Stock Position Clause Samples

Stock Position. The most senior F-3 that wishes a lateral move will be awarded the position. If there is no F-3 wishing to move, the most senior F-2 wishing the position with the required qualifications will be advanced.

Stock Position. The most senior F-3 stockperson that wishes the advancement will be advanced to the position. If there are no F-3 stockpersons wishing the advancement, it will be offered to the rest of the F-3 classification and so on until a qualified person is found. If no one in the next lower classification wishes the position, it will be offered to the next lower classification and so on.

Stock Position. (i) In consideration of the benefits provided to the Company hereby, Company shall issue and deliver to Seller, such fully paid, non-assessable restricted shares of the Company’s common stock as necessary for Seller to attain at least a one and one tenth percent (1.1%) post Transaction (hereinafter defined) ownership interest in the Company (the “Position”). The Position shall be based on the capital structure of the Company post Transaction (taking into account any and all shares issued in connection with the Transaction, any reverse stock split (if any) completed in connection with or as a condition to such Transaction, and after any other initial issuance of stock (including issuance to the Company’s directors and/or officers) completed prior to, in connection with, or as a condition to such Transaction. Buyer shall take all steps necessary to fully effectuate the provisions of this Section 3 and, to that end, promptly after the Closing endeavor to identify an appropriate operating business that would be suitable for acquisition by the Company. For purposes hereof, “Transaction” shall mean the acquisition by the Company of an operating business by merger, acquisition of shares or asset acquisition. (ii) Certificate(s) evidencing the Position shall be issued and delivered to the Seller immediately following the actions anticipated by Section 3(c)(i) herein (the “Actions”), but in no case later than eleven (11) months following the Closing Date hereof. In the event that all Actions have not been completed by the eleventh month anniversary of the Closing Date, Seller shall transfer to Buyer shares comprising the Position on that date and shall issue additional shares as necessary following completion of the Actions. (iii) The Shareholder Resolution whereby the majority of the shareholders of the Company agree to the issuance of the Position. (iv) The effective date of all Shares transferred pursuant to this Section 3 shall be the Closing Date and shall be memorialized on the face of the certificates evidencing such shares.

Stock Position. (i) In consideration of the benefits provided to the Company hereby, Company shall issue and deliver to Seller, such fully paid, non-assessable restricted shares of the Company’s common stock equal to a one and one half percent (1.5%) immediately after the Merger (as defined in Section 14 herein) ownership interest in the Company (the “Position”). The Position shall be based on the capital structure of the Company post Merger (taking into account any and all shares issued relating to the Merger). The Position shall be non-dilutable with respect to (a) any transactions involving any company listed in Exhibit A during the nine (9) month period immediately following the Merger as defined in Section 14 and (b) any financings that are made by the Company during the four (4) month period immediately following the Merger as defined in Section 14. Buyer shall take all steps necessary to fully effectuate the provisions of this Section 3. (ii) Certificate(s) evidencing the Position shall be issued and delivered to the Seller immediately following the actions anticipated by Section 3(e)(i) herein (the “Actions”), but in no case later than eleven (11) months following the Effective Date hereof. In the event that all Actions have not been completed by the eleventh month anniversary of this Agreement, Seller shall transfer to Buyer shares comprising the Position on that date and shall issue additional shares as necessary following completion of the Actions.

Stock Position. (i) In consideration of the benefits provided to the Company hereby, Company shall on the Closing Date issue and deliver to Seller two hundred fifty thousand (250,000) warrants of the Company which are immediately exercisable at an exercise price of twenty five cents ($0.25) with a term of three (3) years, and a cashless exercise option; seven hundred fifty thousand (750,000) fully paid, non-assessable restricted shares of the Company’s common stock and one year from the date of closing the Company shall issue an additional seven hundred fifty thousand (750,000) fully paid, non-assessable restricted shares of the Company’s common stock (collectively the “Position”). Buyer shall take all steps necessary to fully effectuate the provisions of this Section 3. (ii) Certificate(s) evidencing the Position shall be issued and delivered to the Seller no later than twelve (12) months following the Effective Date hereof. (iii) The effective date of all Shares transferred pursuant to this Section 3 shall be the Effective Date of this Agreement and shall be memorialized on the face of the certificates evidencing such shares. (iv) Notwithstanding anything contained herein to the contrary, the Anniverary Stock shall be issued to the Seller on the one (1) year anniversary of the closign date, provided, however, that in the event that the Company or the Buyer makes a claim for indemnification pursuant to Section 7(a) prior to the one (1) year anniversary, in addition to any other remedies available to the Company and the Buyer set forth herein, the number of shares of the Anniverary Stock shall be reduced by the result of the following amount: (a) the amount of the indemnity claim pursuant to Section 7(a); divided by (b) the five (5) day average price per share as quoted on the OTCBB or other electronic quotation system.

Stock Position. (i) In consideration of the benefits provided to the Company hereby, Company shall on the Closing Date issue and deliver to Seller two hundred fifty thousand (250,000) warrants of the Company which are immediately exercisable at an exercise price of twenty five cents ($0.25) with a term of three (3) years, and a cashless exercise option; seven hundred fifty thousand (750,000) fully paid, non-assessable restricted shares of the Company’s common stock and one year from the date of closing the Company shall issue an additional seven hundred fifty thousand (750,000) fully paid, non-assessable restricted shares of the Company’s common stock (collectively the “Position”). Buyer shall take all steps necessary to fully effectuate the provisions of this Section 3. (ii) Certificate(s) evidencing the Position shall be issued and delivered to the Seller no later than twelve (12) months following the Effective Date hereof. (iii) The effective date of all Shares transferred pursuant to this Section 3 shall be the Effective Date of this Agreement and shall be memorialized on the face of the certificates evidencing such shares.