Stock Consideration Sample Clauses

Stock Consideration. 3 Subsidiary........................................................................................................9
Stock Consideration. At the Closing, Purchaser will issue and deliver to Seller 28,193,900 shares of Private Stock (“Stock Consideration”), subject to adjustment as provided in Section 4(b) below.
Stock Consideration. 9.12(m) Stockholder Approvals................................. 2.08
Stock Consideration. All of the Stock Consideration issuable at the Closing in accordance with this Agreement will be, when so issued, duly authorized, validly issued, fully paid and non-assessable and free of preemptive rights. The Stock Consideration, when issued in accordance with and pursuant to this Agreement, will not be subject to any transfer restrictions under (i) any provision of the certificate of incorporation, as amended, or bylaws, as amended, of Parent, or (ii) any Contract to which Parent is a party (other than this Agreement and the trading policies of Parent).
Stock Consideration. Subject to the terms and conditions of Section 2.1.3 above, the Conversion Payment shall include the right to receive 3,750,000 shares of Parent Common Stock, $.01 par value (“Parent Common Stock”) to be issued pro rata to the PCSEs; provided that the number of shares of Parent Common Stock shall be increased to a number reflecting a value of $30,000,000, based upon the average daily closing price per share of Parent Common Stock during the ten trading day period prior to Closing (“Closing Share Price”), if such Closing Share Price is less than $8.00. Parent shall, in its sole discretion, have the option to pay cash for any additional shares otherwise payable pursuant this clause, to be calculated on the basis of the number of additional shares (in excess of 3,750,000) which would otherwise be payable times the Closing Share Price. Notwithstanding any other provision of this Agreement, neither certificates nor scrip for fractional shares of Parent Common Stock shall be issued in the Merger. Each holder of Company Common Shares who otherwise would have been entitled to a fraction of a share of Parent Common Stock (after taking into account all PCSEs delivered by such holder) shall receive in lieu thereof cash (without interest) in an amount determined by multiplying the fractional share interest to which such holder would otherwise be entitled by the Closing Share Price, rounded to the nearest whole cent.
Stock Consideration a) In accordance with the Employment Agreement and in consideration of the waiver and release of claims set forth in Section 1 above, and in exchange for executing this Agreement, the Company agrees to issue to Executive 150,483 shares of the Company’s common stock (“Stock Consideration”), in exchange for the Outstanding Amount.
Stock Consideration. (a) The Seller is receiving and will hold the Winc Preferred Shares solely for its own account and investment purposes and not with a view to resale or distribution thereof, in whole or in part, in violation of applicable federal or state securities Laws. The Seller does not have any agreement or arrangement, formal or informal, with any Person to sell or transfer all or any part of any of the Winc Preferred Shares and the Seller does not have any plans to enter into any such agreement or arrangement. The Seller is an “accredited investor” as defined in Regulation D under the Securities Act, and is able to bear the economic risk of holding the Winc Preferred Shares for an indefinite period, and, individually or with the Seller’s advisors, has knowledge and experience in financial and business matters such that the Seller is capable of evaluating the risks of the investment in the Winc Preferred Shares.
Stock Consideration. The Stock Consideration will be fully paid and validly issued and Parent’s counsel shall have delivered an opinion, in form and substance reasonably acceptable to Seller and customary for transactions of this nature, with respect to the issuance of the Stock Consideration. The Parent Common Stock shall be publicly listed on the NYSE effective as of the Closing Date and there shall have been no suspension of trading of Parent Common Stock between the date of this Agreement and the Closing Date.
Stock Consideration. Except as may be adjusted pursuant to the provisions of Section 3.1.2 below, the aggregate consideration in the form of shares of CU Bancorp Common Stock shall be 3,721,442 (the “Stock Consideration”).