Common use of Grant of Purchase Right Clause in Contracts

Grant of Purchase Right. Each Holder who is an employee of the Company (which for purposes of this Section 7 shall be deemed to include any subsidiary of the Company) hereby unconditionally and irrevocably grants to the Company the right to purchase all or any portion of the Capital Stock (other than the shares, if any, identified as co-investment shares on Schedule A) that such Holder owns or has the right to acquire as of the date such Holder ceases to be employed by the Company (the “Employee Shares”), at the price and on the terms and conditions set forth in this Section 7. The Company must exercise its right of purchase under this Section 7 by giving a notice of exercise (the “Company Purchase Notice”) to such Holder. Except as contemplated in Section 7.3(c), such notice of exercise must be given (a) within ninety (90) days after such Holder’s employment terminates, with respect to any Capital Stock which is Common Stock or preferred stock owned by such Holder as of the date such Holder’s employment with the Company terminated, and (b) with respect to Capital Stock such Holder acquires after such Holder’s employment with the Company terminated but pursuant to a right that existed as of the time of such termination, within ninety (90) days after the date a certificate for such Capital Stock is issued by the Company to such Holder (the “Company Purchase Option Period”).