Common use of Termination of the Purchaser's Directorship Clause in Contracts

Termination of the Purchaser's Directorship. (i) If the Purchaser shall cease to serve as a Director of the Company, for any reason whatsoever, the Company shall 6 6 have the right (but not the obligation) to purchase from the Purchaser all or any portion of the Unvested Shares owned by the Purchaser at the time the Purchaser ceases to serve as a Director of the Company. Such right to purchase shall be exercisable by written notice to that effect given by the Company to the Purchaser within 60 days after the Purchaser has ceased to serve as a Director of the Company, as aforesaid. Upon the giving of such written notice, the Purchaser shall for all purposes cease to be a stockholder of the Company as to the Unvested Shares covered by such notice and shall have no rights against the Company or any other person in respect of such Unvested Shares except the right to receive payment for such Unvested Shares in accordance herewith. Notwithstanding the provisions of Subsection (a) of this Section 5, Unvested Shares not so purchased by the Company shall upon the expiration of such 60-day period become Vested Shares. (ii) At the time and date specified in the notice given by the Company referred to in clause (c)(i), which date shall in no event be more than 15 days after the expiration of the 60-day period for the exercise of the right to purchase set forth therein, the Purchaser shall deliver to the Company, at the business headquarters of the Company, the Unvested Shares to be sold by the Purchaser in due and proper form for transfer, against payment by the Company of the purchase price therefor, as determined in accordance with clause (c)(iv). (iii) If at the time of payment of the purchase price referred to in clause (c)(ii), any amount of principal of or interest on any indebtedness of the Purchaser to the Company shall be outstanding, payment of the purchase price for the Unvested Shares shall be made, at the Company's option, as a credit against such indebtedness to the extent of the principal thereof and interest thereon then outstanding (whether or not such principal and interest is then due and payable). (iv) The per Share purchase price for the Unvested Shares payable by the Company pursuant to clause (c)(ii) shall be $0.10. The number of Unvested Shares to be purchased and the per Share purchase price pursuant to this clause (c)(iv) shall be appropriately adjusted by the Board of Directors of the Company to reflect any subdivision or combination of the Common Stock of the Company or any stock dividend or like event.