Repurchase Options. If this Agreement terminates pursuant to Section 2.02 as a result of the material default of INSYS at any time after INSYS has exercised the Equity Conversion Option, then APL (or Parent) would have the right, but not the obligation, at any time after such termination, to repurchase the Conversion Interests for the then fair market value (determined by an independent qualified appraiser giving due consideration to the termination of this Agreement). If APL exercises its repurchase right, APL would have the right to offset against the repurchase price any amounts owed APL under this Agreement, and if there is a dispute regarding APL’s good faith estimate of amounts owed to it under this Agreement, then APL would deposit any amounts owed to INSYS in connection with the repurchase into an escrow pending the final resolution of the amounts owed.
Appears in 2 contracts
Sources: Exclusive Purchase and Supply Agreement, Exclusive Purchase and Supply Agreement (Insys Therapeutics, Inc.)