Examples of Stock Restriction Agreements in a sentence
The Court concludes that it does not, and thus the arbitration clause is not applicable.Count IV asserts a claim under the Stock Restriction Agreements: the Plaintiffs assert that they were terminated without cause, that AlloCure exercised its option to purchase their vested shares of stock, but that AlloCure did not properly, in good faith, determine the fair market value of those shares as required by the Stock Restriction Agreeements.
The arbitration clause at issue here is found only in the Consulting Agreements; the Stock Restriction Agreements have no similar provision.
Stock Restriction Agreements Pursuant to the Share Exchange Agreement dated September 17, 2015, the Company entered into the following stock restriction agreements on October 19, 2015: Name of Restricted ShareholderNumber of SharesPercentage of Class(1)Mark Tadros2,405,261(1) Based on 36,400,000 common shares issued and outstanding.(2) Insider of the Company prior to the share exchange agreement dated September 17, 2015.
The Stock Restriction Agreements provide for different stock buy-back prices based on whether the Plaintiffs were terminated for cause or without cause.3 See Stock Restriction Agreements ¶ 2(a)-(b).
Neither of these questions requires this Court to address any party’s rights or obligations under the Consulting Agreements; Count IV is framed solely by the Stock Restriction Agreements.Second, AlloCure argues that the arbitration clause must apply to Count IV because the Consulting Extensions and the Stock Restriction Agreements were both executed as part of the Series A Financing of AlloCure and therefore must be considered together.See AlloCure Opp’n 13-15.