Restricted Stock Purchase Agreement. (c) Each certificate evidencing the Shares issued upon such Transfer (and each certificate evidencing any untransferred balance of such Shares) shall bear the legend set forth in Section 5.1(a) hereof unless (i) in the opinion of counsel (acceptable to the Corporation) addressed to the Corporation the registration of future Transfers is not required by the applicable provisions of the Securities Act or applicable state securities laws; (ii) the Corporation shall have waived the requirement of such legend; or (iii) in the reasonable opinion of counsel to the Corporation, such Transfer shall have been made in connection with an effective registration statement filed pursuant to the Securities Act or in compliance with the requirements of Rule 144 or Rule 144A (or any similar or successor rule) promulgated under the Securities Act, and in compliance with applicable state securities laws.
Restricted Stock Purchase Agreement. WOW Entertainment and the Employee have executed this date a Restricted Stock Purchase Agreement, in the form attached hereto and made a part hereof by reference as Exhibit B, with respect to two million (2,000,000) shares of common stock of WOW Entertainment issued to Employee. Employee's entitlement to benefits under such Restricted Stock Purchase Agreement shall be determined solely under the terms of such Restricted Stock Purchase Agreement.
Restricted Stock Purchase Agreement. All Restricted Stock Awards will be evidenced by an Award Agreement. Except as may otherwise be provided in an Award Agreement, a Participant accepts a Restricted Stock Award by signing and delivering to the Company an Award Agreement with full payment of the Purchase Price, within thirty (30) days from the date the Award Agreement was delivered to the Participant. If the Participant does not accept such Award within thirty (30) days, then the offer to purchase such Restricted Stock Award will terminate, unless the Committee determines otherwise.
Restricted Stock Purchase Agreement. If any portion of the Shares are unvested, the undersigned is also executing and shall deliver to the Company with this exercise notice a Restricted Stock Purchase Agreement in the form attached to the Option Agreement as Exhibit C, together with an executed copy of the Assignment Separate From Certificate attached to the Restricted Stock Purchase Agreement as an exhibit.
Restricted Stock Purchase Agreement. In connection with your separation from service, the Company has the right to repurchase 4,000 shares (the “Restricted Shares”) of the Company’s Common Stock currently held by you pursuant to the Company’s 2004 Incentive Stock Plan, which right the Company has the right to exercise, and would exercise, but for the agreements set forth in this letter agreement and the attached Agreement and General Release. The Restricted Shares are covered by a Restricted Stock Purchase Agreement dated as of May 14, 2007 (the “2007 Award”) between the Company and you. Under the terms of the Restricted Stock Purchase Agreement, the Company has the right to repurchase the Restricted Shares upon termination of your employment to the extent they have not vested in accordance with their terms, which terms provide for such vesting on May 14, 2010 (the “Remaining Vesting Period”). If this letter agreement becomes effective, then, in consideration of your execution and delivery of the Agreement and General Release and its binding effect, your agreement to render the transition services described above and your agreement not to compete with the Company as provided above, and as further consideration for your services as a consultant and your other undertakings with respect thereto set forth above under the caption “Consulting Relationship,” the Company agrees that, except as set forth herein, it will refrain from repurchasing 2,000 of the Restricted Shares covered by the 2007 Award during the Remaining Vesting Period, it being understood, however, that the Company’s right to repurchase such Restricted Shares shall continue in accordance with the terms of the Restricted Stock Purchase Agreement for the duration of the Remaining Vesting Period, and if, as determined by the Company in its sole discretion, you violate any provision of paragraphs (f), (g) or (h) above under the caption “Consulting Relationship” or fail or refuse (other than with the prior written agreement of the Company) to provide the consulting services provided for in this letter agreement prior to the expiration of the Remaining Vesting Period, such Restricted Shares shall be forfeited to and repurchased by the Company in accordance with the terms and conditions of the Restricted Stock Purchase Agreement as if such right to repurchase had been exercised on the date of this letter agreement. In the event of your death or permanent and total disability, the provisions of the Restricted Stock Purchase Agreement relati...
Restricted Stock Purchase Agreement. The Company and the Executive have entered into a restricted stock purchase agreement for the purchase of common shares of the Company, on the terms and conditions set forth therein.
Restricted Stock Purchase Agreement. Schedule A to this Agreement lists the shareholders of Futurus who will receive shares of Crescent Common Stock pursuant to Section 3.1 of this Agreement; provided that each such shareholder is an “accredited investor” within the meaning of SEC Rule 501(a) under the Securities Act. Futurus shall use its best efforts to cause each such Person to deliver to Crescent not later than the date of the Shareholders’ Meeting, a written agreement, in substantially the form of Exhibit 5 (the “Restricted Stock Purchase Agreement”), providing confirmation that such Person is an “accredited investor” and that such Person will not sell, pledge, transfer, or otherwise dispose of the shares of Futurus Common Stock held by such Person except as contemplated by such agreement or by this Agreement and will not sell, pledge, transfer, or otherwise dispose of the shares of Crescent Common Stock to be received by such Person upon consummation of the First Step Merger except in compliance with applicable provisions of the Securities Act and the rules and regulations thereunder. Crescent shall place restrictive legends upon certificates for shares of Crescent Common Stock issued to the Persons listed on Schedule A to this Agreement as set forth in the Restricted Stock Purchase Agreement to enforce the provisions of this Section 8.12.
Restricted Stock Purchase Agreement. Executive acknowledges that Executive has entered into a Restricted Stock Purchase Agreement dated March 24, 2010 between Executive and the Company, as amended as of the Effective Date (the “RSPA”), pursuant to which Executive purchased 5,280,000 shares of the Company’s Common Stock, 4,400,000 shares of which (the “RSPA Shares”) are subject to a right of repurchase by the Company which lapses as set forth in the RSPA, the terms of which are recited here for convenience and in no way as a modification of the express language of the RSPA: the Company’s right of repurchase will lapse as to one forty-eighth (1/48th) of the RSPA Shares on each one month anniversary following the initial closing of the Company’s Series A Preferred Stock financing dated as of the date hereof (the “Initial Closing”) subject to Executive’s continued employment by the Company as its Chief Executive Officer, until all RSPA Shares are released from the Company’s right of repurchase on the four year anniversary of the date of the Initial Closing.
Restricted Stock Purchase Agreement. Each of Messrs. Xxxx and Xxx entered into a Restricted Stock Purchase Agreement dated May 24, 2000 with Integrity Interactive - MA whereby each of Messrs. Xxxx and Gee purchased 1,500 shares of Integrity Interactive - MA's Common Stock at a purchase price of $10.00 per share.
Restricted Stock Purchase Agreement. Each purchaser of Restricted Nonvoting Common Stock under this Plan (a “Purchaser”) will enter into a definitive Restricted Stock Purchase Agreement (“Stock Purchase Agreement”) with the Corporation in a form approved by the Board. The Corporation may require that the spouse of any married Purchaser also promptly execute and return to the Corporation either the Stock Purchase Agreement or a spousal consent form approved by the Board.
