Common use of Repurchase Rights Clause in Contracts

Repurchase Rights. (a) Upon any Stockholder (a “Terminated Stockholder”) ceasing to be employed by, or engaged as a consultant, advisor or similar position to, or director of, the Company or its subsidiaries (a “Termination Event”), subject to the provisions of Section 4.06(b) and (c) hereof, the Company shall have the option to purchase, and if such option is exercised, such Terminated Stockholder shall sell, and shall cause any Permitted Transferees of such Terminated Stockholder to sell, to the Company all or any portion of Shares owned by such Stockholder and such Permitted Transferees (the “Termination Securities”) on the date of the occurrence of such Termination Event or acquired pursuant to the exercise of options (including those as exercised arising from a convertible note) or warrants (each an “Exercise Right”), held by such Terminated Stockholder on the date of the occurrence of such Termination Event (the “Termination Date”) at a price per Termination Security equal to the Fair Market Value (the “Termination Price”) of the Termination Securities on the date of the Termination Event; provided, however, that the Termination Price in respect of any Termination Securities acquired upon an Exercise Right, shall be the price, if any, set forth in the applicable option grant agreement, convertible note option agreement or warrant, whichever is lower.

Repurchase Rights. (a) Upon any Management Stockholder (a “Terminated Stockholder”) ceasing to be employed by, or engaged as a consultant, advisor or similar position consultant to, or director of, the Company or its subsidiaries (a “"Terminated Stockholder") for any reason other than by reason of such Management Stockholder's death or Disability (a "Termination Event”"), subject to the provisions of Section 4.06(b4.04(b) and (c) hereof, the Company shall have the option to purchase, and if such option is exercised, such Terminated Stockholder shall sell, and shall cause any Permitted Transferees of such Terminated Stockholder to sell, to the Company all or any portion of Shares Company Securities owned by such Management Stockholder and such Permitted Transferees (the “"Termination Securities”") on the date of the occurrence of such Termination Event or acquired pursuant to the exercise of options (including those as exercised arising from a convertible note) or warrants (each an “Exercise Right”), held by such Terminated Stockholder on the date of the occurrence of such Termination Event (the “"Termination Date”") at a price per Termination Security equal to the Fair Market Value Termination Price (the “Termination Price”as determined pursuant to Section 4.04(g) below) of the Termination Securities on the date of the Termination Event; providedprovided that any portion of Company Securities which are (i) options, however, that warrants or other rights to acquire Common Stock or any other equity or equity-linked security issued by the Company and (ii) not vested as of the Termination Price in respect of any Termination Securities acquired upon an Exercise RightDate, shall be the price, if any, set forth in the applicable option grant agreement, convertible note option agreement or warrant, whichever is lowercancelled as of such Termination Date.

Repurchase Rights. (a) Upon any Management Stockholder (a “Terminated Stockholder”) ceasing to be employed by, or engaged as a consultant, advisor or similar position consultant to, or director of, the Company or its subsidiaries (a “Terminated Stockholder”) (a “Termination Event”), subject to the provisions of Section 4.06(b4.04(b) and (c) hereof, the Company shall have the option to purchase, and if such option is exercised, such Terminated Stockholder shall sell, and shall cause any Permitted Transferees of such Terminated Stockholder to sell, to the Company all or any portion of Shares Company Securities owned by such Management Stockholder and such Permitted Transferees (the “Termination Securities”) on the date of the occurrence of such Termination Event or acquired pursuant to the exercise of options (including those as exercised arising from a convertible note) or warrants (each an “Exercise Right”), held by such Terminated Stockholder on the date of the occurrence of such Termination Event (the “Termination Date”) at a price per Termination Security equal to the Fair Market Value (the “Termination Price”) of the Termination Securities on the date of the Termination Event; provided, however, that the Termination Price in respect of any Termination Securities acquired upon an Exercise Right, the exercise of any options shall be the price, if any, set forth in the applicable option grant agreement, convertible note option agreement or warrant, whichever is lower.