Common use of Repurchase Right Clause in Contracts

Repurchase Right. Subject to Sections 6(e) and 7 hereof, any Class B Shares held by the Employee as a result of the vesting of Class B Restricted Shares may be repurchased by the Company at any time during the two-year period following the date of Termination of Employment at a purchase price per Class B Share equal to the Class B Repurchase Price of such Class B Share as of the date of such repurchase. Notwithstanding the foregoing, if any Class B Restricted Shares are repurchased by the Company (or the Sponsor Shareholder pursuant to Section 11 of the Management Shareholders Agreement) during the Involuntary Termination Protected Period, and, subsequent to such repurchase, but prior to the expiration of the Involuntary Termination Protected Period, either (A) an Initial Public Offering occurs, or (B) the Company enters into a definitive agreement with respect to a Change in Control transaction, then, upon the consummation of such Initial Public Offering or Change in Control, as the case may be, the Company shall pay to the Employee within sixty (60) days after the consummation of such Change in Control or Initial Public Offering an amount equal to the excess, if any, of (x) the Class B Repurchase Price of such Class B Restricted Shares on the date of the Change in Control or the Initial Public Offering over (y) the purchase price paid to the Employee for such Class B Restricted Shares.

Repurchase Right. Subject to Sections 6(e) and 7 hereof, following the Termination of Employment due to death or Permanent Disability described above, any Class B Shares held by the Employee as a result of the vesting of Class B Restricted Shares may be repurchased by the Company at any time during the two-year period following the date of such Termination of Employment at a purchase price per Class B Share share equal to the Class B Repurchase Price of such Class B Share as of on the date of such repurchase. Notwithstanding the foregoing, if any Class B Restricted Shares are repurchased by the Company (or the Sponsor Shareholder pursuant to Section 11 of the Management Shareholders Agreement) during the Involuntary Termination D & D Protected Period, and, subsequent to such repurchase, but prior to the expiration of the Involuntary Termination D & D Protected Period, Period either (A) an Initial Public Offering occurs, or (B) the Company enters into a definitive agreement with respect to a Change in Control transaction, then, upon the consummation of such Initial Public Offering or Change in Control, as the case may be, the Company shall pay to the Employee within sixty (60) days after the consummation of such Change in Control or Initial Public Offering an amount equal to the excess, if any, of (x) the Class B Repurchase Price of such Class B Restricted Shares on the date of the Change in Control or the Initial Public Offering Offering, as applicable, over (y) the purchase price paid to the Employee for such Class B Restricted Shares.

Repurchase Right. Subject to Sections 6(e) and Section 7 hereof, any Class B A Shares held by the Employee as a result of the vesting of Class B A Restricted Shares may be repurchased by the Company at any time during the two-year period following the date of Termination of Employment Employment, at a purchase price per Class B A Share equal to the Class B Repurchase Price Fair Market Value of such Class B A Share as of the date of such repurchase. Notwithstanding the foregoing, if any Class B A Restricted Shares are repurchased by the Company (or the Sponsor Shareholder pursuant to Section 11 of the Management Shareholders Agreement) during the period commencing with such Termination of Employment and ending on the six month anniversary of such Termination of Employment (the “Involuntary Termination Protected Period”), and, subsequent to such repurchase, but prior to the expiration of the Involuntary Termination Protected Period, Period either (A) an Initial Public Offering occurs, or (B) the Company enters into a definitive agreement with respect to a Change in Control transaction, then, upon the consummation of such Change in Control pursuant to the terms of such definitive agreement or the consummation of such Initial Public Offering or Change in ControlOffering, as the case may be, the Company shall pay to the Employee within sixty (60) days after the consummation of such Change in Control or Initial Public Offering an amount equal to the excess, if any, of (x) the Class B Repurchase Price Fair Market Value of such Class B A Restricted Shares on the date of the Change in Control or the Initial Public Offering over (y) the purchase price paid to the Employee for such Class B A Restricted Shares.