Common use of Repurchase Right Clause in Contracts

Repurchase Right. The Employee Equityholders agree to the following with respect to the Restricted Equity Consideration: (a) In the event that the Employee Equityholder’s employment relationship or consulting relationship, as the case may be, with Parent terminates, for any reason whatsoever, whether due to voluntary or involuntary action, death, disability or otherwise, the Parent shall have the right to repurchase at the Repurchase Price (as defined herein) all or any portion of the shares of Restricted Equity Consideration that are not already vested (after taking into account any acceleration of vesting as contemplated in Section 6.8), which right may be exercised at any time and from time to time within ninety (90) days after the date of such termination. (b) Parent may exercise its right of repurchase of such shares of Restricted Equity Consideration held by such Employee Equityholder by providing written notice to such Employee Equityholder stating the number of shares to be repurchased, at a purchase price of $.01 per share (the “Repurchase Price”) and the date (the “Repurchase Date”) such repurchase shall occur (which shall be a date not fewer than ten (10) and not more than thirty (30) days from the date of such notice). On the Repurchase Date, Parent shall deliver the Repurchase Price to such Employee Equityholder, by check or wire of immediately available funds, against delivery of the certificate or certificates representing the shares to be repurchased and duly endorsed stock powers.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Marchex Inc), Asset Purchase Agreement (Marchex Inc)

Repurchase Right. The Employee Equityholders agree to the following with respect to the Restricted Equity Consideration: (a) In the event that the Employee Equityholder’s ▇▇▇▇▇▇▇▇’▇ employment relationship or consulting relationship, as the case may be, with Parent terminates, for any reason whatsoever, whether due to voluntary or involuntary action, death, disability or otherwise, the Parent shall have the right to repurchase at the Repurchase Price (as defined herein) all or any portion of the shares of Restricted Equity Consideration that are not already vested (after taking into account any acceleration of vesting as contemplated in Section 6.8)vested, which right may be exercised at any time and from time to time within ninety (90) days after the date of such terminationtermination or such longer period as may be determined in good faith by the Parent if such later repurchase is deemed necessary by the Parent for treatment of its stock as Qualified Small Business Stock under Section 1202 of the Code and regulations promulgated thereunder. (b) Parent may exercise its right of repurchase of such shares of Restricted Equity Consideration held by such Employee Equityholder ▇▇▇▇▇▇▇▇ by providing written notice to such Employee Equityholder ▇▇▇▇▇▇▇▇ stating the number of shares to be repurchased, at a purchase price of $.01 per share (the “Repurchase Price”) and the date (the “Repurchase Date”) such repurchase shall occur (which shall be a date not fewer than ten (10) and not more than thirty (30) days from the date of such notice). On the Repurchase Date, Parent shall deliver the Repurchase Price to such Employee Equityholder▇▇▇▇▇▇▇▇, by check or wire of immediately available funds, against delivery of the certificate or certificates representing the shares to be repurchased and duly endorsed stock powers.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Marchex Inc), Asset Purchase Agreement (Marchex Inc)

Repurchase Right. The Employee Equityholders agree to the following with respect to the Restricted Equity Consideration: (a) In the event that of any proposed Transfer of Purchased Securities during the Employee Equityholder’s employment relationship or consulting relationship, as the case may be, with Parent terminates, for any reason whatsoever, whether due to voluntary or involuntary action, death, disability or otherwisePre-IPO Restricted Period, the Parent Company shall have the right to repurchase at the Repurchase Price (as defined herein) all or any portion of the shares of Restricted Equity Consideration that are not already vested (after taking into account any acceleration of vesting as contemplated in Section 6.8), which right may be exercised at any time and from time to time within ninety (90) days after the date of such termination. (b) Parent may exercise its right of repurchase of such shares of Restricted Equity Consideration held by such Employee Equityholder by providing written notice to such Employee Equityholder stating the number of shares to be repurchased, at a purchase price of $.01 per share (the “Repurchase PriceRight”) and to purchase all, but not less than all, of the date shares subject to such proposed Transfer. The purchase price for such shares shall be equal to the price specified in the Transfer Notice. The Repurchase Right shall be exercisable by giving a written notice (the “Repurchase DateNotice”) such repurchase shall occur (which shall be a date not fewer than ten (10) and not more than thirty to Investor within Thirty (30) days from Days of receiving the Transfer Notice. In the case of any involuntary Transfer of Purchased Securities, the Repurchase Right shall be exercisable at any time by giving a Repurchase Notice to the holder of the Purchased Securities. If the Company has given a Repurchase Notice in a timely manner, Investor shall sell and the Company shall purchase the Purchased Securities covered thereby at such time and place, within Twenty (20) Business Days after the giving of the Repurchase Notice, as the Company shall designate. At such time and place, the Company shall pay the purchase price for such shares and Investor shall deliver endorsed certificates to the Company. If the Company does not purchase the Purchased Securities, the Purchased Securities may be transferred in accordance with this Section 8.1; provided however that if the Purchased Securities are not transferred within Ninety (90) Days of the date of such notice). On the Repurchase DateNotice, Parent shall deliver the Repurchase Price Purchased Securities must again be offered to such Employee Equityholder, by check or wire the Company under the terms of immediately available funds, against delivery this Section 8.1 before Investor transfers any of the certificate or certificates representing the shares to be repurchased and duly endorsed stock powersPurchased Securities.

Appears in 2 contracts

Sources: Share Purchase and Shareholder Agreement (Stratus Technologies Bermuda Holdings Ltd.), Share Purchase and Shareholder Agreement (Stratus Technologies Bermuda Holdings Ltd.)

Repurchase Right. The Employee Equityholders agree to the following with respect to the Restricted Equity Consideration: (a) In the event that the Employee EquityholderStockholder’s employment relationship or consulting relationship, as the case may be, with Parent terminates, for any reason whatsoever, whether due to voluntary or involuntary action, death, disability or otherwise, the Parent shall have the right to repurchase at the Repurchase Price (as defined herein) all or any portion of the shares of Restricted Equity Consideration that are not already vested (after taking into account any acceleration of vesting as contemplated in Section 6.8)vested, which right may be exercised at any time and from time to time within ninety (90) days after the date of such terminationtermination or such longer period as may be determined in good faith by the Parent if such later repurchase is deemed necessary by the Parent for treatment of its stock as Qualified Small Business Stock under Section 1202 of the Code and regulations promulgated thereunder. (b) Parent may exercise its right of repurchase of such shares of Restricted Equity Consideration held by such Employee Equityholder Stockholder by providing written notice to such Employee Equityholder Stockholder stating the number of shares to be repurchased, at a purchase price of $.01 per share (the “Repurchase Price”) and the date (the “Repurchase Date”) such repurchase shall occur (which shall be a date not fewer than ten (10) and not more than thirty (30) days from the date of such notice). On the Repurchase Date, Parent shall deliver the Repurchase Price to such Employee EquityholderStockholder, by check or wire of immediately available funds, against delivery of the certificate or certificates representing the shares to be repurchased and duly endorsed stock powers.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Marchex Inc), Asset Purchase Agreement (Marchex Inc)

Repurchase Right. The Employee Equityholders agree to the following with respect to the Restricted Equity Consideration: (a) In the event that the an Employee EquityholderShareholder’s employment relationship or consulting relationship, as the case may be, with Parent terminates, for any reason whatsoever, whether due to voluntary or involuntary action, death, disability action or otherwise, the Parent shall have the right to repurchase at the Repurchase Price (as defined herein) all or any portion of the shares of Restricted Equity Consideration that are not already vested (after taking into account subject to any acceleration of additional vesting as contemplated in due to an Acceleration Event pursuant to Section 6.87.9), which right may be exercised at any time and from time to time within ninety (90) days after the date of such terminationtermination or such longer period as may be determined in good faith by the Parent if such later repurchase is deemed necessary by the Parent for treatment of its stock as Qualified Small Business Stock under Section 1202 of the Code and regulations promulgated thereunder. (b) Parent may exercise its right of repurchase of such shares of Restricted Equity Consideration held by such Employee Equityholder Shareholder by providing written notice to such Employee Equityholder Shareholder stating the number of shares to be repurchased, at a purchase price of $.01 per share (the “Repurchase Price”) and the date (the “Repurchase Date”) such repurchase shall occur (which shall be a date not fewer than ten (10) and not more than thirty (30) days from the date of such notice). On the Repurchase Date, Parent shall deliver the Repurchase Price to such Employee EquityholderShareholder, by check or wire of immediately available funds, against delivery of the certificate or certificates representing the shares to be repurchased and duly endorsed stock powers.

Appears in 2 contracts

Sources: Merger Agreement (Marchex Inc), Merger Agreement (Marchex Inc)

Repurchase Right. The Employee Equityholders agree to the following with respect to the Restricted Equity Consideration: (a) In the event that the a Employee EquityholderShareholder’s employment relationship or consulting relationship, as the case may be, with Parent terminates, for any reason whatsoever, whether due to voluntary or involuntary action, death, disability or otherwise, the Parent shall have the right to repurchase at the Repurchase Price (as defined herein) all or any portion of the shares of Restricted Equity Consideration that are not already vested (after taking into account any giving effect to the acceleration of vesting as contemplated provided for in Section 6.87.8, if applicable), which right may be exercised at any time and from time to time within ninety (90) days after the date of such termination. (b) Parent may exercise its right of repurchase of such shares of Restricted Equity Consideration held by such Employee Equityholder Shareholder by providing written notice to such Employee Equityholder Shareholder stating the number of shares to be repurchased, at a purchase price of $.01 per share (the “Repurchase Price”) and the date (the “Repurchase Date”) such repurchase shall occur (which shall be a date not fewer than ten (10) and not more than thirty (30) days from the date of such notice). On the Repurchase Date, Parent shall deliver the Repurchase Price to such Employee EquityholderShareholder, by check or wire of immediately available funds, against delivery of the certificate or certificates representing the shares to be repurchased and duly endorsed stock powers.

Appears in 2 contracts

Sources: Merger Agreement (Marchex Inc), Merger Agreement (Marchex Inc)

Repurchase Right. The Employee Equityholders agree to the following with respect to the Restricted Equity Consideration: (a) In the event that the an Employee EquityholderShareholder’s employment relationship or consulting relationship, as the case may be, with Parent terminates, for any reason whatsoever, whether due to voluntary or involuntary action, death, disability or otherwise, the Parent shall have the right to repurchase at the Repurchase Price (as defined herein) all or any portion of the shares of Restricted Equity Consideration that are not already vested (after taking into account any giving effect to the acceleration of vesting as contemplated provided for in Section 6.87.8, if applicable), which right may be exercised at any time and from time to time within ninety (90) days after the date of such termination. (b) Parent may exercise its right of repurchase of such shares of Restricted Equity Consideration held by such Employee Equityholder Shareholder by providing written notice to such Employee Equityholder Shareholder stating the number of shares to be repurchased, at a purchase price of $.01 per share (the “Repurchase Price”) and the date (the “Repurchase Date”) such repurchase shall occur (which shall be a date not fewer than ten (10) and not more than thirty (30) days from the date of such notice). On the Repurchase Date, Parent shall deliver the Repurchase Price to such Employee EquityholderShareholder, by check or wire of immediately available funds, against delivery of the certificate or certificates representing the shares to be repurchased and duly endorsed stock powers.

Appears in 1 contract

Sources: Merger Agreement (Marchex Inc)