Repurchase Option Contract Clauses (107)

Grouped Into 3 Collections of Similar Clauses From Business Contracts

This page contains Repurchase Option clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Repurchase Option. (a) If Purchaser's status as a Service Provider is terminated for any reason, including for death and Disability, the Company shall have the right and option for ninety (90) days from such date to purchase from Purchaser, or Purchaser's personal representative, as the case may be, all of the Purchaser's Unvested Shares as of the date of such termination at a price per share (the "Repurchase Price") equal to the lower of (i) the per share price paid by the Purchaser for each such Share and (ii) t...he Fair Market Value of a Share on the date the Company delivers the Repurchase Notice (the "Repurchase Option"). (b) Upon the occurrence of such termination, the Company may exercise its Repurchase Option by delivering personally or by registered mail, to Purchaser (or his or her transferee or legal representative, as the case may be) with a copy to the escrow agent described in Section 2 below, a notice in writing indicating the Company's intention to exercise the Repurchase Option (the "Repurchase Notice") AND, at the Company's option, (i) by delivering to the Purchaser (or the Purchaser's transferee or legal representative) a check in the amount of the aggregate Repurchase Price, or (ii) by the Company canceling an amount of the Purchaser's indebtedness to the Company equal to the aggregate Repurchase Price, or (iii) by a combination of (i) and (ii) so that the combined payment and cancellation of indebtedness equals such aggregate Repurchase Price. Upon delivery of such notice and payment of the aggregate Repurchase Price in any of the ways described above, the Company shall become the legal and beneficial owner of the Unvested Shares being repurchased and the rights and interests therein or relating thereto, and the Company shall have the right to retain and transfer to its own name the number of Unvested Shares being repurchased by the Company. (c) Whenever the Company shall have the right to repurchase Unvested Shares hereunder, the Company may designate and assign one or more employees, officers, directors or stockholders of the Company or other persons or organizations to exercise all or a part of the Company's Repurchase Option under this Agreement and purchase all or a part of such Unvested Shares. (d) If the Company does not elect to exercise the Repurchase Option conferred above by delivering to the Purchaser the requisite Repurchase Notice within ninety (90) days following the Purchaser's termination, the Repurchase Option shall terminate. (e) The Repurchase Option shall terminate in accordance with the vesting schedule contained in Purchaser's Option Agreement. View More
Found in Kensington Capital Acquisition Corp. IV contract
View All 18 Similar Clauses
Repurchase Option. (a) If Purchaser's status as a Service Provider is terminated A. Option. In the event the Purchaser ceases to be an employee, consultant, advisor, officer or director of the Company (a "Service Provider") for any or no reason, including for death and Disability, the Company shall have the right and option for ninety (90) days from such date to purchase from Purchaser, or Purchaser's personal representative, as the case may be, all including, without limitation, by reason of the Purchaser's Unves...ted Shares as death or disability (as defined in Section 22(e)(3) of the date Internal Revenue Code of 1986, as amended (the "Code"), "Disability"), resignation or involuntary termination, the Company shall, from such termination time (as determined by the Company in its discretion), have an irrevocable, exclusive option to repurchase (the "Repurchase Option") any Shares that have not yet been released from the Repurchase Option (the "Unreleased Shares"), at a price per share (the "Repurchase Price") equal to the lower lesser of (i) (x) the per share price paid fair market value of the shares at the time the Repurchase Option is exercised, as determined by the Purchaser for each such Share Company's board of directors and (ii) (y) the Fair Market Value of a Share on the date the Company delivers the Repurchase Notice Purchase Price (the "Repurchase Option"). (b) Upon the occurrence of such termination, the Price"). The Company may exercise its Repurchase Option by delivering personally as to any or by registered mail, all of the Unreleased Shares at any time after the Purchaser ceases to be a Service Provider; provided, however, that without requirement of further action on the part of either party hereto, the Repurchase Option shall be deemed to have been automatically exercised as to all Unreleased Shares at 5:00 p.m. (Eastern time) as of the date that is 60 days following the date the Purchaser (or his ceases to be a Service Provider, unless the Company declines in writing to exercise its Repurchase Option prior to such time. B. Exercise. If the Company decides not to exercise its Repurchase Option, it shall notify the Purchaser in writing within 60 days of the date the Purchaser ceases to be a Service Provider. If the Repurchase Option is exercised or her transferee or legal representative, as deemed exercised, within 90 days of the case may be) date the Purchaser ceases to be a Service Provider, the Company shall deliver payment to the Purchaser, with a copy to the escrow agent described Escrow Agent (as defined in Section 2 below, a notice 8 hereof), by any of the following methods, in writing indicating the Company's intention to exercise the Repurchase Option (the "Repurchase Notice") AND, at the Company's option, sole discretion: (i) by delivering to the Purchaser (or or the Purchaser's transferee or legal representative) executor a check in the amount of the aggregate Repurchase Price, or (ii) by the Company canceling an amount of the Purchaser's indebtedness to the Company equal to the aggregate Repurchase Price, Price or (iii) by a any combination of (i) and (ii) so such that the combined payment and cancellation of indebtedness equals such the aggregate Repurchase Price. Upon delivery of such notice C. Rights upon Exercise. In the event that the Repurchase Option is exercised or deemed exercised, the sole right and payment remedy of the aggregate Purchaser thereafter shall be to receive the Repurchase Price Price, and in no case shall the Purchaser have any claim of ownership as to any of the ways described above, the Unreleased Shares. D. Assignability. The Company shall become the legal and beneficial owner in its sole discretion may assign all or part of the Unvested Shares being repurchased and the rights and interests therein or relating thereto, and the Company shall have the right Repurchase Option to retain and transfer to its own name the number of Unvested Shares being repurchased by the Company. (c) Whenever the Company shall have the right to repurchase Unvested Shares hereunder, the Company may designate and assign one or more employees, officers, directors or stockholders of the Company or other persons or organizations to exercise all or a part of the Company's Repurchase Option under this Agreement and purchase all or a part of such Unvested Shares. (d) If the Company does not elect to exercise the Repurchase Option conferred above by delivering to the Purchaser the requisite Repurchase Notice within ninety (90) days following the Purchaser's termination, the Repurchase Option shall terminate. (e) The Repurchase Option shall terminate in accordance with the vesting schedule contained in Purchaser's Option Agreement. organizations. View More
Found in Ohr Pharmaceutical Inc contract
Repurchase Option. (a) If Purchaser's status as a Service Provider is terminated In the event of any voluntary or involuntary termination of the services of the Purchaser to the Company for any reason, including for death and Disability, or no reason before all of the Shares are released from the Company's Repurchase Option (as defined below), the Company shall shall, upon the date of such termination (as reasonably fixed and determined by the Company), have an irrevocable, exclusive option, but not the right and ...option obligation, for a period of ninety (90) days from such date to purchase from Purchaser, repurchase all or Purchaser's personal representative, as the case may be, all any portion of the Purchaser's Unvested Unreleased Shares as of (as defined below in Section 4) at such time (the "Repurchase Option") at the date of such termination at a original purchase price per share (the "Repurchase Price") Price"). The Repurchase Option shall be exercisable by the Company by written notice to the Purchaser or the Purchaser's executor and shall be exercisable by delivery to the Purchaser or the Purchaser's executor of cash, check or wire transfer in an amount equal to the lower Repurchase Price times the number of (i) the per share price paid by the Purchaser for each such Share and (ii) the Fair Market Value of a Share on the date the Company delivers the Shares to be repurchased (the "Aggregate Repurchase Notice (the "Repurchase Option"). (b) Upon the occurrence of such termination, the Company may exercise its Repurchase Option by delivering personally or by registered mail, to Purchaser (or his or her transferee or legal representative, as the case may be) with a copy to the escrow agent described in Section 2 below, a notice in writing indicating the Company's intention to exercise the Repurchase Option (the "Repurchase Notice") AND, at the Company's option, (i) by delivering to the Purchaser (or the Purchaser's transferee or legal representative) a check in the amount of the aggregate Repurchase Price, or (ii) by the Company canceling an amount of the Purchaser's indebtedness to the Company equal to the aggregate Repurchase Price, or (iii) by a combination of (i) and (ii) so that the combined payment and cancellation of indebtedness equals such aggregate Repurchase Price. Price"). Upon delivery of such notice and the payment of the aggregate Aggregate Repurchase Price in any of the ways described above, Price, the Company shall become the legal and beneficial owner of the Unvested Shares being repurchased and the all rights and interests therein or relating thereto, and the Company shall have the right to retain and transfer to its own name the number of Unvested Shares being repurchased by the Company. (c) Whenever the Company shall have the right to repurchase Unvested Shares hereunder, the Company may designate and assign one or more employees, officers, directors or stockholders of the Company or other persons or organizations to exercise all or a part of the Company's Repurchase Option under this Agreement and purchase all or a part of such Unvested Shares. (d) If the Company does not elect to exercise the Repurchase Option conferred above by delivering to the Purchaser the requisite Repurchase Notice within ninety (90) days following the Purchaser's termination, the Repurchase Option shall terminate. (e) The Repurchase Option shall terminate set forth in accordance with this Section 3 may be assigned by the vesting schedule contained Company in Purchaser's Option Agreement. whole or in part in its sole and unfettered discretion. View More
Found in GTX INC contract
Repurchase Option. (a) If Option. In the event the Purchaser's status as a Service Provider is terminated Termination for any or no reason, including for death and Disability, the Company shall have the right and option for ninety (90) days from such date to purchase from Purchaser, or Purchaser's personal representative, as the case may be, all including, without limitation, by reason of the Purchaser's Unvested Shares as death or Disability, resignation or involuntary termination, the Company shall, from such ti...me (as determined by the Company in its discretion), have the right, but not the obligation (the "Repurchase Option"), for a period of 90 days from the date of such termination the Purchaser's Termination, to repurchase any Shares which have not yet been released from the Repurchase Option (the "Unreleased Shares") at a price per share (the "Repurchase Price") equal to the lower lesser of (i) (x) the per share price paid by fair market value of the Purchaser for each such Share and (ii) shares at the Fair Market Value of a Share on the date the Company delivers the Repurchase Notice (the "Repurchase Option"). (b) Upon the occurrence of such termination, the Company may exercise its Repurchase Option by delivering personally or by registered mail, to Purchaser (or his or her transferee or legal representative, as the case may be) with a copy to the escrow agent described in Section 2 below, a notice in writing indicating the Company's intention to exercise time the Repurchase Option is exercised, as determined by the Company's board of directors (the "Board") in its sole discretion and (y) the Purchase Price (such lesser amount, the "Repurchase Notice") AND, Price"). The Repurchase Option shall be exercised by the Company by delivering written notice to the Purchaser or, in the event of the Purchaser's death, the Purchaser's executor and, at the Company's option, (i) by delivering to the Purchaser (or or the Purchaser's transferee or legal representative) executor a check in the amount of the aggregate Repurchase Price, or (ii) by the Company canceling an amount of the Purchaser's indebtedness to the Company equal to the aggregate Repurchase Price, or (iii) by a combination of (i) and (ii) so such that the combined payment and cancellation of indebtedness equals such the aggregate Repurchase Price. Upon delivery of such notice and the payment of the aggregate Repurchase Price in any of the ways described above, Price, the Company shall become the legal and beneficial owner of the Unvested Unreleased Shares being repurchased and the all rights and interests therein or relating thereto, and the Company shall have the right to retain and transfer to its own name the number of Unvested Unreleased Shares being repurchased by the Company. (c) Whenever (b) Assignability. The Company in its sole discretion may assign all or part of the Company shall have the right Repurchase Option to repurchase Unvested Shares hereunder, the Company may designate and assign one or more employees, officers, directors or stockholders of the Company or other persons or organizations to exercise all or a part of the Company's Repurchase Option under this Agreement and purchase all or a part of such Unvested Shares. (d) If the Company does not elect to exercise the Repurchase Option conferred above by delivering to the Purchaser the requisite Repurchase Notice within ninety (90) days following the Purchaser's termination, the Repurchase Option shall terminate. (e) The Repurchase Option shall terminate in accordance with the vesting schedule contained in Purchaser's Option Agreement. organizations. View More
Found in Talaris Therapeutics, Inc. contract
View Variations (18)
Repurchase Option. (a) In the event Purchaser's Continuous Service Status (as defined in Section 9(d) hereof) is terminated, for any reason or no reason, including, without limitation, by reason of Purchaser's death or disability (as defined under Section 22(e)(3) of the Internal Revenue Code of 1986, as amended (the "Code"), by the Company for any reason or by Purchaser for any reason, the Company shall upon the date of such termination (the "Termination Date") have an irrevocable, exclusive option (the "Repurcha...se Option") for a period of three months from such Termination Date to repurchase all or any portion of the Vesting Shares (as defined under Section 4(c) hereof) held by each Holder as of the Termination Date that have not yet been released from the Repurchase Option, at the purchase price equal to $0.01 per Vesting Share (adjusted for any stock splits, stock dividends and the like) (the "Termination Purchase Price"). Notwithstanding the provisions of this Section 4, Holder hereby acknowledges that the Company has no obligation, either now or in the future, to repurchase any of the Vesting Shares at any time. Further, Holder acknowledges and understands that, in the event that the Company elects to exercise its Repurchase Option, the Termination Purchase Price may be less than the value of the Vesting Shares being repurchased by the Company, and that Holder bears any risk associated with the potential loss in value. (b) The Repurchase Option shall be exercised by the Company by written notice at any time within three months following the Termination Date to Holder or, in the event of Purchaser's death, Purchaser's executor, and, at the Company's option: (i) by delivery to 4 Purchaser or Purchaser's executor of a check in the amount of the Termination Purchase Price for the Vesting Shares being repurchased; (ii) by cancellation by the Company of indebtedness equal to the Termination Purchase Price for the Vesting Shares being repurchased; or (iii) by a combination of (i) and (ii) so that the combined payment and cancellation of indebtedness equals such Termination Purchase Price. Upon delivery of such notice and payment of the Termination Purchase Price in any of the ways described above, the Company shall become the legal and beneficial owner of the Vesting Shares being repurchased and all rights and interest therein or related thereto, and the Company shall have the right to transfer to its own name the number of Vesting Shares being repurchased by the Company, without further action by any Holder. (c) On the date hereof, (i) 795,000 of the Shares shall be fully vested, and (ii) the remaining 1,855,000 of the Shares (the "Vesting Shares") shall initially be subject to the Repurchase Option. An additional (a) 51,528 of the Vesting Shares shall be released on each one-month anniversary of the date of this Agreement through August 26, 2015, and (b) 51,520 of the Vesting Shares shall be released on September 26, 2015; provided, however, that in each case such scheduled release from the Repurchase Option shall immediately cease as of the Termination Date. Notwithstanding the foregoing, if a Triggering Event (as defined in Section 9(i) hereof) occurs, 100% of the total number of Vesting Shares held by Holder that have not yet been released from the Repurchase Option shall be released from the Repurchase Option as of immediately prior to, and contingent upon, the occurrence of such Triggering Event; provided that in the event of a Triggering Event under Section 9(i)(i) or 9(i)(ii), Purchaser's Continuous Service Status has not terminated prior to such Triggering Event. Notwithstanding the foregoing, or anything else to the contrary set forth in this Agreement, the parties acknowledge and agree that the Board (excluding the Holder and its affiliates, if applicable) shall at all times have the full right and authority (but without any corresponding obligation) to provide for accelerated vesting of the Vesting Shares on any terms the Board (excluding the Holder and its affiliates, if applicable) deems appropriate. View More
Found in Viking Therapeutics, Inc. contract
Repurchase Option. (a) In the event Purchaser's Continuous Service Status (as defined in Section 9(d) hereof) is terminated, for any reason or no reason, including, without limitation, by reason of Purchaser's death or disability (as defined under Section 22(e)(3) of the Internal Revenue Code of 1986, as amended (the "Code"), by the Company for any reason or by Purchaser for any reason, the Company shall upon the date of such termination (the "Termination Date") have an irrevocable, exclusive option (the "Repurcha...se Option") for a period of three months from such Termination Date to repurchase all or any portion of the Vesting Shares (as defined under Section 4(c) hereof) held by each Holder as of the Termination Date that have not yet been released from the Repurchase Option, at the purchase price equal to $0.01 per Vesting Share (adjusted for any stock splits, stock dividends and the like) (the "Termination Purchase Price"). Notwithstanding the provisions of this Section 4, Holder hereby acknowledges that the Company has no obligation, either now or in the future, to repurchase any of the Vesting Shares at any time. Further, Holder acknowledges and understands that, in the event that the Company elects to exercise its Repurchase Option, the Termination Purchase Price may be less than the value of the Vesting Shares being repurchased by the Company, and that Holder bears any risk associated with the potential loss in value. (b) The Repurchase Option shall be exercised by the Company by written notice at any time within three months following the Termination Date to Holder or, in the event of Purchaser's death, Purchaser's executor, and, at the Company's option: (i) by delivery to 4 Purchaser or Purchaser's executor of a check in the amount of the Termination Purchase Price for the Vesting Shares being repurchased; (ii) by cancellation by the Company of indebtedness equal to the Termination Purchase Price for the Vesting Shares being repurchased; or (iii) by a combination of (i) and (ii) so that the combined payment and cancellation of indebtedness equals such Termination Purchase Price. Upon delivery of such notice and payment of the Termination Purchase Price in any of the ways described above, the Company shall become the legal and beneficial owner of the Vesting Shares being repurchased and all rights and interest therein or related thereto, and the Company shall have the right to transfer to its own name the number of Vesting Shares being repurchased by the Company, without further action by any Holder. (c) On the date hereof, (i) 795,000 of the Shares shall be fully vested, and (ii) the remaining 1,855,000 all 250,000 of the Shares (the "Vesting Shares") shall initially be subject to the Repurchase Option. An additional (a) 51,528 of Of the Vesting Shares Shares, (a) 62,500 shall be released on each one-month anniversary the earlier to occur of (i) April 15, 2014 and (ii) the date the Company receives at least $25 million in gross financing proceeds from the sale of equity and/or debt securities of the date of this Agreement through August 26, 2015, and Company, (b) 51,520 of the Vesting Shares 62,500 shall be released on September 26, 2015; April 15, 2015, (c) 62,500 shall be released on April 15, 2016, and (d) 62,500 shall be released on April 15, 2017; provided, however, that in each case such scheduled release from the Repurchase Option shall immediately cease as of the Termination Date. Notwithstanding the foregoing, if a Triggering Event (as defined in Section 9(i) hereof) occurs, 100% of the total number of Vesting Shares held by Holder that have not yet been released from the Repurchase Option shall be released from the Repurchase Option as of immediately prior to, and contingent upon, the occurrence of such Triggering Event; provided that in the event of a Triggering Event under Section 9(i)(i) or 9(i)(ii), Purchaser's Continuous Service Status has not terminated prior to such Triggering Event. Notwithstanding the foregoing, or anything else to the contrary set forth in this Agreement, the parties acknowledge and agree that the Board (excluding the Holder and its affiliates, if applicable) shall at all times have the full right and authority (but without any corresponding obligation) to provide for accelerated vesting of the Vesting Shares on any terms the Board (excluding the Holder and its affiliates, if applicable) deems appropriate. View More
Found in Viking Therapeutics, Inc. contract
View Variations (2)
Repurchase Option. (a) The later of (i) voluntary termination of the Grantee's employment with the Company, if Grantee is employed by the Company, and (ii) Grantee's voluntary resignation from the Board of Directors of the Company, or refusal to stand for re-election, other than in both instances due to a disagreement with the Company (referred to as "a voluntary resignation"), shall be a "Triggering Event." (b) In the event that a Triggering Event occurs, the Company shall have an option (the "Repurchase Option")... for a period of 90 days following the Triggering Event to repurchase any of the Shares that are not vested under the vesting schedule set forth on Exhibit A hereto ("Unvested Shares") at the price per share designated pursuant to paragraph (c) hereof. In the event the Company elects to exercise the Repurchase Option, it shall be exercised by the Company by written notice to the Grantee, which notice shall specify the number of Shares and the time (not later than 30 days from the date of the Company's notice) and place for the closing of the repurchase of the Shares, which shall be reasonably convenient to the Grantee. Upon delivery of such notice and payment of the purchase price in accordance with the terms herewith, the Company shall become the legal and beneficial owner of the Shares being repurchased and all rights and interests therein or relating thereto, and the Company shall have the right to retain and transfer to its own name the number of Shares being repurchased by the Company. (c) The purchase price for each Unvested Share repurchased pursuant to the Repurchase Option shall be $0.001 per share. (d) Said purchase price shall be paid to the Grantee, at the Company's option, (i) by delivery of a cashier's check in the amount of the purchase price, (ii) by cancellation of any amount of the Grantee's indebtedness to the Company equal to the purchase price for the shares being repurchased, or (iii) by a combination of (i) and (ii) so that the combined payment and cancellation of indebtedness equals such purchase price. (e) Whenever the Company shall have the right to repurchase Shares hereunder, the Board of Directors may designate and assign to one or more assignees the right to exercise all or part of the Repurchase Option, provided that such assignees comply with the terms of this Agreement. In the event an assignee exercises all or part of the Repurchase Option, the purchase price shall be paid to the Grantee by delivery of a cashier's check or in such other form acceptable to the Grantee. View More
Found in Fortress Biotech, Inc. contract
Repurchase Option. (a) The later of (i) voluntary termination of the Grantee's employment with the Company, if Grantee is employed by the Company, and (ii) Grantee's voluntary resignation from the Board of Directors of the Company, or refusal to stand for re-election, other than in both instances due to a disagreement Continuous Service with the Company (referred to as "a voluntary resignation"), either by Grantee for any reason or by the Company for Cause shall be a "Triggering Event." (b) In the event that a Tri...ggering Event occurs, the Company shall shall, from the date of termination (as reasonably fixed and determined by the Company), have an option (the "Repurchase Option") for a period of 90 days following the Triggering Event to repurchase any of the Shares that are not vested under the vesting schedule set forth on Exhibit A hereto ("Unvested (the "Unvested Shares") at for no additional consideration. In addition, if the price per share designated pursuant Triggering Event is a termination of Grantee's Continuous Service by the Company for Cause, then the Repurchase Option will also include an option to paragraph (c) hereof. purchase any of the Shares that are vested under the vesting schedule set forth on Exhibit A for no additional consideration. In the event the Company elects to exercise the Repurchase Option, it shall be exercised by the Company by written notice to the Grantee, which notice shall specify the number of Shares and the time (not later than 30 days from the date of the Company's notice) and place for the closing of the repurchase of the Shares, which shall be reasonably convenient to the Grantee. Shares. Upon delivery of such notice and payment of the purchase price in accordance with the terms herewith, the Company shall become the legal and beneficial owner of the Shares being repurchased and all rights and interests therein or relating thereto, and the Company shall have the right to retain and transfer to its own name the number of Shares being repurchased by the Company. (c) The purchase price for each Unvested Share repurchased pursuant to the Repurchase Option shall be $0.001 per share. (d) Said purchase price shall be paid to the Grantee, at the Company's option, (i) by delivery of a cashier's check in the amount of the purchase price, (ii) by cancellation of any amount of the Grantee's indebtedness to the Company equal to the purchase price for the shares being repurchased, or (iii) by a combination of (i) and (ii) so that the combined payment and cancellation of indebtedness equals such purchase price. (e) 1 (b) Whenever the Company shall have the right to repurchase Shares hereunder, the Board Company's board of Directors directors may designate and assign to one or more assignees the right to exercise all or part of the Repurchase Option, provided that such assignees comply with the terms of Company's repurchase rights under this Agreement. In the event an assignee exercises Agreement to purchase all or a part of the Repurchase Option, the purchase price shall be paid to the Grantee by delivery of a cashier's check or in such other form acceptable to the Grantee. Shares. View More
Found in Massive Interactive, Inc. contract
View Variation