Method of Repurchase Sample Clauses

Method of Repurchase. (a) If the Company elects to exercise its right to require any Management Stockholder to sell Shares pursuant to Section 4.1, the Shares subject to repurchase (collectively, the "Surrendered Shares") shall be repurchased on a date (the "Repurchase Date") no later than 60 days after the date of the Repurchase Notice. On the Repurchase Date, the Management Stockholders selling such Surrendered Shares (collectively, the "Sellers") shall deliver to the Company the certificate or certificates representing the Shares owned by such Sellers on such date, against delivery by the Company to such Sellers of the Repurchase Price in cash; PROVIDED, HOWEVER, that if the Company in good faith determines that its ability to pay all or any portion of the Repurchase Price in cash may be restricted or limited under debt or other agreements to which the Company or any of its subsidiaries is a party, the Company shall issue and deliver a promissory note (a "Payment Note") with the terms set forth in Section 4.2(b). All certificates for Surrendered Shares shall be duly endorsed in favor of the Company by the Seller in whose name such certificate or certificates is registered or accompanied by a duly executed stock or security assignment in favor of the Company with the signature(s) thereon guaranteed by a commercial bank or trust company or a member of a national securities exchange or the NASD. If any Seller shall fail to deliver such certificate or certificates to the Company within the time required, the Company shall cause its books and records to show that the Surrendered Shares are bound by the provisions of this Section 4.2 and that the Surrendered Shares, until transferred to the Company, shall not be entitled to any proxy, dividend or other rights from the date by which such certificate or certificates should have been delivered to the Company. (b) Each Payment Note shall: (i) be payable to the order of the Seller, (ii) be issued and dated as of the Repurchase Date applicable to the transfer of the Surrendered Shares by such Seller, (iii) be in a principal amount equal to that portion of the Repurchase Price of such Surrendered Shares that the Company has determined it is unable to pay in cash pursuant to Section 4.2(a), (iv) mature on the earliest to occur of: (A) the first anniversary of the latest date of final maturity of any Indebtedness of the Company, (B) the tenth anniversary of the Repurchase Date applicable thereto, and (C) a sale of all or substantially all ...

Method of Repurchase. If any of the triggering conditions occur and the Company chooses to exercise the Option to Repurchase, the Company may, in its sole discretion, make payment for the shares repurchase in one of two ways. The Company may, within thirty (30) calendar days of exercising the right to repurchase, complete a cash transfer by check or a wire transfer for the full amount of the repurchase price as stated herein.

Method of Repurchase. Grantee may exercise its right to require -------------------- Issuer to repurchase the Option, in whole but not in part, or all Option Shares then owned by Grantee pursuant to this Section 9 by surrendering for such purpose to Issuer, at its principal office, this Agreement or certificates for such Option Shares, as applicable, accompanied by a written notice or notices stating that Grantee elects to require Issuer to repurchase the Option or such Option Shares in accordance with the provisions of this Section 9 (such notice, a "Repurchase Notice"). As promptly as practicable, and in any event within 2 ----------------- business days after the surrender of this Agreement or certificates representing Option Shares, as applicable, and the receipt of the Repurchase Notice relating thereto, Issuer shall deliver or cause to be delivered to Grantee the applicable Option Repurchase Price or the Option Share Repurchase Price.

Method of Repurchase. A Holder may exercise its right to require Issuer to repurchase the Option, in whole or in part, and/or any Option Shares then owned by such Holder pursuant to this Section 9 by surrendering for this purpose to Issuer, at its principal office, this Agreement or certificates for Option Shares, as applicable, accompanied by a written notice or notices stating that the Holder elects to require Issuer to repurchase the Option and/or such Option Shares in accordance with the provisions of this Section 9 (each such notice, a "Repurchase Notice"). Within two business days after the surrender of the Option and/or certificates representing Option Shares and the receipt of the Repurchase Notice, Issuer shall deliver or cause to be delivered to the Holder the applicable Option Repurchase Price and/or the Option Share Repurchase Price or, in either case, the portion that Issuer is not then prohibited under applicable law and regulation from so delivering. In the event that the Repurchase Notice shall request the repurchase of the Option in part, Issuer shall deliver with the Option Repurchase Price a new Stock Option Agreement evidencing the right of the Holder to purchase that number of shares of Common Stock purchasable pursuant to the Option at the time of delivery of the Repurchase Notice minus the number of shares of Common Stock represented by that portion of the Option then being repurchased.

Method of Repurchase. Within thirty (30) days after the occurrence of any of the events set forth in Paragraphs 2.1 through 2.5 above (which, for purposes of Paragraphs 2.1 and 2.2, shall be the date of the Committee’s determination as to whether the applicable 2005 target has been achieved), the Company shall notify Purchaser (or, in the case of Purchaser’s death, his personal representative) in the manner set forth in Paragraph 12, of the number of Shares it wishes to repurchase. Within thirty (30) days after the giving of such notice by the Company, Purchaser (or his personal representative) shall deliver to the Company certificates evidencing such number of Shares, and upon such delivery the Company shall deliver to Purchaser (or his personal representative) cash or a check in an amount equal to the aggregate price paid by Purchaser upon the purchase of such number of Shares from the Company. Any Shares with respect to which the Company does not timely exercise its rights of repurchase shall cease to be subject to such rights.

Method of Repurchase. Subject to the terms of Section 8(a), Holder or -------------------- Owner, as the case may be, may exercise its right to require Issuer to repurchase the Option, in whole or in part, and/or any Option Shares then owned by Holder or Owner pursuant to this Section 8 by surrendering for this purpose to Issuer, at its principal office, this Agreement or certificates for Option Shares, as applicable, accompanied by a written notice or notices stating that Holder or Owner elects to require Issuer to repurchase the Option and/or such Option Shares in accordance with the provisions of this Section 8 (each such notice, a "Repurchase Notice"). Within four business days after the surrender ----------------- of the Agreement for the Option and/or certificates representing Option Shares and the receipt of the Repurchase Notice, Issuer shall deliver or cause to be delivered to Holder or Owner of Option Shares, as the case may be, the applicable Option Repurchase Price and/or the Option Share Repurchase Price or, in either case, the portion that Issuer is not then prohibited under applicable law and regulation from so delivering, in immediately available funds by a wire transfer to a bank account designated by Grantee.

Method of Repurchase. Cerner may exercise its right to require -------------------- DHT to repurchase the Option, in whole but not in part, or all Option Shares then owned by Cerner pursuant to this Section 9 by surrendering for such purpose to DHT, at its principal office, this Agreement or certificates for such Option Shares, as applicable, accompanied by a written notice or notices stating that Cerner elects to require DHT to repurchase the Option or such Option Shares in accordance with the provisions of this Section 9 (such notice, a "Repurchase Notice"). As promptly as practicable, and in any event within 15 Business Days after the surrender of this Agreement or a certificate or certificates representing Option Shares and the receipt of the Repurchase Notice relating thereto, DHT shall deliver or cause to be delivered to Cerner the applicable Option Repurchase Price or the Option Share Repurchase Price or the portion thereof that DHT is not then prohibited under applicable law and regulation from so delivering.

Method of Repurchase. 32 4.3 Determination of Fair Market Value ...

Method of Repurchase. The Company may exercise the Competitive Activity Repurchase Option by sending written notice to the Employee, which notice shall specify (i) the number of Unvested Shares being repurchased pursuant to the Competitive Activity Repurchase Option and (ii) a brief description of the Competitive Activity engaged in by the Employee, and shall be accompanied by the Company's check for the repurchase price of such shares. Upon sending such notice and check, the Company shall become the legal and beneficial owner of such shares and any rights and interest therein and relating thereto, and the Company shall have the right to retain and transfer to its own name the number of such shares so repurchased.