Acquisition of Capital Stock. Throughout the term of this Agreement, the Beneficiary shall not, directly or indirectly, (i) individually, or as part of a group, acquire, offer or propose to acquire, or agree to acquire, by purchase or otherwise, Beneficial Ownership of any shares of Capital Stock, or direct or indirect rights or options to acquire (through purchase, exchange, conversion or otherwise) Beneficial Ownership of any shares of Capital Stock (except by reason of stock dividends, stock splits, spinoffs, mergers, recapitalizations, combinations, conversions, exchanges of shares, or the like), or (ii) enter into any agreement, arrangement or understanding, other than for the sale of shares of Capital Stock in accordance with Section 3.02 hereof and the Registration Rights Agreement, with any Person, other than the Company, that would have the effect of increasing such Person's or the Beneficiary's Beneficial Ownership in any shares of Capital Stock.
Acquisition of Capital Stock. The Company shall not redeem or acquire any of its own capital stock except through the use of the net proceeds from the simultaneous sale of an equivalent amount of its capital stock.
Acquisition of Capital Stock. The Company shall not redeem or acquire its own capital stock, or warrants or securities for its capital stock, except through the use of the net proceeds from the simultaneous sale of an equivalent amount of its capital stock for the same purchase or redemption price.
Acquisition of Capital Stock. The Fund shall not, directly or indirectly, (i) individually, or as part of a group, acquire, offer or propose to acquire, or agree to acquire, by purchase or otherwise, Beneficial Ownership of any additional shares of Capital Stock not Beneficially Owned by it on the date of this Agreement, or direct or indirect rights or options to acquire (through purchase, exchange, conversion or otherwise) Beneficial Ownership of any such shares of Capital Stock (except by reason of a stock dividend, stock split, restructuring or recapitalization that in each case has been approved by the Board of Directors) or (ii) enter into any agreement, arrangement or understanding with any Person relating to any sale or other disposition of Capital Stock, other than any agreement, arrangement or understanding (A) with one or more underwriters and the Company as permitted by the Registration Rights Agreement or (B) with any Person that is not prohibited by Section 5.04 below.
Acquisition of Capital Stock. Parent is acquiring the Common Stock for its own account and for investment, and not with a view to, or for sale in connection with, any distribution of any of such Common Stock.
Acquisition of Capital Stock. The Company shall not redeem or acquire any of its own capital stock or any options or other interests in respect thereof having an aggregate value in excess of $500,000 in any fiscal year; except (a) the purchase or redemption of capital stock in connection with a simultaneous sale of an equivalent or greater amount of capital stock for not less than the same aggregate purchase or redemption price, or (b) up to the aggregate amount of $1,000,000 in any fiscal year for the purchase of capital stock, options or other interests in respect thereto using funds escrowed pursuant to the Company's Amended and Restated Executive Deferred Compensation Plan or otherwise pursuant to any of the Company's management incentive plans. None of the Subsidiaries shall redeem or acquire any of its own capital stock.
Acquisition of Capital Stock. The Borrower shall not redeem or acquire any of its own capital stock, or any warrants or any securities for its capital stock, except through the use of the net proceeds from the simultaneous sale of an equivalent amount of its capital stock for the same purchase or redemption price and except for an amount which does not exceed the aggregate sum of $250,000 during the term of this Agreement; provided, however, no such redemption or acquisition shall be made if a Pending Default or Event of Default has occurred or would occur after such transaction.
Acquisition of Capital Stock. Redeem or acquire any of its own capital stock except through the use of the net proceeds from the simultaneous sale of an equivalent amount of its capital stock for the same or greater purchase or redemption price.
Acquisition of Capital Stock. The Purchaser will acquire all of the outstanding shares of capital stock of the Company from the stockholders of the Company in exchange for shares of the Parent’s common stock and preferred stock, which, in the aggregate, will equal 12,000,000 shares of common stock, par value $0.0001 per share (the “Common Stock”) of Parent on an as-converted basis (the “Purchase Price”), which such Purchase Price has been calculated based on the volume weighted average price of the Common Stock on the date immediately prior to the date of this Letter of Intent. A shareholder of the Company who, as a result of its receipt of shares of Parent’s securities pursuant to the transactions contemplated hereby, would become a beneficial owner of five percent (5%) or greater of the outstanding Common Stock of Parent, may elect to receive shares of Parent’s preferred stock. The shares of Parent’s preferred stock to be issued to such electing shareholders of the Company shall contain provisions entitling the holders of such preferred stock to the same treatment as the common stockholders of the Parent but shall contain standard beneficial ownership blockers. The shares of Common Stock and the shares of Common Stock underlying the shares of preferred stock to be issued to the Company’s shareholders will be issued pursuant to a combined proxy/S-4 registration statement, if required by applicable federal securities laws.
Acquisition of Capital Stock. The Borrower shall not redeem or acquire more than $5,000,000 in the aggregate of its own capital stock, or warrants or securities for its capital stock, except through the use of the net proceeds from the simultaneous sale of an equivalent amount of its capital stock for the same purchase or redemption price.
