Common use of Repurchase Procedures Clause in Contracts

Repurchase Procedures. The Company may elect to exercise the --------------------- right to purchase all or any portion of the shares of Employee Stock pursuant to the Repurchase Option by delivering written notice (the "Repurchase Notice") to ----------------- the holder or holders of the Employee Stock within 45 days of the Termination Date (or in the case of Employee's participation in any Competitive Activity during the Noncompete Period, within 45 days of the date the Company becomes aware of any such participation, but in no event later than the 45/th/ day after the expiration of the Noncompete Period). The Repurchase Notice will set forth the number of shares of Employee Stock to be acquired from such holder(s), the aggregate consideration to be paid for such shares and the time and place for the closing of the transaction. If any Employee Stock is held by any transferees of Employee, the Company shall purchase the shares elected to be purchased from such holder(s) of Employee Stock, pro rata according to the number of shares of Employee Stock held by such holder(s) at the time of delivery of such Repurchase Notice (determined as nearly as practicable to the nearest share). If Employee Stock of different classes is to be purchased by the Company and Employee Stock is held by any transferees of Employee, the number of shares of each class of Employee Stock to be purchased will be allocated among such holders, pro rata according to the total number of shares of Employee Stock to be purchased from such persons.

Repurchase Procedures. The Company may elect to exercise the --------------------- right to purchase all or any portion of the shares of Employee Stock pursuant to the Repurchase Option by delivering written notice (the "Repurchase Notice") to ----------------- the holder or holders of the Employee Stock within 45 days of the Termination Date (provided that such notice may be delivered (i) in the case of any Employee Stock issued after the Termination Date, within 45 days of the date any such Employee Stock is issued or (ii) in the case of Employee's participation in any Competitive Activity during the Noncompete Period, within 45 days of the date the Company becomes aware of any such participation, but in no event later than the 45/th/ day after the expiration of the Noncompete Period). The Repurchase Notice will set forth the number of shares of Employee Stock to be acquired from such holder(s), the aggregate consideration to be paid for such shares and the time and place for the closing of the transaction. If any Employee Stock is held by any transferees of Employee, the Company shall purchase the shares elected to be purchased from such holder(s) of Employee Stock, pro rata according to the number of shares of Employee Stock held by such holder(s) at the time of delivery of such Repurchase Notice (determined as nearly as practicable to the nearest share). If Employee Stock of different classes is to be purchased by the Company and Employee Stock is held by any transferees of Employee, the number of shares of each class of Employee Stock to be purchased will be allocated among such holders, pro rata according to the total number of shares of Employee Stock to be purchased from such persons.

Repurchase Procedures. The After the termination of Executive's employment --------------------- with Publishing or any of its Affiliates for any reason, the Company may elect to exercise the --------------------- right to purchase all or any portion of Executive Stock (in the shares of Employee Stock amounts and for the prices set forth in Sections 8(a)(i), 8(a)(ii) and 8(a)(iii)) pursuant to the Repurchase Option by delivering written notice (the "Repurchase Notice") to ----------------- the holder or holders of Executive Stock at any time prior to the Employee Stock within 45 days end of the Termination Date (or in the case of Employee's participation in any Competitive Activity during the Noncompete Period, within 45 days of six-month period commencing on the date the Company becomes aware of any such participation, but in no event later than the 45/th/ day after the expiration termination of the Noncompete Period)employment. The Repurchase Notice will set forth the number of shares of Employee each class and type of Executive Stock to be acquired from such holder(s), the aggregate consideration to be paid for such shares of Executive Stock and the time and place for the closing of the transaction. If any Employee shares of Executive Stock is are held by any transferees of EmployeePermitted Transferees, the Company shall purchase the shares each class and type of Executive Stock elected to be purchased from such holder(s) of Employee Stock, Executive Stock pro rata according to the number of shares of Employee such class and type of Executive Stock held by such holder(s) at the time of delivery of such Repurchase Notice (determined as nearly as practicable to the nearest share). The Company may elect to purchase all or any portion of the Unvested Shares without or before purchasing any Vested Shares. If Employee Stock both Unvested Shares and Vested Shares of different classes is any class are to be purchased by the Company and Employee shares of Executive Stock is are held by any transferees Permitted Transferees of EmployeeExecutive, the number of shares Unvested Shares and Vested Shares of each such class of Employee Stock to be purchased will be allocated among such holders, holders pro rata according to the total number of shares of Employee Executive Stock of each type and/or class to be purchased from such personsperson.

Repurchase Procedures. The After the termination of Executive's employment --------------------- with Publishing or any of its Affiliates for any reason, the Company may elect to exercise the --------------------- right to purchase all or any portion of Executive Stock (in the shares of Employee Stock amounts and for the prices set forth in Sections 8(a)(i), 8(a)(ii) and 8(a)(iii)) pursuant to the Repurchase Option by delivering written notice (the "Repurchase Notice") to the ----------------- the holder or holders of Executive Stock at any time prior to the Employee Stock within 45 days end of the Termination Date (or in the case of Employee's participation in any Competitive Activity during the Noncompete Period, within 45 days of six- month period commencing on the date the Company becomes aware of any such participation, but in no event later than the 45/th/ day after the expiration termination of the Noncompete Period)employment. The Repurchase Notice will set forth the number of shares of Employee each class and type of Executive Stock to be acquired from such holder(s), the aggregate consideration to be paid for such shares of Executive Stock and the time and place for the closing of the transaction. If any Employee shares of Executive Stock is are held by any transferees of EmployeePermitted Transferees, the Company shall purchase the shares each class and type of Executive Stock elected to be purchased from such holder(s) of Employee Stock, Executive Stock pro rata according to the number of shares of Employee such class and type of Executive Stock held by such holder(s) at the time of delivery of such Repurchase Notice (determined as nearly as practicable to the nearest share). The Company may elect to purchase all or any portion of the Unvested Shares without or before purchasing any Vested Shares. If Employee Stock both Unvested Shares and Vested Shares of different classes is any class are to be purchased by the Company and Employee shares of Executive Stock is are held by any transferees Permitted Transferees of EmployeeExecutive, the number of shares Unvested Shares and Vested Shares of each such class of Employee Stock to be purchased will be allocated among such holders, holders pro rata according to the total number of shares of Employee Executive Stock of each type and/or class to be purchased from such personsperson.

Repurchase Procedures. The After the termination of Executive's employment --------------------- with Publishing or any of its Affiliates for any reason, the Company may elect to exercise the --------------------- right to purchase all or any portion of Executive Stock (in the shares of Employee Stock amounts and for the prices set forth in Sections 8(a)(i) and 8(a)(ii)) pursuant to the Repurchase Option by delivering written notice (the "Repurchase Notice") to ----------------- the holder or ----------------- holders of Executive Stock at any time prior to the Employee Stock within 45 days end of the Termination Date (or in the case of Employee's participation in any Competitive Activity during the Noncompete Period, within 45 days of six-month period commencing on the date the Company becomes aware of any such participation, but in no event later than the 45/th/ day after the expiration termination of the Noncompete Period)employment. The Repurchase Notice will set forth the number of shares of Employee each class and type of Executive Stock to be acquired from such holder(s), the aggregate consideration to be paid for such shares of Executive Stock and the time and place for the closing of the transaction. If any Employee shares of Executive Stock is are held by any transferees of EmployeePermitted Transferees, the Company shall purchase the shares each class and type of Executive Stock elected to be purchased from such holder(s) of Employee Stock, Executive Stock pro rata according to the number of shares of Employee such class and type of Executive Stock held by such holder(s) at the time of delivery of such Repurchase Notice (determined as nearly as practicable to the nearest share). The Company may elect to purchase all or any portion of the Unvested Shares without or before purchasing any Vested Shares. If Employee Stock both Unvested Shares and Vested Shares of different classes is any class are to be purchased by the Company and Employee shares of Executive Stock is are held by any transferees Permitted Transferees of EmployeeExecutive, the number of shares Unvested Shares and Vested Shares of each such class of Employee Stock to be purchased will be allocated among such holders, holders pro rata according to the total number of shares of Employee Executive Stock of each type and/or class to be purchased from such personsperson.

Repurchase Procedures. The Pursuant to the Repurchase Option, the Company may elect to exercise the --------------------- right to purchase all or any portion of the shares of Employee Award Stock pursuant issued to the Repurchase Option Participant by delivering written notice or notices (the "each, a “Repurchase Notice"”) to ----------------- the holder or holders of the Employee Award Stock within 45 at any time and from time to time no later than 120 days of after the Termination Date (or 180 days in the case of Employee's participation Participant’s Disability, or 270 days in any Competitive Activity during the Noncompete Periodcase of Participant’s death, within 45 or 375 days in the case of the date the Company becomes aware of any Participant’s resignation); provided that such participation, but periods may be tolled in no event later than the 45/th/ day after the expiration of the Noncompete Period)accordance with Section 1.10 below. The Each Repurchase Notice will set forth specifically identify the number of shares of Employee Award Stock to be acquired from such holder(s), the repurchase price of such Award Stock, the aggregate consideration to be paid for such shares Award Stock and the time and place for the closing of the transactiontransaction (each, a “Repurchase Closing”). If In the event that the Company elects to purchase a portion of the Award Stock pursuant to the terms of this Section 1.7, if any Employee of such Award Stock is are held by any transferees of EmployeeParticipant, the Company shall purchase the shares elected to be purchased first from Participant to the extent of such Award Stock then held by Participant and second purchase any remaining shares elected to be purchased from such other holder(s) of Employee Stock, the Award Stock pro rata according to the number of shares of Employee Award Stock held by such other holder(s) at the time of delivery of such Repurchase Notice (determined as nearly as practicable to the nearest share). If Employee Stock of different classes is to be purchased by the Company and Employee Stock is held by any transferees of Employee, the number of shares of each class of Employee Stock to be purchased will be allocated among such holders, pro rata according to the total number of shares of Employee Stock to be purchased from such persons.

Repurchase Procedures. The After the termination of Executive's --------------------- employment with Publishing or any of its Affiliates for any reason, the Company may elect to exercise the --------------------- right to purchase all or any portion of Executive Stock (in the shares of Employee Stock amounts and for the prices set forth in Sections 8(a)(i) and 8(a)(ii)) pursuant to the Repurchase Option by delivering written notice (the "Repurchase Notice") to the ----------------- the holder or holders of Executive Stock at any time prior to the Employee Stock within 45 days end of the Termination Date (or in the case of Employee's participation in any Competitive Activity during the Noncompete Period, within 45 days of six-month period commencing on the date the Company becomes aware of any such participation, but in no event later than the 45/th/ day after the expiration termination of the Noncompete Period)employment. The Repurchase Notice will set forth the number of shares of Employee each class and type of Executive Stock to be acquired from such holder(s), the aggregate consideration to be paid for such shares of Executive Stock and the time and place for the closing of the transaction. If any Employee shares of Executive Stock is are held by any transferees of EmployeePermitted Transferees, the Company shall purchase the shares each class and type of Executive Stock elected to be purchased from such holder(s) of Employee Stock, Executive Stock pro rata according to the number of shares of Employee such class and type of Executive Stock held by such holder(s) at the time of delivery of such Repurchase Notice (determined as nearly as practicable to the nearest share). The Company may elect to purchase all or any portion of the Unvested Shares without or before purchasing any Vested Shares. If Employee Stock both Unvested Shares and Vested Shares of different classes is any class are to be purchased by the Company and Employee shares of Executive Stock is are held by any transferees Permitted Transferees of EmployeeExecutive, the number of shares Unvested Shares and Vested Shares of each such class of Employee Stock to be purchased will be allocated among such holders, holders pro rata according to the total number of shares of Employee Executive Stock of each type and/or class to be purchased from such personsperson.

Repurchase Procedures. The Company may elect to exercise the --------------------- right to --------------------- purchase all or any portion of the shares of Employee Executive Stock pursuant to the Repurchase Option by delivering written notice (the "Repurchase Notice") to ----------------- the holder or holders of the Employee Stock within 45 days of the Termination Date (or in the case of Employee's participation in any Competitive Activity during the Noncompete Period, within 45 days of the date the Company becomes aware of any such participation, but in no event later than the 45/th/ day after the expiration of the Noncompete Period)Executive ----------------- Stock. The Repurchase Notice will set forth the number of shares of Employee Executive Stock to be acquired from such holder(s), the price for such shares (which will be either (i) Fair Market Value or (ii) $0.01, as indicated in this Section 4), ---------- the aggregate consideration to be paid for such shares and the time and place for the closing of the transaction. If In the event that the Company elects to purchase less than all of such Executive Stock pursuant to the terms of this Section 4, if any Employee shares of such Executive Stock is are held by any transferees Permitted --------- Transferees of EmployeeExecutive, the Company shall purchase the shares elected to be purchased from such holder(s) of Employee Executive Stock, pro rata according to the number of shares of Employee Executive Stock held by such holder(s) at the time of delivery of such Repurchase Notice (determined as nearly as practicable to the nearest share). If Employee Executive Stock of different classes is to be purchased by the Company and Employee Executive Stock is held by any transferees Permitted Transferees of EmployeeExecutive, the number of shares of each class of Employee Executive Stock to be purchased will be allocated among such holders, pro rata according to the total number of shares of Employee Executive Stock to be purchased from such persons.