The Repurchase Option. Upon (i) the termination of Executive's employment with the Company and its Subsidiaries for any reason other than a termination by the Company without Cause, or (ii) if Executive's employment is terminated by the Company without Cause, upon Executive's commission of a Vesting Termination Breach (the occurrence of either (i) or (ii), a "Repurchase Event"), the Unvested Securities then in existence (whether held by an Executive Purchaser or one or more of the Executive Purchasers' transferees) will be subject to repurchase by the Company at the Company's election pursuant to the terms and conditions set forth in this paragraph 3 (the "Repurchase Option"). In the event that the Company has alleged that Executive has committed a Vesting Termination Breach, Executive disputes such allegation, and the matter is subject to the dispute resolution provisions set forth in paragraph 6, the closing of the repurchase under this paragraph 3 shall not occur unless and until it is ultimately determined that Executive committed a Vesting Termination Breach; provided that during the pendency of such proceeding, the Executive Securities specified in the Repurchase Notice (as defined below) shall not be transferred by any holder thereof to any Person.
Appears in 2 contracts
Sources: Executive Purchase Agreement (Allegiance Telecom Inc), Executive Purchase Agreement (Allegiance Telecom Inc)
The Repurchase Option. Upon The LLC will be entitled to repurchase at the LLC's election pursuant to the terms and conditions set forth in this Section 3 (ithe "Repurchase Option"), upon (x) the termination of Executive's employment with the Company Corporation and its Subsidiaries for any reason other than a termination by the Company Corporation without CauseCause or by the Executive for Good Reason, or (iiy) if Executive's employment is terminated by the Company Corporation without CauseCause or by the Executive for Good Reason, upon Executive's commission of a Vesting Termination Breach (Breach, all the occurrence of either (i) or (ii), a "Repurchase Event"), the Unvested Executive Securities then in existence (whether held by an Executive Purchaser or one or more of the other Executive Purchasers' transferees) will be subject to repurchase by the Company at the Company's election pursuant to the terms and conditions set forth in this paragraph 3 Purchasers (the any such circumstance permitting repurchase, a "Repurchase OptionEvent"). In the event that the Company LLC or the Corporation has alleged that Executive has committed a Vesting Termination Breach, Executive disputes such allegation, and the matter is subject to the dispute resolution provisions set forth in paragraph Section 6, the closing of the repurchase of Executive Securities permitted to be repurchased only upon such breach under this paragraph Section 3 shall not occur unless and until it is ultimately determined that Executive committed a Vesting Termination Breach; provided that during the pendency of such proceeding, the such Executive Securities specified in the Repurchase Notice (as defined below) shall not be transferred by any holder thereof to any other Person.
Appears in 2 contracts
Sources: Executive Purchase Agreement (Choice One Communications Inc), Executive Purchase Agreement (Choice One Communications Inc)
The Repurchase Option. Upon The LLC will be entitled to repurchase at the LLC's election pursuant to the terms and conditions set forth in this Section 3 (the "Repurchase Option"), (i) upon (x) the termination of Executive's employment with the Company Corporation and its Subsidiaries for any reason other than a termination by the Company Corporation without CauseCause or by the Executive for Good Reason, or (iiy) if Executive's employment is terminated by the Company Corporation without CauseCause or by the Executive for Good Reason, upon Executive's commission of a Vesting Termination Breach (Breach, all the occurrence of either (i) or (ii), a "Repurchase Event"), the Unvested Executive Securities then in existence (whether held by an Executive Purchaser or one or more of the other Executive Purchasers' transferees) will be and/or (ii) in the event of a termination without Cause or for Good Reason and prior to commission of a Vesting Termination Breach, such of the Unvested Securities as are not subject to repurchase by the Company at the Company's election continued vesting pursuant to the terms and conditions set forth in this paragraph 3 Section 2(a) (the any such circumstance permitting repurchase, a "Repurchase OptionEvent"). In the event that the Company LLC or the Corporation has alleged that Executive has committed a Vesting Termination Breach, Executive disputes such allegation, and the matter is subject to the dispute resolution provisions set forth in paragraph Section 6, the closing of the repurchase of Executive Securities permitted to be repurchased only upon such breach under this paragraph Section 3 shall not occur unless and until it is ultimately determined that Executive committed a Vesting Termination Breach; provided that during the pendency of such proceeding, the such Executive Securities specified in the Repurchase Notice (as defined below) shall not be transferred by any holder thereof to any other Person.
Appears in 1 contract
Sources: Executive Purchase Agreement (Choice One Communications Inc)