Purchase of Restricted Shares. Concurrently with execution of this Agreement, Employee has purchased the Restricted Shares and paid the purchase price of $0.01 per share (the “Purchase Price”). Concurrently with execution of this Agreement and payment of the Purchase Price, Employee shall also execute and deliver to Company an executed blank Stock Power of Attorney in the form attached hereto as Exhibit “A” with respect to the Restricted Shares.
Purchase of Restricted Shares. Subject to Section 1(b) below, at the Closing (defined below), the Company shall issue and sell that number of Restricted Shares to the Buyer, at the Per Share Price (as defined below), equal to the Number of Shares (as defined on Schedule A hereto) as calculated and determined by reference to the definitions set forth on Schedule A hereto and the information set forth next to the Buyer’s name on Exhibit A to Schedule A hereto, which Number of Shares with respect to the Buyer shall be set forth on Exhibit A to Schedule A hereto next to the Buyer’s name at the IPO Closing, and the Buyer shall purchase the Number of Shares from the Company at the Per Share Price (the Per Share Price multiplied by the Number of Shares to be purchased by Buyer, the “Aggregate Purchase Price”). The per share purchase price (the “Per Share Price”) for the Restricted Shares shall be the same as the per share purchase price of the Registered Shares to be offered in the IPO of the Company, as set forth in the Company’s final prospectus relating thereto, as filed pursuant to Rule 424(b) under the 1933 Act (the “Final Prospectus”).
Purchase of Restricted Shares. The Trust acknowledges that the Shares and the Underlying Shares have not been registered under the Securities Act or under any U.S. federal or state securities laws. The Trust (a) is acquiring the Shares pursuant to an exemption from registration under the Securities Act and with no present intention to distribute them to any person in violation of the Securities Act or any applicable U.S. federal or state securities laws, (b) will not sell or otherwise dispose of any of the Shares or the Underlying Shares, except in compliance with the registration requirements or exemption provisions of the Securities Act and any applicable U.S. federal or state securities laws, and (c) including through such advisors that it may retain or consult, has such knowledge and experience in financial and business matters and in investments of this type that it is capable of evaluating the merits and risks of the Purchase and of making an informed investment decision.
Purchase of Restricted Shares. (a) Upon execution of this Agreement, you shall purchase Restricted Shares from the Company for [$ ] per Share (the “Original Cost”), which shares shall be subject to the vesting and forfeiture provisions set forth in this Agreement. The Original Cost shall be paid by you by check payable to the Company. As soon as practicable after the execution of this Agreement, the Company shall direct that a stock certificate representing the Restricted Shares be registered in your name and issued to you. Such certificate shall be held in the custody of the Company or its designee until such Restricted Shares are no longer considered restricted and are released to you in accordance with paragraph 2(c).
Purchase of Restricted Shares. Subject to Section 1(b) below, at the Closing (defined below), the Company, as sponsor of the Issuer, will cause the Issuer to issue the Restricted Shares to the Company in exchange for, and as consideration for, an equal number of trust interests of the Company, as provided for in the Company’s Amended and Restated Operating Agreement, dated as of April 25, 2006 (the “Operating Agreement”), and the Company shall sell that number of Restricted Shares to the Buyer equal to the result of (i) the Aggregate Purchase Price (as defined below) divided by (ii) the Per Share Price (as defined below), and the Buyer shall purchase that number of Restricted Shares from the Company. The per share purchase price (the “Per Share Price”) for the Restricted Shares shall be the same as the per Share purchase price of the Registered Shares to be offered in the IPO of the Issuer, as set forth in the Prospectus. The aggregate purchase price (the “Aggregate Purchase Price”) for the Restricted Shares shall be Four Million Dollars ($4,000,000); provided, however, that in the event the Per Share Price would otherwise result in the issuance of a fraction of a Share, the Company shall sell and the Buyer shall purchase one more Restricted Share and the Aggregate Purchase Price to be paid by Buyer shall be increased accordingly. The Restricted Shares shall be sold at the Closing as hereinafter provided.
Purchase of Restricted Shares. Subject to Section 1(b) below, at the Closing (defined below), the Company shall issue and sell that number of Restricted Shares to the Buyer equal to the result of (i) the Aggregate Purchase Price (as defined below) divided by (ii) the Per Share Price (as defined below), and the Buyer shall purchase that number of Restricted Shares from the Company. The per share purchase price (the “Per Share Price”) for the Restricted Shares shall be the same as the per share purchase price of the Registered Shares to be offered in the IPO of the Company, as set forth in the Company’s prospectus relating to the IPO. The aggregate purchase price (the “Aggregate Purchase Price”) for the Restricted Shares shall be the aggregate amount of Capital Contributions required to be made to the Buyer by the members thereof on the Closing Date (as defined below) in accordance with the Buyer’s Operating Agreement as of the Closing Date. The Restricted Shares shall be sold at the Closing as hereinafter provided.
Purchase of Restricted Shares. Immediately upon the Grantee’s Termination of Employment, the Company will repurchase from the Grantee and the Grantee will sell to the Company all Restricted Shares (and deemed Restricted Shares) at price equal to $00.001 per Restricted Share. The price for other securities will be an equivalent measure to the foregoing price as determined by the Committee, in good faith. XXXXXXX
Purchase of Restricted Shares. On _________, _________, the Company sold to Holder and Holder purchased ______ shares of the Company’s common stock, $0.01 par value per share (the “Common Stock”) (such ______ shares and any additional shares issued in respect of the same being referred to as the “Restricted Shares”), pursuant to that certain Common Stock Purchase Agreement, dated ______, ______, between the Holder and the Company.
Purchase of Restricted Shares. (a) Notwithstanding anything to the contrary expressed herein, the Key Employees shall not sell, assign, encumber, pledge, gift, transfer or otherwise dispose of any of the Restricted Shares except in compliance with the provisions of this paragraph 9. (b) The Restricted Shares, shall be subject to repurchase by the Corporation from a Key Employee upon the Key Employee's termination of employment with the Corporation for any reason other than as provided in paragraph (c) below, for the purchase price and in accordance with the terms set forth in Paragraphs 10 and 11 hereunder. (c) The Corporation shall purchase the Restricted Shares from a Key Employee upon either: (i) Employee's termination of Employment for cause (as defined in such Key Employee's employment agreement with the Corporation) or (ii) upon the Key Employee's voluntary termination of Employment prior to January 1, 2000. The Corporation shall purchase such shares from the Key Employee at a price which is equal to the lesser of: (a) the purchase price paid by the Employee for such Restricted Shares or (b) the formula price set forth below. For purposes of this Agreement, the formula price shall be an amount per share equal to the net book value thereof determined as of the last day of the Corporation's most recently completed fiscal year by the accountant regularly employed by the Corporation, in accordance with accounting principles normally used by the accountant in preparing the financial statements of the Corporation, and the accountant's determination shall be binding and conclusive upon the parties hereto, their personal representatives and successors, and all other persons involved. 5.
