Termination of Repurchase Options Sample Clauses

Termination of Repurchase Options. The repurchase provisions under this paragraph 3 (and the rights and obligations created thereby) shall cease to apply to all Time-Vested Securities upon the consummation of a Qualified Sale of the Company or a Qualified Public Offering (it being understood that (i) such provisions, rights, and obligations shall continue to apply to all Un-Time-Vested Securities until such time as they become Time-Vested Securities in accordance with the terms hereof, and (ii) the forfeiture provisions of the Performance Vesting Agreement shall continue to apply to all Un-Performance-Vested Securities until such time as they become Performance-Vested Securities in accordance with the terms of the Performance Vesting Agreement).
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Termination of Repurchase Options. Sections 1, 2, 3, and 4 of this Agreement shall terminate upon the earlier to occur of the exercise in full or expiration of all of the Repurchase Options.
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Termination of Repurchase Options. The provisions of this Section 3 shall terminate with respect to all Executive Units upon the first to occur of (i) the consummation of an IPO or (ii) the consummation of a Sale of the Company, except if, following such event, Executive’s employment with the Company or any of its Subsidiaries or the services Executive provides (including service as a Manager, advisor or consultant as contemplated by and described in Rule 701) to the Company or any of its Subsidiaries are terminated for Cause or within three years after the termination of Executive’s employment, Executive materially violates any agreement between Executive and the Company or its Subsidiaries with respect to non-competition (other than a Competitive Activity (as defined in any Class A Common Unit Purchase and Exchange Agreement between Executive and the Company dated as of the date hereof) that does not violate any such non-competition covenant), non-solicitation, confidentiality or protection of trade secrets (or similar provision regarding intellectual property) in favor of the Company or its Subsidiaries (or any new parent entity of CDW or VH Holdings) by which Executive is bound (whether contained in this Agreement or any other agreement), then the repurchase rights under Section 3 shall again apply to the repurchase of the Executive Units as if the date of such event were the Date of Termination for purposes of this Section 3; provided, however, that no such repurchase may occur after any transaction that reduces the Institutional Investors’ Class A Common Units to less than 10% of the Class A Common Units acquired as of the date hereof.
Sample 1
Termination of Repurchase Options. The provisions of this Section 3 shall terminate with respect to all Executive Units upon the first to occur of (i) the consummation of an IPO or (ii) the consummation of a Sale of the Company, except if, following such event, Executive’s employment with the Company or any of its Subsidiaries or the services Executive provides (including service as a Manager, advisor or consultant as contemplated by and described in Rule 701) to the Company or any of its Subsidiaries are terminated for Cause or Executive violates any non competition, non solicitation or confidentiality covenants in favor of the Company or its Subsidiaries (or any new parent entity of CDW or VH Holdings) by which Executive is bound (whether contained in this Agreement or any other agreement), then the repurchase rights under this Section 3 shall again apply to the repurchase of the Executive Units as if the date of such event were the Date of Termination for purposes of this Section 3; provided, however, that no such repurchase may occur after any transaction that reduces the Institutional Investors’ Class A Common Units to less than 10% of the Class A Common Units acquired as of the date hereof.
Sample 1
Termination of Repurchase Options. Notwithstanding anything to the contrary herein, no Holder of Warrant Shares that have been sold pursuant to an effective registration statement or sold to the public pursuant to Rule 144 may submit a Put Notice under Section 10(a) as to any such Warrant Shares and the Company may not exercise its repurchase option under Section 10(b) as to any such Warrant Shares.
Sample 1

Related to Termination of Repurchase Options

  • Termination of Repurchase Option Sections 2, 3, 4 and 5 of this Agreement shall terminate upon the exercise in full or expiration of the Repurchase Option, whichever occurs first.

  • Exercise of Repurchase Option The Repurchase Option shall be exercised by written notice signed by an officer of the Company or by any assignee or assignees of the Company and delivered or mailed as provided in Section 17(a). Such notice shall identify the number of shares of Stock to be purchased and shall notify Purchaser of the time, place and date for settlement of such purchase, which shall be scheduled by the Company within the term of the Repurchase Option set forth in Section 2(a) above. The Company shall be entitled to pay for any shares of Stock purchased pursuant to its Repurchase Option, at the Company's option, in cash or by offset against any indebtedness owing to the Company by Purchaser, or by a combination of both. Upon delivery of such notice and payment of the purchase price in any of the ways described above, the Company shall become the legal and beneficial owner of the Stock being repurchased and all rights and interest therein or related thereto, and the Company shall have the right to transfer to its own name the Stock being repurchased by the Company, without further action by Purchaser.

  • Repurchase Option (a) If Purchaser's status as a Service Provider is terminated for any reason, including for cause, death, and disability, the Company shall have the right and option to purchase from Purchaser, or Purchaser's personal representative, as the case may be, all of the Purchaser's Unvested Shares as of the date of such termination at the price paid by the Purchaser for such Shares (the "Repurchase Option").

  • 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.

  • Right of Repurchase To the extent provided in the Company's bylaws as amended from time to time, the Company shall have the right to repurchase all or any part of the shares of Common Stock you acquire pursuant to the exercise of your option.

  • Termination of the Repurchase Right The Repurchase Right shall terminate with respect to any Unvested Shares for which it is not timely exercised under Paragraph C.2. In addition, the Repurchase Right shall terminate and cease to be exercisable with respect to any and all Purchased Shares in which Participant vests in accordance with the following Vesting Schedule:

  • Termination of Options The Options, which become exercisable as provided in paragraphs 3 and 4 above, shall terminate and be of no force or effect as follows:

  • Termination of Registration Rights The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Subsections 2.1 or 2.2 shall terminate upon the earliest to occur of:

  • Termination Option Event The term “

  • Substitute Purchase Option In case of any consolidation of the Company with, or merger of the Company with, or merger of the Company into, another corporation (other than a consolidation or merger which does not result in any reclassification or change of the outstanding Common Stock), the corporation formed by such consolidation or merger shall execute and deliver to the Holder a supplemental Purchase Option providing that the holder of each Purchase Option then outstanding or to be outstanding shall have the right thereafter (until the stated expiration of such Purchase Option) to receive, upon exercise of such Purchase Option, the kind and amount of shares of stock and other securities and property receivable upon such consolidation or merger, by a holder of the number of shares of Common Stock of the Company for which such Purchase Option might have been exercised immediately prior to such consolidation, merger, sale or transfer. Such supplemental Purchase Option shall provide for adjustments which shall be identical to the adjustments provided in Section 6. The above provision of this Section shall similarly apply to successive consolidations or mergers.

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