not be a Business Day, the next Business Day) and if the closing does not occur on such date, the Class B Member’s option under this Section 3.10 shall expire and shall thereafter be null, void and of no further force or effect. At the closing of the repurchase of Units pursuant to this Section 3.10, the Class A Member and the Class B Member (or its representative or successor) shall execute and deliver mutual general releases in the form attached hereto as Exhibit A in favor of the other and of each of its Affiliates.
