Common use of Issuance of Additional Shares Clause in Contracts

Issuance of Additional Shares. (a) Subject to Section 15.7(c) and the last sentence of this Section 3.5(a), on the earlier of (i) the first anniversary of the date on which the Total Bandwidth has been Accepted and/or Deemed Accepted by PSINet or (ii) the fourth anniversary of the Closing, (such earlier date, the "Additional Shares Determination Date"), IXC shall be entitled to receive such number of Additional Shares, based on the Common Stock Price determined as of the Additional Shares Determination Date, or, at the sole discretion of PSINet, such amount of cash, or any combination of Additional Shares and cash, as shall have an Aggregate Fair Market Value equal to the Additional Shares Value as of the Additional Shares Determination Date; provided, however, that PSINet shall be entitled, at its sole option, to accelerate IXC's right to receive Additional Shares and/or cash pursuant to this Section 3.5(a) at any time after the Closing Date to a date prior to the Additional Shares Determination Date pursuant to a notice to such effect given by PSINet to IXC in accordance with the terms of Section 19.5 of this Agreement (the "Additional Shares Acceleration Date") by delivering to IXC not later than 30 days after the Additional Shares Acceleration Date, such number of Additional Shares, based on the Common Stock Price determined as of the Additional Shares Acceleration Date, or, at the sole discretion of PSINet, such amount of cash, or any combination of Additional Shares and cash, as shall have an Aggregate Fair Market Value equal to the Additional Shares Value as of the Additional Shares Acceleration Date. Notwithstanding the foregoing, (i) the right of IXC to receive any Additional Shares and/or cash pursuant to this Section 3.5 shall terminate and be of no further force or effect on such date as the calculation of the IXC Common Shares Value would result in a value equal to or greater than $240,000,000 and (ii) the obligations of IXC under this Agreement shall not be altered, diminished, modified or impaired by any delivery or payment of Additional Shares and/or cash pursuant to this Section 3.5.

Issuance of Additional Shares. (a) Subject to Section 15.7(c) and the last sentence of this Section 3.5(a), on the earlier of (i) the first anniversary of the date on which the Total Bandwidth has been Accepted and/or Deemed Accepted by PSINet or (ii) the fourth anniversary of the Closing, (such earlier date, the "Additional Shares Determination Date"), IXC shall be entitled to receive such number of Additional Shares, based on the Common Stock Price determined as of the Additional Shares Determination Date, or, at the sole discretion of PSINet, such amount of cash, or any combination of Additional Shares and cash, as shall have an Aggregate Fair Market Value equal to the Additional Shares Value as of the Additional Shares Determination Date; providedPROVIDED, howeverHOWEVER, that PSINet shall be entitled, at its sole option, to accelerate IXC's right to receive Additional Shares and/or cash pursuant to this Section 3.5(a) at any time after the Closing Date to a date prior to the Additional Shares Determination Date pursuant to a notice to such effect given by PSINet to IXC in accordance with the terms of Section 19.5 of this Agreement (the "Additional Shares Acceleration Date") by delivering to IXC not later than 30 days after the Additional Shares Acceleration Date, such number of Additional Shares, based on the Common Stock Price determined as of the Additional Shares Acceleration Date, or, at the sole discretion of PSINet, such amount of cash, or any combination of Additional Shares and cash, as shall have an Aggregate Fair Market Value equal to the Additional Shares Value as of the Additional Shares Acceleration Date. Notwithstanding the foregoing, (i) the right of IXC to receive any Additional Shares and/or cash pursuant to this Section 3.5 shall terminate and be of no further force or effect on such date as the calculation of the IXC Common Shares Value would result in a value equal to or greater than $240,000,000 and (ii) the obligations of IXC under this Agreement shall not be altered, diminished, modified or impaired by any delivery or payment of Additional Shares and/or cash pursuant to this Section 3.5.

Issuance of Additional Shares. (a) Subject to Section 15.7(c) and the last sentence of this Section 3.5(a), on the earlier of (i) Promptly after the first anniversary Effective Time and in no event more than three (3) Business Days thereafter Parent shall deposit with the Escrow Agent certificates representing 10,000,000 shares of the date on Parent Common Stock which the Total Bandwidth has been Accepted and/or Deemed Accepted by PSINet or (ii) the fourth anniversary of the Closing, (such earlier date, the "Additional Shares Determination Date"), IXC shall be entitled to receive such number of held by the Escrow Agent as “Additional Escrowed Shares, based on the Common Stock Price determined as of the ”. The Additional Escrowed Shares Determination Date, or, at the sole discretion of PSINet, such amount of cash, or any combination of Additional Shares and cash, as shall have an Aggregate Fair Market Value equal be distributed upon Parent’s instruction to the Additional Shares Value as Escrow Agent in accordance with this Section 2.15(e) in satisfaction of the Additional Shares Determination Date; provided, however, that PSINet shall be entitled, at its sole option, to accelerate IXC's right to receive Additional Shares and/or cash Parent’s obligations pursuant to this Section 3.5(a) at any time after 2.15. Parent shall cause the Closing Date Escrow Agent to a date prior distribute certificates for Additional Escrowed Shares representing Revenue Shares and Net Profit Shares to the Additional Shares Determination Date pursuant Holders or the Derivative Holders (subject to a notice to and only upon the exercise of such effect given by PSINet to IXC Company Derivative Securities in accordance with the terms of Section 19.5 the applicable Company Derivative Security Agreement) in accordance with Sections 2.5(a)(i), 2.13 or 2.18, as the case may be, within five (5) Business Days following the filing with the SEC of this Agreement (Parent’s Annual Report on Form 10-K for the "Additional year with respect to which such Revenue Shares Acceleration Date") by delivering to IXC not later than 30 days after the Additional Shares Acceleration Date, such number of Additional or Net Profit Shares, based as the case may be, are distributable. Parent shall cause the Escrow Agent to distribute certificates for Additional Escrowed Shares representing the First Share Price Shares to the Holders and the Derivative Holders (subject to and only upon the exercise of such Company Derivative Securities in accordance with the terms of the applicable Company Derivative Security Agreement) in accordance with Sections 2.5(a)(i), 2.13 or 2.18, as the case may be, on the Common Stock fifth (5th) Business Day following the First Share Price determined Measurement Period. Parent shall cause the Escrow Agent to distribute certificates for Additional Escrowed Shares representing the Second Share Price Shares or the Third Share Price Shares, as the case may be, to the Holders and Derivative Holders (subject to and only upon the exercise of such Company Derivative Securities in accordance with the terms of the Additional Shares Acceleration Dateapplicable Company Derivative Security Agreement) in accordance with Sections 2.5(a)(i), or, at the sole discretion of PSINet, such amount of cash, 2.13 or any combination of Additional Shares and cash2.18, as the case may be, within five (5) Business Days following the applicable Share Price Measurement Period. The Additional Escrowed Shares shall have an Aggregate Fair Market Value equal continue to be held by the Additional Shares Value as Escrow Agent until the earliest of the Additional Shares Acceleration Date. Notwithstanding the foregoing, (i) the right of IXC to receive any Additional Shares and/or cash their distribution pursuant to this Section 3.5 shall terminate and be 2.15(e) or Section 2.15(f) below, the return of no further force Additional Escrowed Shares to Parent pursuant to Section 2.15(k) below or effect on such date as the calculation termination of the IXC Share Price Trigger Period. In the event that the Escrow Agent continues to hold any Additional Escrowed Shares upon termination of the Share Price Trigger Period, the Escrow Agent shall return such shares of Parent Common Shares Value would result in a value equal Stock to or greater than $240,000,000 and (ii) Parent for cancellation. For the obligations purposes of IXC under this Agreement shall not be alteredAgreement, diminished, modified or impaired by any delivery or payment of each date on which Additional Shares and/or cash are distributed pursuant to this Section 3.52.15(e) shall be considered to be an “Additional Shares Issuance Date.”