Common use of Termination of the Repurchase Right Clause in Contracts

Termination of the Repurchase Right. (a) The Repurchase Right shall terminate with respect to any Unvested Shares for which it is not timely exercised under Section 4.2. In addition, the Repurchase Right shall terminate, and cease to be exercisable, with respect to any and all Purchased Shares in which the Purchaser vests in accordance with the schedule below. Accordingly, provided (i) the Purchaser continues to be an employee of the Corporation, or (ii) the Purchaser's termination constitutes Termination with Good Reason and, from and after the first anniversary of the date of such Termination with Good Reason, the Purchaser is not engaged in Competitive Actively, then the Purchaser shall acquire a vested interest in, and the Repurchase Right shall lapse with respect to, the Purchased Shares in accordance with the following provisions: (i) The Purchaser shall acquire a vested interest in, and no Repurchase Right shall attach to, twenty-five percent (25%) of the Purchased Shares on the date of the Initial Closing of the Series A Stock Purchase Agreement to which Purchaser and the Corporation are parties (the "Vesting Measurement Date"). (ii) From and after the Vesting Measurement Date, the Purchaser shall acquire a vested interest in, and the Repurchase Right shall lapse with respect to, the remaining Purchased Shares in a series of thirty-six equal successive monthly installments. (b) All Purchased Shares as to which the Repurchase Right lapses shall, however, continue to be subject to any rights of the Corporation or any other party under the Related Agreements or other agreements between the Corporation and the Purchaser and may continue to be subject to the resale restrictions under Rule 144 of the 1933 Act.

Appears in 1 contract

Sources: Employee Stock Purchase Agreement (Symbion Inc/Tn)

Termination of the Repurchase Right. (a) The Repurchase Right shall terminate with respect to any Unvested Shares for which it is not timely exercised under Section 4.2. In addition, the Repurchase Right shall terminate, and cease to be exercisable, with respect to any and all Purchased Shares in which the Purchaser vests in accordance with the schedule below. Accordingly, provided (i) the Purchaser continues to be an employee of the CorporationCorporation or a subsidiary, or (ii) the Purchaser's termination constitutes Termination with Good Reason and, from and after the first anniversary of the date of such Termination with Good Reason, the Purchaser is not engaged in Competitive Actively, then the Purchaser shall acquire a vested interest in, and the Repurchase Right shall lapse with respect to, the Purchased Shares in accordance with the following provisions: (i) The Purchaser shall not acquire a any vested interest in, and no nor shall the Repurchase Right shall attach lapse with respect to, twenty-five percent (25%) of the any Purchased Shares on during the date of the Initial Closing of the Series A Stock Purchase Agreement to which Purchaser and the Corporation are parties initial twelve month period measured from May 1, 1999 (the "Vesting Measurement Date"). (ii) From and after the expiration of the initial one-year period measured from the Vesting Measurement Date, the Purchaser shall acquire a vested interest in, and the Repurchase Right shall lapse with respect to, the remaining Purchased Shares in a series of thirty-six four equal successive monthly installmentsannual installments of the number of shares equal to twenty-five percent (25%) of the Purchased Shares on the first, second, third and fourth anniversaries of the Vesting Measurement Date. (b) All Purchased Shares as to which the Repurchase Right lapses shall, however, continue to be subject to any rights of the Corporation or any other party under the Related Agreements or other agreements between the Corporation and the Purchaser and may continue to be subject to the resale restrictions under Rule 144 of the 1933 Act.

Appears in 1 contract

Sources: Employee Stock Purchase Agreement (Symbion Inc/Tn)

Termination of the Repurchase Right. (a) The Repurchase Right shall terminate with respect to any Unvested Shares for which it is not timely exercised under Section 4.2. In addition, the Repurchase Right shall terminate, and cease to be exercisable, with respect to any and all Purchased Shares in which the Purchaser vests in accordance with the schedule below. Accordingly, provided (i) the Purchaser continues to be an employee of the Corporation, or (ii) the Purchaser's termination constitutes Termination with Good Reason and, from and after the first anniversary of the date of such Termination with Good Reason, the Purchaser is not engaged in Competitive ActivelyActivity, then the Purchaser shall acquire a vested interest in, and the Repurchase Right shall lapse with respect to, the Purchased Shares in accordance with the following provisions: (i) The Purchaser shall acquire a vested interest in, and no Repurchase Right shall attach to, twenty-five percent (2525 %) of the Purchased Shares on the date of the Initial Closing of the Series A Stock Purchase Agreement to which Purchaser and the Corporation are parties hereof (the "Vesting Measurement Date"). (ii) From and after the Vesting Measurement Date, the Purchaser shall acquire a vested interest in, and the Repurchase Right shall lapse with respect to, the remaining Purchased Shares in a series of thirty-six equal successive monthly installments. (b) All Purchased Shares as to which the Repurchase Right lapses shall, however, continue to be subject to any rights of the Corporation or any other party under the Related Agreements or other agreements between the Corporation and the Purchaser and may continue to be subject to the resale restrictions under Rule 144 of the 1933 Act.

Appears in 1 contract

Sources: Employee Stock Purchase Agreement (Symbion Inc/Tn)

Termination of the Repurchase Right. (a) The Repurchase Right shall terminate with respect to any Unvested Shares for which it is not timely exercised under Section 4.2. In addition, the Repurchase Right shall terminate, and cease to be exercisable, with respect to any and all Purchased Shares in which the Purchaser vests in accordance with the schedule below. Accordingly, provided (i) the Purchaser continues to be an employee of the Corporation, or (ii) the Purchaser's termination constitutes Termination with Good Reason and, from and after the first anniversary of the date of such Termination with Good Reason, the Purchaser is not engaged in Competitive Actively, then the Purchaser shall acquire a vested interest in, and the Repurchase Right shall lapse with respect to, the Purchased Shares in accordance with the following provisions: (i) The Purchaser shall acquire a vested interest in, and no Repurchase Right shall attach to, twenty-five percent (25%) of the Purchased Shares on the date of the Initial Closing of the Series A Stock Purchase Agreement to which Purchaser and the Corporation are parties hereof (the "Vesting Measurement Date"). (ii) From and after the Vesting Measurement Date, the Purchaser shall acquire a vested interest in, and the Repurchase Right shall lapse with respect to, the remaining Purchased Shares in a series of thirty-six equal successive monthly installments. (b) All Purchased Shares as to which the Repurchase Right lapses shall, however, continue to be subject to any rights of the Corporation or any other party under the Related Agreements or other agreements between the Corporation and the Purchaser and may continue to be subject to the resale restrictions under Rule 144 of the 1933 Act.

Appears in 1 contract

Sources: Employee Stock Purchase Agreement (Symbion Inc/Tn)

Termination of the Repurchase Right. (a) The Repurchase Right shall terminate with respect to any Unvested Purchased Shares for which it is not timely exercised under Section 4.25.2. In addition, the Repurchase Right provided in Section 5.1 shall terminate, and cease to be exercisable, with respect to any and all Purchased Shares in which the Purchaser vests in accordance with the schedule below. Accordingly, provided (i) the Purchaser continues to be an employee of a Service Provider to the Corporation, or (ii) the Purchaser's termination constitutes Termination with Good Reason and, from and after the first anniversary of the date of such Termination with Good Reason, the Purchaser is not engaged in Competitive Actively, then the Purchaser shall acquire a vested interest in, and the Repurchase Right provided in Section 5.1 shall lapse with respect to, the Purchased Shares in accordance with the following provisions: (i) The as of the date hereof (the "Vesting Measurement Date"), the Purchaser shall acquire a vested interest in, and there shall be no Repurchase Right shall attach with respect to, twenty-five percent (25%) of the Purchased Shares on the date of the Initial Closing of the Series A Stock Purchase Agreement to which Purchaser and the Corporation are parties (the "Vesting Measurement Date").Shares, and (ii) From and after upon the expiration of the initial twelve (12) month period measured from the Vesting Measurement Date, the Purchaser shall acquire a vested interest in, and the Repurchase Right provided in Section 5.1 shall lapse with respect to, the remaining Purchased Shares in a series of thirtysuccessive annual installments each equal to twenty-six equal successive monthly installmentsfive percent (25%) of the number of Purchased Shares issued by the Corporation to the Purchaser as of the date hereof. (b) All Purchased Shares as to which the Repurchase Right provided in Section 5.1 lapses shall, however, continue to be subject to any rights (i) the First Refusal Right of the Corporation or any other party and its assignees under Article VI hereof and (ii) the Related Agreements or other agreements between the Corporation and the Purchaser and may continue to be subject to the resale restrictions under Rule 144 market stand-off provisions of the 1933 ActSection 3.3 above.

Appears in 1 contract

Sources: Restricted Stock Purchase Agreement (Viropharma Inc)

Termination of the Repurchase Right. (a) The Repurchase Right shall terminate with respect to any Unvested Shares for which it is not timely exercised under Section 4.2. In addition, the Repurchase Right shall terminate, and cease to be exercisable, with respect to any and all Purchased Shares in which the Purchaser vests in accordance with the schedule below. Accordingly, provided (i) the Purchaser continues to be an employee of the Corporation, or (ii) the Purchaser's termination constitutes Termination with Good Reason and, from and after the first anniversary of the date of such Termination with Good Reason, the Purchaser is not engaged in Competitive Actively, then the Purchaser shall acquire a vested interest in, and the Repurchase Right shall lapse with respect to, the Purchased Shares in accordance with the following provisions: (i) The Purchaser shall not acquire a any vested interest in, and no nor shall the Repurchase Right shall attach lapse with respect to, twenty-five percent (25%) of the any Purchased Shares on during the initial one month period measured from the date of the Initial Closing of the Series A Stock Purchase Agreement to which Purchaser and the Corporation are parties hereof (the "Vesting Measurement Date"). (ii) From and after the expiration of the initial one month period measured from the Vesting Measurement Date, the Purchaser shall acquire a vested interest in, and the Repurchase Right right shall lapse with respect to, the remaining Purchased Shares in a series of thirtyforty-six eight equal successive monthly installments. (b) All Purchased Shares as to which the Repurchase Right lapses shall, however, continue to be subject to any rights of the Corporation or any other party under the Related Agreements or other agreements between the Corporation and the Purchaser and may continue to be subject to the resale restrictions under Rule 144 of the 1933 Act.

Appears in 1 contract

Sources: Employee Stock Purchase Agreement (Symbion Inc/Tn)

Termination of the Repurchase Right. (a) The Repurchase Right shall terminate with respect to any Unvested Shares for which it is not timely exercised under Section 4.2. In addition, the Repurchase Right shall terminate, and cease to be exercisable, with respect to any and all Purchased Shares in which the Purchaser vests in accordance with the schedule below. Accordingly, provided (i) the Purchaser continues to be an employee of the Corporation, or (ii) the Purchaser's termination constitutes Termination with Good Reason and, from and after the first anniversary of the date of such Termination with Good Reason, the Purchaser is not engaged in Competitive Actively, then the Purchaser shall acquire a vested interest in, and the Repurchase Right shall lapse with respect to, the Purchased Shares in accordance with the following provisions: (i) The Purchaser shall not acquire a any vested interest in, and no nor shall the Repurchase Right shall attach lapse with respect to, twenty-five percent (25%) of the any Purchased Shares on during the initial one month period measured from the date of the Initial Closing of the Series A Stock Purchase Agreement to which Purchaser and the Corporation are parties (the "Vesting Measurement Date"). (ii) From and after the expiration of the initial one month period measured from the Vesting Measurement Date, the Purchaser shall acquire a vested interest in, and the Repurchase Right right shall lapse with respect to, the remaining Purchased Shares in a series of thirtyforty-six eight equal successive monthly installments. (b) All Purchased Shares as to which the Repurchase Right lapses shall, however, continue to be subject to any rights of the Corporation or any other party under the Related Agreements or other agreements between the Corporation and the Purchaser and may continue to be subject to the resale restrictions under Rule 144 of the 1933 Act.

Appears in 1 contract

Sources: Employee Stock Purchase Agreement (Symbion Inc/Tn)

Termination of the Repurchase Right. (a) The Repurchase Right shall terminate with respect to any Unvested Shares for which it is not timely exercised under Section 4.2. In addition, the Repurchase Right shall terminate, and cease to be exercisable, with respect to any and all Purchased Shares in which the Purchaser vests in accordance with the schedule below. Accordingly, provided (i) the tile Purchaser continues to be an employee of the Corporation, or (ii) the Purchaser's termination constitutes Termination with Good Reason and, from and after the first anniversary of the date of such Termination with Good Reason, the Purchaser is not engaged in Competitive Actively, then the Purchaser shall acquire a vested interest in, and the Repurchase Right shall lapse with respect to, the Purchased Shares in accordance with the following provisions: (i) The Purchaser shall acquire a vested interest in, and no Repurchase Right shall attach to, twenty-five to twenty percent (2520%) of the Purchased Shares on the date of the Initial Closing of the Series A Stock Purchase Agreement to which Purchaser and the Corporation are parties (the "Vesting Measurement Date"). (ii) From and after the Vesting Measurement Date, the Purchaser shall acquire a vested interest in, and the Repurchase Right shall lapse with respect to, the remaining remaining; Purchased Shares in a series of thirtyforty-six eight equal successive monthly installments. (b) All Purchased Shares as to which the Repurchase Right lapses shall, however, continue to be subject to any rights of the Corporation or any other party under the Related Agreements or other agreements between the Corporation and the Purchaser and may continue to be subject to the resale restrictions under Rule 144 of the 1933 Act.

Appears in 1 contract

Sources: Employee Stock Purchase Agreement (Symbion Inc/Tn)

Termination of the Repurchase Right. (a) The Repurchase Right shall terminate with respect to any Unvested Shares for which it is not timely exercised under Section 4.25.2. In addition, the Repurchase Right shall terminate, and cease to be exercisable, terminate with respect to any and all Purchased Shares in which the Purchaser vests in accordance with the schedule below. Accordingly, provided (i) the Purchaser continues to be an employee of a Service Provider to the CorporationCompany, or (ii) the Purchaser's termination constitutes Termination with Good Reason and, from and after the first anniversary of the date of such Termination with Good Reason, the Purchaser is not engaged in Competitive Actively, then the Purchaser shall acquire a vested interest in, and the Repurchase Right shall lapse with respect to, the Purchased Shares in accordance with the following provisionsvesting schedule: (i) The Purchaser shall not acquire a any vested interest in, and no nor shall the Repurchase Right shall attach lapse with respect to, twenty-five percent any Shares during the initial six (25%6) of the Purchased Shares on month period measured from the date of the Initial Closing of the Series A Stock Purchase Agreement to which Purchaser and the Corporation are parties hereof (the "Vesting Measurement Date"). (ii) From and after Upon the expiration of the initial six (6) month period measured from the Vesting Measurement Date, Purchaser shall acquire a vested interest in, and the Repurchase Right shall lapse with respect to, that number of Shares equal to six forty-eighths (6/48) of the Shares. (iii) After the expiration of the initial six (6) month period measured from the Vesting Measurement Date, Purchaser shall acquire a vested interest in, and the Repurchase Right shall lapse with respect to, the remaining Purchased Shares in a series of thirtyforty-six equal two (42) successive monthly installments. installments each equal to one forty-eighth (b1/48) of the Shares. All Purchased Shares as to which the Repurchase Right lapses shall, however, continue to be subject to any rights (i) the First Refusal Right under Article 6, and (ii) the market stand-off provisions of the Corporation or any other party under the Related Agreements or other agreements between the Corporation and the Purchaser and may continue to be subject to the resale restrictions under Rule 144 of the 1933 ActSection 3.3.

Appears in 1 contract

Sources: Employee Stock Purchase Agreement (Newcom Inc)