Payment for Shares of Common Stock. The Corporation shall have the right to pay the purchase price for any shares purchased pursuant to this Section 4 over a one year period, in equal quarterly installments without interest, or, in the case of a bona fide offer to purchase, in the manner and over such period of time as provided for in such offer.
Payment for Shares of Common Stock. The “Purchase Price” will be the Exercise Price multiplied by the number of shares of Common Stock with respect to which Stock Options are being exercised. All or part of the Purchase Price and any Withholding Taxes may be paid as follows:
Payment for Shares of Common Stock. (a) From and after the Effective Time, a bank or trust company selected by Parent and reasonably acceptable to the Company, shall act as paying agent (the "Paying Agent") in effecting the payment of the Merger Price in ------------ respect of certificates (the "Certificates") that, prior to the Effective Time, ------------ represented shares of Common Stock entitled to payment of the Merger Price pursuant to Section 1.7. Promptly following the Effective Time, Parent or the Purchaser shall deposit, or cause to be deposited, with the Paying Agent the aggregate Merger Price to which holders of shares of Common Stock shall be entitled at the Effective Time pursuant to Section 1.7.
Payment for Shares of Common Stock. Within three (3) days of the exercise of an Option and before delivery of the shares of Common Stock, full payment for shares of Common Stock purchased upon the exercise of such Option shall be made in cash, or, subject to the approval of the Committee, by (a) surrendering shares of Common Stock that have an aggregate Fair Market Value equal to the aggregate Exercise Price and that have been held by Optionee for at least six months or (b) delivery of a properly executed exercise notice, together with irrevocable instructions to a Company-designated broker to promptly deliver to the Company the amount of sale or loan proceeds required to pay the aggregate Exercise Price.
Payment for Shares of Common Stock. After the Effective Time, upon surrender of any Certificate to Parent, together with a duly completed and validly executed Letter of Transmittal, the holder of the shares of Common Stock represented by such Certificate and relating to such Letter of Transmittal shall be entitled to promptly receive from Parent in exchange therefor (and in no event more than two Business Days thereafter), (i) if prior to the final determination of the Post-Closing Adjustment Amount, an amount in cash equal to (A) the aggregate number of shares of Common Stock represented by such Certificate, multiplied by (B) the Closing Per Share Merger Consideration, and (ii) if following the final determination of the Post-Closing Adjustment Amount, an amount in cash equal to (A) the aggregate number of shares of Common Stock represented by such Certificate, multiplied by (B) the Aggregate Per Share Merger Consideration then payable, in each case for such shares of Common Stock. If a transfer of ownership of any shares of Common Stock occurs that is not registered in the transfer records of the Company, Parent shall pay the Closing Per Share Merger Consideration or the Aggregate Per Share Merger Consideration in respect of such shares of Common Stock to the transferee if such transferee presents the applicable Certificate and Letter of Transmittal properly endorsed or otherwise in proper form for transfer, and such other documents reasonably required to evidence and effect such transfer and reasonable evidence that any applicable stock transfer Taxes have been paid.
Payment for Shares of Common Stock. (a) From and after the Effective Time, such bank or trust company as shall be mutually acceptable to MergerCo and the Company shall act as exchange agent (the "Exchange Agent"). At or prior to the Effective Time, MergerCo shall -------------- deposit, or MergerCo shall otherwise take all steps necessary to cause to be deposited, in an account with the Exchange Agent (the "Exchange Fund") an amount ------------- equal to the aggregate Cash Consideration Per Share to which holders of shares of Common Stock shall be entitled at the Effective Time pursuant to Section 2.1.
Payment for Shares of Common Stock. Payment of the Purchase Price for shares purchased upon an exercise of this option may, to the extent permitted by applicable law, be made by delivery to the Company of cash, a wire transfer of available funds, or a check payable to the order of the Company in an amount equal to the purchase price of such shares. At the sole discretion of the Committee, all or any part of the Purchase Price and any applicable withholding requirements may be paid by one or more of the following methods: (i) by delivery to the Company of shares of Common Stock then owned by the Optionee for at least six (6) months having an aggregate Fair Market Value as of the date of delivery equal to the purchase price of such shares; (ii) by "net exercise" (i.e., the Optionee's directing the Company to apply a portion of the option shares, valued at Fair Market Value on the date of exercise, against the taxes resulting from exercise and/or the exercise price); (iii) through reasonable cashless exercise procedures that are from time to time established by the Company and that afford the Optionee the opportunity to sell immediately some or all of the shares underlying the exercised portion of this option in order to generate sufficient cash to pay the option purchase price; or (iv) by any combination of the above. Should the Committee exercise its discretion to permit the Optionee to exercise this option in whole or in part in accordance with this Subsections (i)-(iv) above, it shall have no obligation to permit such alternative exercise with respect to the remainder of this option or with respect to any other option to purchase shares of Common Stock held by the Optionee.
Payment for Shares of Common Stock. (a) Promptly after the Effective Time, the Company shall provide to each Seller a form of letter of transmittal that shall specify that delivery shall be effected, and risk of loss and title to the Certificates shall pass, only upon proper delivery to the Company of the Certificates representing such Seller's aggregate Shares (as listed on Schedules I, II or III, as the case may be) and instructions for use in surrendering such Certificates and receiving the aggregate Merger Consideration and/or Stock Consideration in respect thereof. The letter of transmittal shall contain customary representations with respect to the title of such Seller in such Seller's Shares, and shall be in such form and have such other customary terms as Buyer may reasonably specify (and to which the Company consents, which consent shall not be unreasonably withheld). Upon the surrender by each Seller of Certificates representing such Seller's aggregate Shares, the Company shall (i) pay to such Seller, by check or, at the Seller's request, by wire transfer of immediately available funds to the account of such Seller designated in writing, an amount in cash equal to (x) the aggregate Merger Consideration to which such Seller is entitled, based on the aggregate numbers of such Seller's Shares (other than Shares subject to a pledge in connection with a Management Note) represented by the Certificate or Certificates being tendered, reduced, if applicable, by (y) with respect to each Management Stockholder who is an obligor under a Management Note, such Seller's Management Note Amount, and (ii) if applicable, deliver to such Seller certificates or other evidences of ownership reasonably satisfactory to such Seller for a number of shares of Non-Voting Common Stock equal to the aggregate number of such Seller's Shares subject to a pledge in connection with a Management Note. Upon payment of the Merger Consideration or Stock Consideration in accordance with the previous sentence, such Seller's Certificate or Certificates shall be cancelled. Until so surrendered, each such Certificate entitled to payment of the Merger Consideration or the Stock Consideration pursuant to Section 2.7 shall represent solely the right to receive the aggregate Merger Consideration or the Stock Consideration relating thereto. No interest shall be paid or accrued on the Merger Consideration. The failure of any Seller to surrender any Certificate representing the right to receive the Stock Consideration shall not af...
Payment for Shares of Common Stock. Payment in full of the Option price must be made upon exercise of each Option and may be made (i) in cash, (ii) to the extent provided in the Award, by the delivery (either actual delivery or by attestation procedures established by the Corporation) of shares of Common Stock with a Fair Market Value determined as of the date of exercise equal to the Option price, (iii) by reduction in the number of shares of Common Stock otherwise deliverable upon exercise of the Option with a Fair Market Value equal to the aggregate exercise price at the time of exercise or (iv) in a combination of any of the foregoing. The Committee may also permit Participants, either on a selective or aggregate basis, simultaneously to exercise Options and to sell the shares of Common Stock thereby acquired pursuant to a brokerage or similar arrangement, approved in advance by the Committee and to use the proceeds from such sale as payment of the purchase price of such shares of Common Stock subject to the Option.
