AGREEMENTS WITH EMPLOYEES FOR THE PURCHASE OF SECURITIES Sample Clauses

AGREEMENTS WITH EMPLOYEES FOR THE PURCHASE OF SECURITIES. Accelerate or terminate the vesting schedules under which restrictions on transfer of capital stock of the Company lapse over a period of time with respect to capital stock held by employees, officers or directors of the Company, increase beyond 1,134,730 the number of shares reserved for issuance (pursuant to options or otherwise) pursuant to stock plans or arrangements for the benefit of employees of or consultants to the Company, or issue, sell or exchange, agree to issue, sell or exchange, or reserve or set aside for issuance, sale or exchange to officers, employees and/or consultants, shares of Common Stock, or options exercisable therefor, including options outstanding on the date of this Agreement (all of the foregoing limitations to be equitably adjusted in the event of any stock split, combination, reclassification or other similar event occurring on or after the date of this Agreement), except as issued at fair market value, or granted with an exercise price equal to fair market value, at the time of issuance or grant, to officers, employees or consultants of the Company and any subsidiary of the Company.
Sample 1
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AGREEMENTS WITH EMPLOYEES FOR THE PURCHASE OF SECURITIES. The Company shall not issue securities to employees, officers, directors or other parties at a price less than the fair market value of such securities, nor shall it grant options to purchase its securities at a price less than the then fair market value.
Sample 1
AGREEMENTS WITH EMPLOYEES FOR THE PURCHASE OF SECURITIES. Except as set forth herein, without approval of a majority of the disinterested members of the board of directors of Holdco, accelerate or terminate the vesting schedules under which restrictions on transfer of capital stock of Holdco lapse over a period of time with respect to capital stock held by employees, officers, directors or consultants of Holdco, increase the number of shares (such number to be equitably adjusted in the event of any stock split, combination, reclassification or other similar event occurring on or after the date of this Agreement) currently available for exercise under Holdco's stock option plan or otherwise, or issue, sell or exchange, agree to issue, sell or exchange, or reserve or set aside for issuance, sale or exchange to directors, officers, employees and/or consultants shares of Holdco Common Stock, or options exercisable therefor, except as issued at fair market value, or granted with an exercise price equal to fair market value, at the time of issuance or grant, to directors, officers, employees or consultants of Holdco and any of its subsidiaries.
Sample 1

Related to AGREEMENTS WITH EMPLOYEES FOR THE PURCHASE OF SECURITIES

  • Limitation on the Authority of the Manager to Purchase and Sell Securities for the Account of Certain Underwriters Notwithstanding any provision of this AAU authorizing the Manager to purchase or sell any Securities or Other Securities (including arranging for the sale of Contract Securities) or over-allot in arranging sales of Securities for the accounts of the several Underwriters, the Manager may not, in connection with the Offering of any Securities, make any such purchases, sales, and/or over-allotments for the account of any Underwriter that, not later than its acceptance of the Invitation Wire relating to such Offering, has advised the Manager that, due to its status as, or relationship to, a bank or bank holding company such purchases, sales, and/or over-allotments are prohibited by applicable law. If any Underwriter so advises the Manager, the Manager may allocate any such purchases, sales, and over-allotments (and the related expenses) which otherwise would have been allocated to your account based on your respective Underwriting Percentage to your account based on the ratio of your Original Underwriting Obligation to the Original Underwriting Obligations of all Underwriters other than the advising Underwriter or Underwriters, or in such other manner as the Manager will determine.

  • Repurchase of Securities AT THE OPTION OF THE HOLDER UPON A CHANGE IN CONTROL

  • Proof of Execution of Instruments and of Holding of Securities; Record Date Subject to Sections 5.01 and 5.02, the execution of any instrument by a Securityholder or his agent or proxy may be proved in accordance with such reasonable rules and regulations as may be prescribed by the Trustee or in such manner as shall be satisfactory to the Trustee. The holding of Securities shall be proved by the Security register or by a certificate of the registrar thereof. The Issuer may set a record date for purposes of determining the identity of holders of Securities of any series entitled to vote or consent to any action referred to in Section 6.01, which record date may be set at any time or from time to time by notice to the Trustee, for any date or dates (in the case of any adjournment or reconsideration) not more than 60 days nor less than five days prior to the proposed date of such vote or consent, and thereafter, notwithstanding any other provisions hereof, only holders of Securities of such series of record on such record date shall be entitled to so vote or give such consent or revoke such vote or consent.

  • Acknowledgment Regarding Investor’s Purchase of Securities The Company acknowledges and agrees that Investor is acting solely in the capacity of arm’s length purchaser with respect to this Agreement and the transactions contemplated hereby. The Company further acknowledges that Investor is not acting as a financial advisor or fiduciary of the Company (or in any similar capacity) with respect to this Agreement and the transactions contemplated hereby and any statement made by Investor or any of its representatives or agents in connection with this Agreement and the transactions contemplated hereby is not advice or a recommendation and is merely incidental to Investor’s purchase of the Securities. The Company further represents to Investor that the Company’s decision to enter into this Agreement has been based solely on the independent evaluation of the Company and its representatives.

  • Sale and Purchase of Securities Subject to the terms and conditions hereof, the Company agrees to sell, and Purchaser irrevocably subscribes for and agrees to purchase, the number of Units set forth on the signature page of this Agreement at a purchase price of $1.80

  • Proof of Execution of Instruments and of Holding of Securities Subject to Sections 6.1 and 6.2, the execution of any instrument by a Securityholder or his agent or proxy may be proved in the following manner:

  • Delivery of Securities After Closing The Company shall deliver, or cause to be delivered, the respective Securities purchased by each Purchaser to such Purchaser within 3 Trading Days of the Closing Date.

  • PURCHASE AND SALE OF SECURITIES; CREDITS TO ACCOUNT 1. Promptly after each purchase or sale of Securities by the Fund, the Fund shall deliver to Custodian a Certificate or Instructions, or with respect to a purchase or sale of a Security generally required to be settled on the same day the purchase or sale is made, Oral Instructions specifying all information Custodian may reasonably request to settle such purchase or sale. Custodian shall account for all purchases and sales of Securities on the actual settlement date unless otherwise agreed by Custodian.

  • Delivery and Redelivery of Securities for Carrying Purposes The Manager may deliver to you from time to time prior to the termination of the applicable AAU pursuant to Section 9.1 hereof against payment, for carrying purposes only, any Securities or Other Securities purchased by you under the applicable AAU or any Intersyndicate Agreement which the Manager is holding for sale for your account but which are not sold and paid for. You will redeliver to the Manager against payment any Securities or Other Securities delivered to you for carrying purposes at such times as the Manager may demand.

  • Purchase of Securities Promptly upon each purchase of Securities for the Fund, Written Instructions shall be delivered to the Custodian, specifying (i) the name of the issuer or writer of such Securities, and the title or other description thereof, (ii) the number of shares, principal amount (and accrued interest, if any) or other units purchased, (iii) the date of purchase and settlement, (iv) the purchase price per unit, (v) the total amount payable upon such purchase, and (vi) the name of the person to whom such amount is payable. The Custodian shall upon receipt of such Securities purchased by the Fund pay out of the moneys held for the account of the Fund the total amount specified in such Written Instructions to the person named therein. The Custodian shall not be under any obligation to pay out moneys to cover the cost of a purchase of Securities for the Fund, if in the Fund Custody Account there is insufficient cash available to the Fund for which such purchase was made.

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