Common use of Parent Purchase Option Clause in Contracts

Parent Purchase Option. In the event that any Shares are forfeited by any Grantee, Parent shall have the option to purchase from the Company, for $0.01 per Share, an equal number of shares of the Company's Common Stock, $0.01 par value, such option to be exercisable at any time following such forfeiture. Upon such forfeiture, the Company shall apply the fair market value of such Shares, when determined, to reduce the accrued dividends on the Series A Preferred or, if the fair market value exceeds the accrued dividends, such fair market value shall be used to redeem Parent's shares of Series A Preferred Stock. The fair market value of the forfeited shares shall be determined pursuant to the procedures of Section 4.2(c) as if an Appraisal Value Notice had been delivered under Section 4.2(c) as of the end of the fiscal year of the Company in which such forfeiture occurs, with the Company being treated as the Grantee for purposes of such provision. ARTICLE V

Appears in 1 contract

Sources: Restricted Share Grant and Shareholders' Agreement (Usa Interactive)

Parent Purchase Option. In the event that any Shares are forfeited by any Grantee, Parent shall have the option to purchase from the Company, for $0.01 per Share, an equal number of shares of the Company's Common Stock, $0.01 par value, such option to be exercisable at any time following such forfeiture. Upon such forfeiture, the Company shall apply the fair market value of such Shares, when determined, to reduce the accrued dividends on the Series A Preferred or, if the fair market value exceeds the accrued dividends, such fair market value shall be used to redeem Parent's shares of Series A Preferred Stock. The fair market value of the forfeited shares shall be determined pursuant to the procedures of Section 4.2(c) as if an Appraisal Value Notice had been delivered under Section 4.2(c) as of the end of the fiscal year of the Company in which such forfeiture occurs, with the Company being treated as the Grantee for purposes of such provision. ARTICLE VV TRANSACTIONS BY THE COMPANY

Appears in 1 contract

Sources: Restricted Share Grant and Shareholders' Agreement (Interactivecorp)