Rights to Repurchase Shares Sample Clauses

Rights to Repurchase Shares. (a) With respect to all Restricted Shares held by any Management Stockholder (and its Permitted Transferees), during the period beginning on the date of the Management Stockholder's Termination of Employment (as defined below) and ending on the later of (i) the seven month anniversary of such Termination of Employment; or (ii) the seven month anniversary of the date of the exercise of any Vested Options held by any Management Stockholder as of the time of the Management Stockholder's Termination of Employment, the Company shall have the option to repurchase Restricted Shares held by the Management Stockholder or his or her successor in interest thereunder ("Call Right"). The Call Right may be exercised more than once, but must be exercised with respect to all (but not less than all) of the Restricted Shares outstanding on the date of any Call Notice (as defined below). The repurchase price payable by the Company upon exercise of the Call Right ("Repurchase Price") shall be the Fair Market Value (as defined below) of the Restricted Shares subject to the Call Right on the date of the Call Notice. The Call Right shall be exercised by written notice ("Call Notice") to the Management Stockholder given in accordance with Section 7(f) of this Agreement on or prior to the last date on which the Call Right may be exercised by the Company. For purposes of this Agreement, "
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Rights to Repurchase Shares. (a) During the period beginning on the date of Termination of Employment of a Management Holder and ending on the first anniversary following the later of (i) the date of such Termination of Employment or (ii) the date of the exercise of any Vested Option held by such Management Holder as of the date of such Termination of Employment (the “Repurchase Deadline”), the Company shall have the option to repurchase the Shares held by the terminated Management Holder and/or his or her Permitted Transferees (collectively, the “Company Call Right”); provided that the Company may not repurchase any Shares pursuant to this Section 6(a) prior to the day immediately following the six-month anniversary of the date on which such Shares (A) became vested, as it relates to Shares that were not received as a result of the exercise of options or Convertible Securities, or (B) were issued, as it relates to Shares that were received as a result of the exercise of options and Convertible Securities. The Company Call Right may be exercised more than once and for some or all of the applicable Management Holder’s Shares. The Company Call Right shall be exercised by written notice (a “Call Notice”) to such Management Holder on or prior to the Repurchase Deadline.
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Rights to Repurchase Shares. (a) In the event that the License Agreement is terminated as a result of a breach by the Purchaser thereunder or by the Purchaser prior to its expiration (except as a result of a breach by the Company) (such termination a "Termination Event"), the Company, shall have the right and option, for sixty (60) days from the occurrence of the Termination Event, to elect to purchase from the Purchaser, and the Purchaser shall sell or cause to be sold to the Company, upon the Company's The right to repurchase the Option Shares provided in this Section 4(a) shall be exercised by the Company, if at all, by delivery to the Purchaser during the applicable aforesaid 60-day period, of a written notice of election to purchase such Option Shares (the"Election Notice").
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Rights to Repurchase Shares. (a) For a period a nine (9) months following the Termination of Employment of Optionee (as defined below), the Company shall have the option to repurchase all
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Rights to Repurchase Shares. (a) For a period of nine (9) months following the later of (i) the Termination of Directorship (as defined below) of any Management Stockholder who is a Director, the Termination of Consultancy (as defined below) of any Management Stockholder who is a consultant to the Company or its Subsidiaries (as defined below) or the Termination of Employment (as defined below) of any Management Stockholder who is an employee of the Company or its Subsidiaries (as defined below), (ii) the exercise, in accordance with the terms of the Equity Plan or the applicable SAR agreement issued thereunder, of all vested SARs (the “Vested SARs”) held by such Management Stockholder as of the time of such Management Stockholder’s Termination of Employment, Termination of Consultancy or Termination of Directorship, or (iii) the payment, in accordance with the terms of the Equity Plan or the applicable RSU agreement issued thereunder, of any vested RSUs (the “Vested RSUs,” and together with Vested SARS, the “Vested Awards”) held by such Management Stockholder as of the time of such Management Stockholder’s Termination of Employment, Termination of Consultancy or Termination of Directorship, the Company may elect, but shall not be required
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Rights to Repurchase Shares. (a) During the period beginning on the date of a Termination of Employment of a Management Stockholder and ending on the date nine (9) months following the date of such Termination of Employment (the “Repurchase Period”), the Company shall have the option to repurchase the Shares held by the terminated Management Stockholder and/or his or her Permitted Transferees (collectively, the “Call Right”). The Call Right may be exercised more than once. The Call Right shall be exercised by written notice (the “Call Notice”) to such Management Stockholder given in accordance with Section 9(f) of this Agreement on or prior to the last day on which the Call Right may be exercised by the Company. The rights to repurchase Shares are subject to any other rights to repurchase Shares under any other agreement that the Company has entered or may enter into with the Management Stockholder.
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Rights to Repurchase Shares. (a) For a period of seven (7) months following the later of (i) the Termination of Employment of any Employee Shareholder (as defined below) and (ii) the expiration of all Vested Options held by such Employee Shareholder in accordance with the terms of the Equity Incentive Plan or the option agreement pursuant to which such Vested Options were granted to such Employee Shareholder, the Company or its designee shall have the option to purchase some or all of the Restricted Shares held by such Employee Shareholder or his or her successor in interest thereunder (“Call Right”). The purchase price payable by the Company or its designee upon exercise of the Call Right (“Purchase Price”) shall be the fair market value of the Restricted Shares subject to the Call Right on the date of the Call Notice as determined in accordance with subsection (c) below. The Call Right shall be exercised by written notice (“Call Notice”) to such Employee Shareholder given in accordance with Section 7(g) of this Agreement on or prior to the last date on which the Call Right may be exercised by the Company. For the purpose of this Agreement, “
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Rights to Repurchase Shares 
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Related to Rights to Repurchase Shares

  • Distribution of Rights to Purchase Shares (a) Distribution to ADS Holders Whenever the Company intends to distribute to the holders of the Deposited Securities rights to subscribe for additional Shares, the Company shall give notice thereof to the Depositary at least 60 days prior to the proposed distribution stating whether or not it wishes such rights to be made available to Holders of ADSs. Upon receipt of a notice indicating that the Company wishes such rights to be made available to Holders of ADSs, the Depositary shall consult with the Company to determine, and the Company shall determine, whether it is lawful and reasonably practicable to make such rights available to the Holders. The Depositary shall make such rights available to Holders only if (i) the Company shall have timely requested that such rights be made available to Holders, (ii) the Depositary shall have received satisfactory documentation within the terms of Section 5.7, and (iii) the Depositary shall have determined that such distribution of rights is lawful and reasonably practicable. In the event any of the conditions set forth above are not satisfied, the Depositary shall proceed with the sale of the rights as contemplated in Section 4.4(b) below or, if timing or market conditions may not permit, do nothing thereby allowing such rights to lapse. In the event all conditions set forth above are satisfied, the Depositary shall establish an ADS Record Date (upon the terms described in Section 4.7) and establish procedures (x) to distribute such rights (by means of warrants or otherwise) and (y) to enable the Holders to exercise the rights (upon payment of applicable (a) fees and charges of, and expenses incurred by, the Depositary and (b) taxes and other governmental charges). Nothing herein shall obligate the Depositary to make available to the Holders a method to exercise such rights to subscribe for Shares (rather than ADSs).

  • Issuance and Repurchase of Shares The Trustees shall have the power to issue, sell, repurchase, redeem, retire, cancel, acquire, hold, resell, reissue, dispose of, transfer, and otherwise deal in, Shares, including Shares in fractional denominations, and, subject to the more detailed provisions set forth in Articles VIII and IX, to apply to any such repurchase, redemption, retirement, cancellation or acquisition of Shares any funds or property whether capital or surplus or otherwise, to the full extent now or hereafter permitted corporations formed under the Delaware General Corporation Law.

  • ISSUANCE AND TRANSFER OF SHARES 1. The Bank will issue Share certificates upon receipt of a Certificate from an Officer, but shall not be required to issue Share certificates after it has received from an appropriate federal or state authority written notification that the sale of Shares has been suspended or discontinued, and the Bank shall be entitled to rely upon such written notification. The Bank shall not be responsible for the payment of any original issue or other taxes required to be paid by the Customer in connection with the issuance of any Shares.

  • Purchase Shares Subject to the terms and conditions hereinafter set forth herein, the Holder is entitled, upon surrender of this Warrant at the principal office of the Company (or at such other place as the Company shall notify the holder hereof in writing), to purchase from the Company up to ( ) fully paid and nonassessable shares of Common Stock, par value $0.0001, of the Company, as constituted on the Warrant Issue Date (the “Common Stock”). The number of shares of Common Stock issuable pursuant to this Section 1 (the “Shares”) shall be subject to adjustment pursuant to Section 9 hereof.

  • Distributions Other Than Cash, Shares or Rights to Purchase Shares (a) Whenever the Company intends to distribute to the holders of Deposited Securities property other than cash, Shares or rights to purchase additional Shares, the Company shall give timely notice thereof to the Depositary and shall indicate whether or not it wishes such distribution to be made to Holders of ADSs. Upon receipt of a notice indicating that the Company wishes such distribution be made to Holders of ADSs, the Depositary shall consult with the Company, and the Company shall assist the Depositary, to determine whether such distribution to Holders is lawful and reasonably practicable. The Depositary shall not make such distribution unless (i) the Company shall have requested the Depositary to make such distribution to Holders, (ii) the Depositary shall have received satisfactory documentation within the terms of Section 5.7, and (iii) the Depositary shall have determined that such distribution is reasonably practicable.

  • Restrictions on Grant of the Option and Issuance of Shares The grant of the Option and the issuance of shares of Stock upon exercise of the Option shall be subject to compliance with all applicable requirements of federal, state or foreign law with respect to such securities. The Option may not be exercised if the issuance of shares of Stock upon exercise would constitute a violation of any applicable federal, state or foreign securities laws or other law or regulations or the requirements of any stock exchange or market system upon which the Stock may then be listed. In addition, the Option may not be exercised unless (i) a registration statement under the Securities Act shall at the time of exercise of the Option be in effect with respect to the shares issuable upon exercise of the Option or (ii) in the opinion of legal counsel to the Company, the shares issuable upon exercise of the Option may be issued in accordance with the terms of an applicable exemption from the registration requirements of the Securities Act. THE PARTICIPANT IS CAUTIONED THAT THE OPTION MAY NOT BE EXERCISED UNLESS THE FOREGOING CONDITIONS ARE SATISFIED. ACCORDINGLY, THE PARTICIPANT MAY NOT BE ABLE TO EXERCISE THE OPTION WHEN DESIRED EVEN THOUGH THE OPTION IS VESTED. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company’s legal counsel to be necessary to the lawful issuance and sale of any shares subject to the Option shall relieve the Company of any liability in respect of the failure to issue or sell such shares as to which such requisite authority shall not have been obtained. As a condition to the exercise of the Option, the Company may require the Participant to satisfy any qualifications that may be necessary or appropriate, to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect thereto as may be requested by the Company.

  • Registration and Transfer of Shares (a) Any Transfer of any Shares shall only be completed subject to the compliance by the Member and the proposed transferee with all applicable laws; and furthermore may only be completed in accordance with the provisions of this Agreement.

  • Exercise of Repurchase Right Any Repurchase Right under Paragraphs 15(a) or 15(b) shall be exercised by giving notice of exercise as provided herein to Optionee or the estate of Optionee, as applicable. Such right shall be exercised, and the repurchase price thereunder shall be paid, by the Company within a ninety (90) day period beginning on the date of notice to the Company of the occurrence of such Repurchase Event (except in the case of termination or cessation of services as director, where such option period shall begin upon the occurrence of the Repurchase Event). Such repurchase price shall be payable only in the form of cash (including a check drafted on immediately available funds) or cancellation of purchase money indebtedness of the Optionee for the Shares. If the Company can not purchase all such Shares because it is unable to meet the financial tests set forth in the Nevada corporation law, the Company shall have the right to purchase as many Shares as it is permitted to purchase under such sections. Any Shares not purchased by the Company hereunder shall no longer be subject to the provisions of this Section 15.

  • Sale and Repurchase of Shares (a) Distributor will have the right, as agent for the Trust, to enter into dealer agreements with responsible investment dealers, and to sell Shares to such investment dealers against orders therefor at the public offering price (as defined in subparagraph 2(d) hereof) stated in the Trust's effective Registration Statement on Form N-1A under the Act and the Securities Act of 1933, as amended, including the then current prospectus and statement of additional information (the "Registration Statement"). Upon receipt of an order to purchase Shares from a dealer with whom Distributor has a dealer agreement, Distributor will promptly cause such order to be filled by the Trust. All dealer agreements shall be in such form as has been approved by the Trust.

  • Repurchase of Shares If any share is repurchased by any of the Funds or is tendered thereto for redemption within seven business days after confirmation by us of the original purchase order from you for such security, you shall forthwith refund to us the full compensation paid to you on the original sale.

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