Option to Repurchase Sample Clauses
The Option to Repurchase clause grants a party, typically the original seller, the right to buy back property or assets from the current owner under specified conditions. This clause outlines the circumstances, timeframes, and price or pricing mechanism for the repurchase, such as allowing a company to reacquire shares from an employee who leaves the company within a certain period. Its core practical function is to provide flexibility and control over the future ownership of the asset, helping to manage risk and maintain desired ownership structures.
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Option to Repurchase. 12.1 The German Seller shall have the right but not the obligation, to request to repurchase from the Purchaser one or more Purchased Receivables (which request, for the avoidance of doubt, the Purchaser may decline) by delivering to the Purchaser a written request (the Repurchase Request) in the form set out in Schedule 3.
12.2 On the Settlement Date immediately following delivery of such Repurchase Request, or, if such Settlement Date falls less than five (5) Business Days after the delivery of the Repurchase Request, on the Settlement Date thereafter, provided that the Purchaser has countersigned and delivered to the German Seller such Repurchase Request and that any conditions precedent to such repurchase stipulated by the Purchaser have been satisfied, the German Seller shall pay to the Purchaser the Face Amount of the Purchased Receivables identified in the Repurchase Request (the Repurchase Amount) less any Collections previously received by the Purchaser in respect of such Purchased Receivables.
12.3 Notwithstanding any provision to the contrary in this Agreement, if the Repurchase Amount corresponding to the Purchased Receivables relating to any Repurchase Request is not paid in full by the German Seller on the corresponding Settlement Date, no repurchase of such Relevant Receivables shall take place on the Settlement Date and any acceptance relating thereto shall be automatically null and void (auflösende Bedingung). Any such partial payment shall be either returned to the German Seller or applied by way of set-off against any payment obligation of the German Seller in accordance with Clause 6.2.
Option to Repurchase. The Company shall have an option to buy all of a Participant's Common Stock obtained directly through a Stock Award. The option price shall be $1, and the option must be exercised by the Committee within sixty (60) days following the Participant's termination of employment. The above option applies only to a Participant (a) who is under age 60 when his employment terminates, (b) who has been employed by an Employer for less than 5 continuous years when his employment terminates and (c) whose employment is terminated for a reason other than permanent and total disability or death. For purposes of determining a Participant's length of employment, employment with an Employer prior to the time that it became an Employer shall be disregarded. Without, in any way, limiting the provisions of Section 8, in order to facilitate the Company's exercise of the foregoing option, the Participant shall, as a condition to receiving an Award, execute such stock and other assignments and other
Option to Repurchase. (a) Without prejudice to the enforcement of the Senior Secured Parties’ remedies, the Senior Secured Parties agree at any time following (i) an acceleration of the Senior Obligations in accordance with the terms of the Senior Credit Agreement, (ii) the commencement of an Insolvency or Liquidation Proceeding involving the Company as debtor or (iii) the occurrence of any “event of default” (as defined in the Senior Debt Documents) or the occurrence of any “default” (as defined in the Senior Debt Documents) based on the non-payment of principal or interest under any Senior Debt Document (and such payment default shall continue unremedied for a period of 5 Business Days, the Senior Secured Parties will be deemed to have automatically offered the Second Priority Debt Parties the option to purchase (the “Purchase”) at par/face amount the entire aggregate amount of outstanding Senior Obligations (which includes principal, interest, fees, breakage costs, attorneys’ fees and expenses, and, in the case of any Swap Agreements, on a per Secured Swap Provider basis, unless the parties to any such Swap Agreement have agreed to other satisfactory arrangements with respect thereto, the positive amount that is payable by the Company or relevant Guarantor thereunder reflecting any unpaid amount then due or amount owing in connection with the termination (or early termination) on or prior to the date of the Purchase after giving effect to offset and netting arrangements in respect of such Secured Swap Provider, but which excludes any rights of the Senior Secured Parties with respect to indemnification and other obligations of the Company and Guarantors under the Senior Debt Documents that are expressly stated to survive the termination of the Senior Debt Documents). For avoidance of doubt, Senior Obligations not purchased will continue to constitute Senior Obligations hereunder and shall be secured in the same manner and subject to the same protections hereunder as existed immediately prior to the Purchase. The Purchase shall be made without warranty or representation or recourse, on a pro rata basis across Senior Secured Parties.
(b) In connection with the exercise of such option, the purchasing Second Priority Debt Parties shall furnish cash collateral to any relevant Senior Secured Party as it reasonably deems necessary to secure any such Senior Secured Party’s outstanding Letters of Credit (not to exceed 105% of the face amount of the aggregate undrawn face amount of suc...
Option to Repurchase. 12.1 Subject to the termination of this Agreement pursuant to Article 13 hereof, from and after the Effective Date of this Agreement and until the Joint Venture (or the Joint Venture Company as applicable) has been formed in accordance with this Agreement, the Optionee may not abandon or allow to lapse any of the mining concessions that comprise the Property unless in accordance with the provisions of this Section 12 hereof.
12.2 Notwithstanding Section 12.1 hereof, commencing on or before June 30 of each calendar year until the earlier of the Option Exercise Date or the last day of the Option Period (in each case a “Notification Date”), the Optionee will provide prior written notice to the Owner of certain claims within the Property which may lapse due to lack of sufficient exploration Expenditures. On each Notification Date, the Optionee will notify (a “Notification”) the Owner as to which claims it proposes to abandon or allow to lapse and which claims it intends to keep in good standing, but is not in a position to fund and the Owner will have the right, but not the obligation, to perform the exploration activities or post bonds in lieu of work commitments as are necessary to keep some or all applicable claims in good standing (such claims on which the Owner performs exploration activities or post bonds pursuant to this Section 12.2 are referred to as the “Claw Back Claims”). For greater certainty, once having commenced exploration activities or having posted bonds in lieu of work in respect of any Claw Back Claims, the Owner will have no obligation to complete such exploration activities or to keep such Claw Back Claims in good standing, and may abandon or allow to lapse any such claims.
12.3 If the Owner funds the exploration activities or posts the bonds in lieu of work commitments necessary to keep any of the Claw Back Claims in good standing, then the Optionee will cease to have the right to earn an interest in the Clawback Claims except pursuant to this Section 12.3. At any time prior to the last day of the Option Period, the Optionee will have the right (the “Claw Back Right”) to earn its 50% project interest in the Claw Back Claims by paying an amount equal to 150% of the Owner’s exploration expenditures or bonds in lieu of work commitments which were paid by the Owner, in addition to the Option Obligation. For greater certainty, in order to earn its 50% interest in the Claw Back Claims, the Optionee must, prior to the last day of the Option Pe...
Option to Repurchase. Subject to the terms and conditions set forth in Annex 5, BNPLC (and any assignee of BNPLC's entire interest in the GL Property, but not any subtenant or assignee of a lesser interest) shall have the option (the "REPURCHASE OPTION") to purchase Lessor's interest in the GL Property. To secure BNPLC's right to recover any damages caused by a breach of the Repurchase Option or other provisions of this Ground Lease by Lessor, including any such breach caused by a rejection or termination of this Ground Lease in any bankruptcy or insolvency proceeding instituted by or against Lessor, as debtor, Lessor does hereby grant to BNPLC a lien and security interest against the Land and against all rights, title and interests of Lessor from time to time in and to the GL Property. [The signature pages follow.]
Option to Repurchase. The Company shall have the right, upon 30 days’ written notice to the holders of the G Preferred Stock, at any time commencing two years after the closing date pursuant to which the applicable shares of G Preferred Stock were purchased from the Company, to repurchase some or all of the G Preferred Stock for an amount equal to the G Stated Value, plus the amount of any accrued and unpaid dividends thereon. During such notice period the Holder may elect to convert any or all shares of G Preferred Stock, as provided herein. Notwithstanding the foregoing, the Company shall not exercise such right if (i) such exercise would create an event of default or breach of any negative covenant in any outstanding material obligations to which the Company is then a party or (ii) at the time of such proposed exercise, the shares of Common Stock into which the G Preferred Stock is convertible may not be resold pursuant to an effective registration statement filed with the Securities and Exchange Commission and a Series G Holder (as defined in Section 4 below) is an affiliate (as defined in Rule 144 under the Securities Act of 1933) of the Company, unless such Series G Holder agrees to the Company’s exercise of such option.
Option to Repurchase. Subject to and in accordance with the procedures and provisions of Section 9.9 of the Agreement, the City has the right, at its option, to purchase and take possession of the Property, or portion thereof, with all Improvements thereon, and revest in the City the estate conveyed to Developer, in the event of a default arising under and specifically described in Section 9.9 of the Agreement.
Option to Repurchase. Upon either termination or expiration of this Agreement, as the case may be, Conor shall have the option to repurchase Distributor’s inventory of Products, which option must be exercised in writing within thirty (30) days after such termination or expiration. If Conor so exercises such option, Conor shall repurchase Distributor’s inventory of Products that are saleable and in the original packages and unaltered from their original form and design, subject to Conor’s inspection, test, and acceptance.
Option to Repurchase. Upon termination or expiration of this Agreement, the Supplier shall have the option to repurchase the Distributor's inventory of Products and spare parts, which option must be exercised in writing within thirty (30) calendar days after such termination or expiration. If the Supplier so exercises such option, the Supplier shall repurchase the Distributor's inventory of Products and spare parts that are saleable and in the original packages and unaltered from their original form and design. Any such repurchase of the Distributor's inventory of Products and spare parts shall be at the original purchase price paid by the Distributor to the Supplier hereunder. The Supplier shall pay the Distributor for such repurchased Products within thirty (30) calendar days after the Supplier receives those Products and spare parts.
Option to Repurchase. Optionee acknowledges that it intends to construct and operate an ethanol production facility on the Property. Notwithstanding anything contained in the Agreement to the contrary, any Deed to Optionee shall contain a restriction that if substantial construction shall not be begun within twenty-four (24) months of the date of the Deed to Optionee, and completion of such construction diligently pursued thereafter, the Optionor shall have the option to repurchase the described premises at the original Purchase Price paid by Optionee. Optionor may exercise such option by giving written notice to Optionee within thirty (30) days of the completion of the twenty-four (24) month period and Closing shall occur within thirty (30) days of the date of such notice. Said Deed from Optionor to Optionee shall contain a further restriction that the Property shall not be subdivided or sold as less than one entire contiguous tract without the express written consent of the City of Sikeston, which said consent shall not be unreasonably withheld.