Share Equivalents Sample Clauses

Share Equivalents. There are no existing options, warrants, calls, commitments of any character or other share equivalents relating to the authorized and unissued VII common stock.
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Share Equivalents. Parent shall cause Company to make, or to cause its Subsidiaries to make, payments to all holders of deferred share units of Company and to all persons entitled to payments under its Phantom Stock Appreciation Plan, in each case as set out in the Disclosure Statement. Parent acknowledges that the payments to holders of deferred share units of Company shall be due and payable by Company immediately after Shares are first taken up under the Offer and that payments under the Phantom Stock Appreciation Plan shall be due and payable by Company within 30 days of the date that Shares are first taken up under the Offer.
Sample 1
Share Equivalents. Each Seller shall procure that, on or ------------------------------- prior to the Initial Closing Date, all rights and benefits of all Persons whatsoever with respect to Share Equivalents shall either be fully and finally paid or otherwise satisfied or discharged, or shall be terminated and of no further force and effect, including (a) the warrants to acquire 81,211 Shares held by certain Sellers in the event the Company meets certain performance milestones (the "Investor Warrants"), (b) the warrants to acquire 81,211 Shares held by certain Sellers to prevent dilution of their existing shareholdings in the Company (the "Anti-Dilution Warrants"), (c) the warrants to acquire 24,450 Shares held by France Telecom Technologie S.A. (the "FTT Warrants"), and (d) all stock options held by employees of the Company. In the event that, as the result of the foregoing sentence, any Person who has not executed this Agreement as a Seller becomes a holder of Shares, each Seller shall procure that such Person promptly executes a counterpart of this Agreement and thereby become a "Seller" hereunder. Without limiting the generality of the foregoing, each Seller, by its execution of this Agreement, hereby agrees to the following:
Sample 1
Share Equivalents. 32.10.1. In article 32 references to “share” include references to any rights under any transferable or assignable Share Equivalent and to any shares issued or to be issued pursuant to a Share Equivalent, including the Fundraiser Option, deeming for this purpose shares to have been issued under it in accordance with its terms and to be Sale Shares (but nothing in these articles require or allow any acceleration of any rights of the holder of the Share Equivalent to require the issue of any shares).
Sample 1
Share Equivalents. (a) All Share Equivalents held by Employees that have been issued under the Tulip 1982 Incentive Stock Option Plan and the Tulip 1989 Executive Stock Incentive Plan (together, the "Option Plans"), whether vested or non-vested, shall remain outstanding and unaffected by the Spin-Off.
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Related to Share Equivalents

  • Other Shares The registration statement filed pursuant to the request of the Initiating Holders may, subject to the provisions of Section 2.1(e), include Other Shares, and may include securities of the Company being sold for the account of the Company.

  • Additional Shares or Options The Company hereby agrees that until the consummation of a Business Combination, it shall not issue any shares of Common Stock or any options or other securities convertible into Common Stock, or any preferred shares or other securities of the Company which participate in any manner in the Trust Account or which vote as a class with the Common Stock on a Business Combination.

  • Shares The term “

  • Shares of Common Stock may be issued from time to time as the Board of Directors of the Corporation shall determine and on such terms and for such consideration as shall be fixed by the Board of Directors.

  • Stockholder Rights and Dividend Equivalents (a) The holder of this Award shall not have any stockholder rights, including voting or dividend rights, with respect to the Shares subject to the Award until Participant becomes the record holder of those Shares following their actual issuance upon the Corporation’s collection of the applicable Withholding Taxes.

  • Rights as Shareholder; Dividend Equivalents 5.1 The Grantee shall not have any rights of a shareholder with respect to the shares of Common Stock underlying the Restricted Stock Units unless and until the Restricted Stock Units vest and are settled by the issuance of such shares of Common Stock.

  • Founder Shares In April 2021, the Company issued to CCIF Global LLC, a Delaware limited liability company (the “Sponsor”), an aggregate of 4,312,500 Class B ordinary shares of the Company, par value $0.0001 per share, for an aggregate purchase price of $25,000 (the “Founder Shares,” and together with the Class A Shares, collectively, the “Ordinary Shares”), in a private placement exempt from registration under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”). No underwriting discounts, commissions, or placement fees have been or will be payable in connection with the purchase of Founder Shares. Except as described in the Registration Statement, none of the Founder Shares may be sold, assigned or transferred by the Sponsor until the earlier of (a) one year following the consummation of the Business Combination, (b) following the consummation of the Business Combination, the last sale price of the Class A Shares equals or exceeds $12.00 per share (as adjusted for share subdivisions, share dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after our initial business combination, and (c) the date following the consummation of the Business Combination on which the Company consummates a liquidation, merger, stock exchange or similar transaction which results in all of the Company’s public shareholders having the right to exchange their Ordinary Shares for cash, securities, or other property. The Founder Shares shall be subject to restrictions on transfer as set forth in the Insider Letters (as defined below). The holders of Founder Shares shall have no right to any liquidating distributions with respect to any portion of the Founder Shares in the event the Company fails to consummate the Business Combination. The holders of the Founder Shares shall not have redemption rights with respect to the Founder Shares. In the event that the Over-allotment Option is not exercised in full, the Sponsor will be required to forfeit such number of Founder Shares such that the Founder Shares then outstanding will comprise 20% of the issued and outstanding Ordinary Shares (but not including any Private Placement Securities (as defined below)) after giving effect to the Offering and exercise, if any, of the Over-allotment Option. The Founder Shares will automatically convert into Class A Shares concurrently with the consummation of the Business Combination on a one-for-one basis, subject to adjustment as described in the Prospectus.

  • Dividend Equivalent Units On the date that the Company pays a cash dividend to holders of Stock generally, the Participant shall be credited with a number of additional whole Dividend Equivalent Units determined by dividing (a) the product of (i) the dollar amount of the cash dividend paid per share of Stock on such date and (ii) the total number of Restricted Stock Units and Dividend Equivalent Units previously credited to the Participant pursuant to the Award and which have not been settled or forfeited pursuant to the Company Reacquisition Right (as defined below) as of such date, by (b) the Fair Market Value per share of Stock on such date. Any resulting fractional Dividend Equivalent Unit shall be rounded to the nearest whole number. Such additional Dividend Equivalent Units shall be subject to the same terms and conditions and shall be settled or forfeited in the same manner and at the same time as the Restricted Stock Units originally subject to the Award with respect to which they have been credited.

  • Total Shares Except for the Shares referred to in 2.03, Stockholder does not beneficially own any (i) shares of capital stock or voting securities of the Company, (ii) securities of the Company convertible into or exchangeable for shares of capital stock or voting securities of the Company or (iii) options or other rights to acquire from the Company any capital stock, voting securities or securities convertible into or exchangeable for capital stock or voting securities of the Company.

  • Available Shares The Company will ensure that there are at all times sufficient shares of Common Stock to provide for the issuance, free of any preemptive rights, out its authorized but unissued shares of Common Stock, of the Maximum Amount.

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