Common use of Shareholder Issues Clause in Contracts

Shareholder Issues. (i) As soon as reasonably practicable following the death of the Decedent, the Decedent’s estate shall sell to the Corporation, and the Corporation shall purchase from the Decedent’s estate, the Shares held by the Decedent in the Corporation.. The aggregate purchase price for the Shares held by that Decedent in the Corporation shall be Dollars ($ ). (ii) As soon as reasonably practicable following the death of the Decedent and repurchase of the Decedent’s Shares, the Corporation shall sell one (1) newly issued share in the Corporation to a Qualified Medical Professional selected by the Board of Directors who is or upon issuance of shares will be a shareholder of the Corporation and is then employed by, contracting with or on the Board of Directors of the Management Company or an affiliate thereof (a “Successor Shareholder”). The purchase price for such Share shall be Dollars ($ ). It shall be a condition to such sale that the Successor Shareholder (a) be appointed to the Board of Directors of the Corporation, and (b) agree in writing to become a party to this Agreement as a Doctor successor to the Decedent. (iii) Each Successor Shareholder shall be a Qualified Medical Professional, and each Successor Shareholder shall also be an employee or member of the Board of Directors of, or independent contractor to, the Management Company or an affiliate thereof. Each Successor Shareholder shall be designated as being eligible to be a shareholder and director of the Corporation by the Management Company’s Board of Directors.

Appears in 2 contracts

Sources: Succession Agreement, Succession Agreement (IPC the Hospitalist Company, Inc.)