Delay of Repurchase. In the event that a repurchase by Holding, otherwise permitted or required under Section 6(a) is prevented solely by the terms of Section 11(a), (i) such repurchase will be postponed and will take place without the application of further conditions or impediments (other than as set forth in Section 7 hereof or in this Section 11) at the first opportunity thereafter when Holding has funds legally available therefor and when such repurchase will not result in any default, event of default or violation under any of the Financing Agreements or in a violation of any term or provision of the Certificate of Incorporation of Holding and (ii) such repurchase obligation shall rank against other similar repurchase obligations with respect to Shares or options in respect thereof according to priority in time of (A) the effective date of the termination of employment in connection with any repurchase obligation arising pursuant to an exercise of the option of Holding under Section 6(a), or (B) as to any repurchase obligation arising pursuant to an exercise of any Purchaser's right to require a repurchase under Section 6(a), the date upon which Holding receives written notice of such exercise, provided that any such repurchase obligations as to which a common date determines priority under clause (A) or (B) above shall be of equal priority and shall share pro rata in any repurchase payments made pursuant to clause (i) above and provided, further, that any repurchase commitment arising from Permanent Disability, death or Retirement or any repurchase commitment made by the Board pursuant to Section 6(b) shall have priority over any other repurchase obligation.
Delay of Repurchase. Notwithstanding any other provision of this Agreement, (i) the Company shall be permitted to delay the repurchase of Company Shares pursuant to Section 5.5 hereof in the event that any such repurchase (or the payment of the Repurchase Price in connection with any such repurchase) would result in a violation of the terms or provisions of, or a default or an event of default under, any credit, loan, guarantee, financing or security or other similar agreement by which the Company or any member of the Company Group is bound as of any date in the period beginning on the Purchaser’s Termination Date and ending on the last day of the applicable Repurchase Period (such agreements and documents, as each may be amended, modified or supplemented from time to time, are referred herein as the “Financing Agreements”). In any such event, such repurchase will be postponed (any such period of postponement referred to as the “Postponement Period”) and will be effected without the application of further conditions or impediments at the first opportunity thereafter when such repurchase (and the payment of the Repurchase Price) will not result in any default, event of default or violation under any of the Financing Agreements, and the Repurchase Price for such Company Shares shall be increased by interest thereon for the Postponement Period at an annual rate equal to two percentage points greater than the LIBOR rate in effect as of the first day of the calendar month commencing coincident with or immediately prior to the Postponement Period.
Delay of Repurchase. In the event that a repurchase by Holding otherwise permitted under Section 4(c) is prevented solely by the terms of Section 9(a), (i) such repurchase will be postponed and will take place without the application of further conditions or impediments (other than as set forth in Section 4 hereof or in this Section 9) at the first opportunity thereafter when Holding has funds legally available therefor and when such repurchase will not result in any default, event of default or violation under any of the Financing Agreements or in a violation of any term or provision of the Certificate of Incorporation of Holding and (ii) Holding's obligation to effect such repurchase shall rank against other similar repurchase obligations of Holding with respect to shares of Common Stock or options in respect thereof according to priority in time of the effective date of the event giving rise to such obligation of Holding to repurchase; provided that any such repurchase obligations as to which a common date determines priority shall be of equal priority and shall share pro rata in any repurchase payments made pursuant to clause (i) above and provided, further, that any obligation to repurchase shares of Common Stock pursuant to the election of the holder of such shares shall have priority over any other repurchase obligation.
Delay of Repurchase. In the event that a repurchase by the Company otherwise permitted under Section 4 is prevented solely by the terms of Section 6(a), (i) such repurchase will be postponed and will take place without the application of further conditions or impediments (other than as set forth in Section 4 or in this Section 6) at the first opportunity when the Company has funds legally available therefor and when such repurchase will not result in any default, event of default or violation under any of the Financing Agreements or in a violation of any term or provision of the Certificate of Incorporation of the Company and (ii) such repurchase obligation shall rank against other similar repurchase obligations with respect to shares of Common Stock according to priority in time of the effective date of the termination of employment giving rise to such repurchase; provided, that any such repurchase obligations as to which a common date determines priority shall be of equal priority and shall share pro rata in any repurchase payments made pursuant to clause (i) of this Section 6(b); and provided, further, that any repurchase commitment arising from death, Disability, or Retirement or the comparable provisions of any other applicable subscription agreements shall have priority over any other repurchase obligation.
Delay of Repurchase. In the event that a repurchase by the Company otherwise permitted or required under Section 4(c) is prevented solely by the terms of Section 9(a), (i) such repurchase will be postponed and will take place without the application of further conditions or impediments (other than as set forth in Section 4 hereof or in this Section 9) at the first opportunity thereafter when the Company has funds legally available therefor and when such repurchase will not result in any default, event of default or violation under any of the Financing Agreements or in a violation of any term or provision of the Certificate of Incorporation of the Company and (ii) such repurchase obligation shall rank against other similar repurchase obligations with respect to shares of Common Stock or options in respect thereof according to priority in time of the date upon which the Company receives written notice of such exercise, provided that any such repurchase obligations as to which a common date determines priority shall be of equal priority and shall share pro rata in any repurchase payments made pursuant to clause (i) above and provided, further, that (x) any repurchase commitment arising from Permanent Disability or death or, in the case of shares of Common Stock, any repurchase commitment made by the Board pursuant to Section 6(b) of the Management Stock Subscription Agreement shall have priority over any other repurchase obligation and (y) all Section references in this clause (ii) shall be deemed to refer to the corresponding Section of this Agreement or the Management Stock Subscription Agreement, as the case may be, and to any similar provision of any other management stock option or stock subscription agreement to which the Company is or becomes a party.
Delay of Repurchase. In the event that a repurchase by the Company otherwise permitted or required under Section 6(a) is prevented solely by the terms of Section 11(a), (i) such repurchase will be postponed and will take place without the application of further conditions or impediments (other than as set forth in Section 7 hereof or in this Section 11) at the first opportunity thereafter when the Company has funds legally available therefor and when such repurchase will not result in any default, event of default or violation under any of the Financing Agreements or in a violation of any term or provision of the Certificate of Incorporation of the Company and (ii) such repur-
Delay of Repurchase. In the event that the payment of the purchase price for any Remaining Options or Vested Options, as the case may be, by the Company otherwise permitted under Section 5 is prevented solely by the terms of Section 11(a), (i) the payment of such purchase price will be postponed and will be made without the application of further conditions or impediments (other than as set forth in Section 5 hereof or in this Section 11) at the first opportunity thereafter when the Company has funds legally available therefor and when the payment of such purchase price will not result in any default, event of default or violation under any of the Financing Agreements or in a violation of any term or provision of the Certificate of Incorporation of the Company and (ii) the Grantee’s right to receive payment of such purchase price shall rank against other similar rights with respect to shares of Common Stock or options in respect thereof according to priority in time of the effective date of the event giving rise to any such right, provided that any such right as to which a common date determines priority shall be of equal priority and shall share pro rata in any purchase payments made pursuant to clause (i) above.
Delay of Repurchase. In the event that the payment of the purchase price for any Shares by the Company otherwise permitted under Section 5 is prevented solely by the terms of Section 9(a), (i) the payment of such purchase price will be postponed and will be made without the application of further conditions or impediments (other than as set forth in Section 5 hereof or in this Section 9) at the first opportunity thereafter when the Company has funds legally available therefor and when the payment of such purchase price will not result in any default, event of default or violation under any of the Financing Agreements or in a violation of any term or provision of the Certificate of Incorporation of the Company and (ii) the Purchaser’s right to receive payment of such purchase price shall rank against other similar rights with respect to shares of Common Stock or options in respect thereof according to priority in time of the effective date of the event giving rise to any such right, provided that any such right as to which a common date determines priority shall be of equal priority and shall share pro rata in any purchase payments made pursuant to clause (i) above.
Delay of Repurchase. In the event that a repurchase by the Company otherwise permitted or required under Section 5(a) is prevented solely by the terms of Section 9(a), (i) such repurchase will be postponed and will take place without the application of further conditions or impediments (other than as set forth in Section 6 hereof or in this Section 9) at the first opportunity thereafter when the Company has funds legally available therefor and when such repurchase will not result in any default, event of default or violation under any of the Financing Agreements or in a violation of any term or provision of the LLC Agreement and (ii) such repurchase obligation shall rank against other similar repurchase obligations with respect to LLC Units or options to purchase LLC Units according to priority in time of the effective date of the termination of employment, or provision of services, as applicable, PROVIDED that any such repurchase right as to which a common date determines priority shall be of equal priority and shall share pro rata in any repurchase payments made pursuant to clause (i) above.
Delay of Repurchase. In the event that a repurchase by Worldwide otherwise permitted or required under Section 6(a) is prevented solely by the terms of Section 11(a), (i) such repurchase will be postponed and will take place without the application of further conditions or impediments (other than as set forth in Section 7 hereof or in this Section 11) at the first opportunity thereafter when Worldwide has funds legally available therefor and when such repurchase will not result in any default, event of default or violation under any of the Financing Agreements or in a violation of any term or provision of the Certificate of Incorporation of Worldwide and (ii) such repurchase obligation shall rank against other similar repurchase obligations with respect to shares of Common Stock or options in respect thereof according to priority in time of the effective date of the termination of employment giving rise to such repurchase, provided that any such repurchase obligations as to which a common date determines priority shall be of equal priority and shall share pro rata in any repurchase payments made pursuant to clause (i) above and provided, further, that any repurchase commitment arising from Disability, death, Retirement at Normal Retirement Age or any repurchase commitment made by the Board pursuant to Section 6(b) or the comparable provisions of any other applicable management stock subscription agreement shall have priority over any other repurchase obligation.
