Company Call Option Sample Clauses

Company Call Option. This Warrant is subject to repurchase by the Company (the “Company Call Option”) at the Call Price, at any time and from time to time prior to the Termination Date if, at any time prior thereto, the Common Stock traded in the Trading Market for ten (10) or more Trading Days (whether or not consecutive) above the Call Price (the “Company Call Condition”). If the Company shall desire to exercise the Company Call Option, it shall: (i) the Company shall give at least fifteen (15) days’ prior written notice to Holder of such proposed repurchase, specifying that the Company Call Conditions have been met and presenting in reasonable detail the particulars thereof; and (B) thereafter, the Holder shall tender and surrender this Warrant to the Company against payment of the Call Price for this Warrant, by wire transfer of immediately available funds to the account specified by Holder. The “Call Price” shall mean $0.01.

Company Call Option. After October 30, 2009, the Company shall have the option, at any time when the Weighted Average Price of the Company Common Stock during the prior thirty (30) day period is $7.00 (appropriately adjusted for any stock dividend, stock split, stock combination or other similar transaction) or higher, to redeem the Note for cash at (100%) of the Conversion Amount, provided that (i) such redemption shall occur on the date that is twenty (20) Company Trading Days (the “Call Date”) following the date of the Company notice and (ii) prior to the Call Date, the provisions in Section 2 shall remain in effect.

Company Call Option. Subject to Section 6.10(c), the Company shall have the option (the “Call Option”) at any time after the consummation of the Step 1 Sale and prior to any exercise of the Put Right by the Investor, to repurchase from the Investor, and the Investor shall sell to the Company, all of the shares of Series A Preferred Stock (or such number of the Series B Preferred Stock which were issued and delivered to the Investor on the Step 2 Closing Date in exchange for all the Series A Preferred Stock purchased by the Investor in the Step 1 Sale) then held by the Investor, on not less than five (5) days notice from the Company to the Investor, which notice shall include the intended date of settlement (the “Call Closing Date”), for a purchase price (the “Call Price”) equal to the liquidation preference of such shares of Series A Preferred Stock (including all accumulated and unpaid dividends and accrued interest thereon to the Put Closing Date). The Call Price shall be payable by the Company in immediately available funds to a bank account or bank accounts designated by the Investor on the Call Closing Date.

Company Call Option. Any Option Shares purchased by the Participant through the exercise of the Option shall be subject to the Company’s Call Option as follows: (i) Other than as set forth in the second sentence of Section 3(f)(vii), upon and following the termination of the Participant’s employment with the Company for any reason (or no reason), the Company shall have the right and option (the “Call Option”), but not the obligation, to purchase from the Participant (or his estate or permitted transferees) any or all of the Option Shares (whether purchased pursuant to the exercise of the Option prior to, on or following such termination or of employment). The purchase price (the “Call Price”) of the Option Shares subject to purchase under this provision (the “Called Shares”) shall be (x) in the case of a termination of the Participant’s employment by the Company for Cause, the lower of the purchase price of such Called Shares, or the Fair Market Value of such Called Shares on the date of the applicable “Call Notice” (as defined below) and (y) in the case of any other termination of employment, the Fair Market Value of such Called Shares on the date of the applicable Call Notice. Notwithstanding the foregoing, if within three years of the Date of Grant, the Participant’s employment with the Company is terminated, other than: (A) by the Participant for Good Reason, (B) by the Company on account of Disability, or (C) by reason of the Participant’s death, (x) the purchase price of any Called Shares that are Accelerated Vested Option Shares on the date of the Call Notice shall be the lower of the purchase price of such Called Shares, or the Fair Market Value of such Called Shares on the date of the applicable Call Notice and (y) the Participant shall be obligated to repay the Company the aggregate amount of any dividends or distributions paid to the Participant on any of the Called Shares that are Accelerated Vested Option Shares as of the date of the Call Notice. If the Company’s Call Option is for less than all of the Option Shares then outstanding and if any Accelerated Vested Option Shares are outstanding on the date of the Company’s Call Notice, the Company’s Call Option shall first be applied with respect to Option Shares that are Accelerated Vested Option Shares. (ii) The Company may exercise the Call Option by delivering or mailing to the Participant (or to his estate, if applicable), in accordance with Section 6(a) of this Agreement, written notice of exercise (a “Call Not...

Company Call Option. (a) Prior to a Call Option Transfer, the Company shall have the right, at its sole option, to purchase all but not less than all of the outstanding shares of New Common Stock deposited with the Depositary hereunder as of the Option Closing Date at a price per share of New Common Stock equal to the Option Exercise Price and on such other terms and conditions as are specified in this Depositary Agreement. The Company may elect to exercise the Call Option by delivery of the Call Option Exercise Notice to the Depositary at any time during the period (the "Call Period") commencing February 1, 2002 and continuing until December 31, 2002. (b) The Call Option Exercise Notice shall specify a date for the Option Closing (the "Option Closing Date"), which shall be a date not earlier than ten Business Days after the date of the Call Option Exercise Notice nor later than January 15, 2003; provided, that the Company, in its sole discretion, at any time may postpone the Option Closing to a date no later than January 15, 2003. The Option Closing shall take place at 10:00 a.m. (Boston time) on the Option Closing Date at the offices of the Company's legal counsel in Boston, Massachusetts. (c) If, in lieu of the Call Option Exercise Notice, the Company delivers to the Depositary the Call Option Rejection Notice or if the Call Period expires without the Call Option Exercise Notice being provided to the Depositary, then, effective as of the date of the Call Option Rejection Notice or as of the expiration of the Call Period, as the case may be, the Call Option shall terminate and become null and void and of no further force or effect.

Company Call Option. (a) Upon the termination of the Participant’s employment with the Company for any reason (including if the Participant dies while an employee of the Company) prior to the effective date of an IPO (a “Call Purchase Event”), subject to the provisions of this Section 6, the Company may, at its sole option exercisable by written notice (a “Purchase Notice”) delivered to the Participant (or in the case of a deceased Participant, the Participant’s personal representative) within ninety (90) days after the applicable Call Purchase Event (or, in the event the applicable Call Purchase Event is the death of the Participant, within thirty (30) days after the appointment and qualification of the deceased Participant’s personal representative, if later), elect to purchase and, upon the giving of such notice, the Company shall be obligated to purchase, and the Participant (and the Related Transferees, if any, of the Participant or, in the case of a deceased Participant, the Participant’s personal representative) (the Participant or the Participant’s personal representative and each Related Transferee being referred to herein as a “Seller”) shall be obligated to sell, all, or any lesser portion indicated in the Purchase Notice, of the Applicable Shares held by the Sellers at a per share price equal to: (i) if the Participant’s employment is terminated by the Company for Cause or the Participant resigns as an employee of the Company, the lesser of (x) the Fair Market Value of the Applicable Shares as of the Grant Date or (y) the Fair Market Value of the Applicable Shares as of the date of the Call Purchase Event; or (ii) if the Participant’s employment is terminated by the Company without Cause, or due to the Participant death or Disability while an employee of the Company, the Fair Market Value of the Applicable Shares as of the date of the Call Purchase Event. (b) If the Company does not elect to exercise its option set forth in Section 6(a) above, the Company shall give written notice that it is not so electing to each Fortress Entity owning Common Stock within the time periods specified in Section 6(a) for the giving of the Purchase Notice. Upon receipt of such notice from the Company, each Fortress Entity owning Common Stock shall have the option, exercisable by written notice (a “Fortress Entity Purchase Notice”) delivered to the Sellers within fifteen (15) days after receipt of such notice from the Company, to purchase from the Sellers (and, upon the giving of the ...

Company Call Option. (a) If a Management Member’s Services to the Company and its Subsidiaries terminate for any reason (a “Termination Event”), to the extent that any Equity Incentive Units are not forfeited pursuant to the terms hereof or of the relevant award agreement(s) (which may include provisions of an employment agreement to which the Company is a party) between such Management Member and the Company granting such Equity Incentive Units (such agreement, the “Award Agreement”), the Company shall have the right but not the obligation to purchase, from time to time after such Termination Event, for a period of 120 days following the date of termination of such Management Member’s Services (the “Call Option Period”), the Equity Incentive Units held by such Management Member. To exercise such purchase right with respect to a Management Member, the Company shall deliver to such Management Member prior to the expiration of the Call Option Period a written notice specifying the number and class of Units with respect to which the Company has elected to exercise such purchase right, whereupon such Management Member shall be required to sell to the Company, the Equity Incentive Units specified in such notice, at a price per Equity Incentive Unit equal to the applicable purchase price determined pursuant to Section 6.1(c). (b) If, upon expiration of the Call Option Period, the Company has not purchased all of a terminated Management Member’s Equity Incentive Units which are Vested Units and are not forfeited pursuant to the terms hereof or of the applicable Award Agreement, the Company shall, on or before the expiration of the Call Option Period, provide written notice to Parent of (i) its decision not to purchase some or all of such Equity Incentive Units and (ii) the number and class of such Equity Incentive Units which the Company did not purchase, and Parent shall have the right to purchase all or a portion of such remaining Equity Incentive Units which are Vested Units at a price per Equity Incentive Unit equal to the applicable purchase price determined pursuant to Section 6.1(c). Parent’s rights to purchase such Equity Incentive Units and such Management Member’s corresponding obligation to sell such Equity Incentive Units shall terminate on the 30th day following the expiration of the Call Option Period. If Parent elects to exercise such purchase right, it shall provide written notice to the Company prior to the 30th day following the expiration of the Call Option Period ...

Company Call Option. Upon the occurrence of a Triggering Event (as defined below), the Company shall have the right (but not the obligation) to call this Warrant (the “Company Call Right”). The Company shall exercise the Company Call Right by providing written notice to the Holder of the occurrence of the Triggering Event (the “Call Notice”), which Call Notice shall be deemed to have been provided on the date that it is placed in regular mail or with an express courier company addressed to the Holder at the address set forth on the records of the Company. The Warrant shall expire twenty (20) days after the Company provides the Call Notice. A “Triggering Event” occurs at any time (i) the Company’s Common Stock is listed or quoted on any U.S. exchange or quotation service (including without limitation the OTC Bulletin Board, and Pink Sheets OTCQX and OTCQB), (ii) has for any twenty (20) consecutive trading-day period (A) a closing bid price of $.75 per share or greater as reported by Bloomberg, and (B) daily trading volume of 50,000 shares or greater as reported by Bloomberg, and (iii) a registration statement covering the resale of the Shares under the Securities Act of 1933, as amended (the “Act”) is effective.

Company Call Option. In the event that the Investor exercises its right of Put Refusal, the Investor hereby grants to the Company, the right and option (the “Company Call Option”), exercisable at any time after the date the Investor exercises its right of Put Refusal and for a period of thirty (30) days thereafter (the “Company Exercise Period”), to elect to purchase from the Investor, all, but not less than all, of the Ordinary Shares held by the Investor (the “Company Option Shares”) for the Call Fair Market Value.