Basic Shares definition
Examples of Basic Shares in a sentence
For the avoidance of doubt, no Shares (including Dividend Equivalent Shares) shall be payable in respect of the Program Award if the Program Award is forfeited, and no Dividend Equivalent Shares shall be payable in respect of any dividend for which the record date falls on or after the date on which the Participant or other person entitled to the Basic Shares becomes the record owner of such Shares for dividend record-date purposes.
Investor recognizes that the Basic Shares have not been, and the Additional Shares, upon issuance, may not be, registered under the Securities Act of 1933 or qualified or registered under the laws of any state or other jurisdiction.
For the avoidance of doubt, no Shares (including Dividend Equivalent Shares) shall be payable in respect of the Award if the Award is forfeited, as hereafter provided, and no Dividend Equivalent Shares shall be payable in respect of any dividend for which the record date falls on or after the date on which ▇▇▇▇▇▇▇ or any other person entitled to the Basic Shares becomes the record owner of such Shares for dividend record-date purposes.
The issuance of the Securities will not be subject to any preemptive or similar rights (it being acknowledged by COM Canada that the number of Standby Shares, Basic Shares and Warrant Shares that it may be entitled to receive pursuant to this Agreement will depend on the number of Class B Shares issued to those Persons who have exercised Rights prior to the Expiry Time).
Subject to and in accordance with the terms hereof, on the Closing Date (i) Microcell shall issue and sell to COM Canada and COM Canada shall purchase, at the aggregate Subscription Price for such shares, the Basic Shares, and (ii) Microcell and COM Canada shall enter into the Warrant Agreement whereby Microcell shall issue the Warrants to COM Canada.
If Participant's continuous employment with the Company terminates or is interrupted for any reason stated below, Participant's rights with respect to the Award, including any "Core CAP Basic Shares" and "Core CAP Premium Shares" (each as defined below), "Supplemental CAP Shares" and shares subject to an Option ("Option shares"), each as may be set forth in the Stock Award Summary and/or Stock Option Grant Summary of this Agreement, will be affected as described below.
This Agreement may not be assigned by any party hereto, by operation of law or otherwise, without the prior written consent of the other parties hereto, provided, however, that the rights and obligations of COM Canada to purchase Standby Shares and Basic Shares hereunder may be assigned in whole or in part to one or more affiliates designated in writing by COM Canada, which assignment shall not release COM Canada from its obligations hereunder.
In order to facilitate the success of the Rights -------------------- Offering, Casino USA hereby commits to exercise its Basic Subscription Privilege to subscribe for all Shares that Casino USA may acquire by exercise of its Rights (the "Basic Shares").
It will use its reasonable best efforts to obtain all necessary consents, approvals or exemptions for the creation, offering and issuance of the Securities and the entering into and performance by it of this Agreement (including, for greater certainty, the issuance of the Rights and the Class B Shares issuable upon the exercise of such Rights, as well as the issuance to COM Canada of the Standby Shares, the Basic Shares, the Warrants and the Warrant Shares).
Subject to and in accordance with the terms hereof, on the Closing Date, COM Canada shall pay, in immediately available funds by wire transfer to an account designated by Microcell, or by certified cheque payable to Microcell, the aggregate Subscription Price that is payable for the Standby Shares and the aggregate Subscription Price that is payable for the Basic Shares.