Permitted Stock Purchases definition

Permitted Stock Purchases means any purchase of the Capital Stock of any Borrower Entity which is not wholly-owned (directly or indirectly) by the Borrower in an amount not to exceed $25,000,000 in any single transaction; provided, that, after giving effect to any such purchase of Capital Stock, the aggregate of (i) the Cash Consideration and non-cash consideration (including without limitation, any Debt issued to finance any such acquisition, any Capital Stock issued to finance any such acquisition and any assumption of liabilities) for all Permitted Acquisitions in any fiscal year plus (ii) all Permitted Equity Investments in such fiscal year plus (iii) all purchases of Capital Stock of any Borrower Entity which is not wholly-owned (directly or indirectly) by the Borrower in such fiscal year, shall not exceed $100,000,000.
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Permitted Stock Purchases means the purchase of up to 5,000,000 shares of Borrower’s Common Stock pursuant to the Capped Call Option Agreement dated September 15, 2006 between Borrower and Citibank, N.A..
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Permitted Stock Purchases means (a) any purchase of the Capital Stock of any Subsidiary of the Borrower which is not a Wholly Owned Subsidiary in an aggregate amount not to exceed $25,000,000 in any fiscal year and (b) any purchase of the Capital Stock of any Subsidiary which is not a Wholly Owned Subsidiary of the Borrower; provided that (i) immediately after giving effect to such purchase, such Subsidiary shall be a Wholly Owned Subsidiary of the Borrower and (ii) the Borrower complies with the applicable terms of Section 7.12 and Section 7.14 with respect to such new Wholly Owned Subsidiary of the Borrower.
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Examples of Permitted Stock Purchases in a sentence

  • Borrower will not, and will not permit any of the other Obligors to, use the proceeds of the Advances for any purpose other than (a) to pay transactional fees, costs, and expenses incurred in connection with this Agreement, the other Loan Documents, and the transactions contemplated hereby and thereby, and (b) consistent with the terms and conditions hereof, for its lawful purposes (including the funding of Permitted Stock Purchases).

  • Borrower will not, and will not permit any of the other Obligors to, use the proceeds of the Loan for any purpose other than (a) to pay transactional fees, costs, and expenses incurred in connection with this Agreement, the other Loan Documents, and the transactions contemplated hereby and thereby, and (b) consistent with the terms and conditions hereof, for its lawful purposes (including the funding of Permitted Stock Purchases and to repay outstanding obligations under the Senior Loan Agreement).

  • Use the proceeds of the Advances for any purpose other than (a) on the Closing Date to pay transactional fees, costs, and expenses incurred in connection with this Agreement, the other Loan Documents, and the transactions contemplated hereby and thereby, and (b) thereafter, consistent with the terms and conditions hereof, for its lawful and permitted purposes, including as consideration for a Permitted Acquisition and the Permitted Stock Purchases.

  • Make any distribution (other than dividends payable in capital stock) on any shares of any class of its capital stock or apply any of its property or assets to the purchase, redemption, or other retirement of any shares of any class of capital stock of any Company (except for Permitted Stock Purchases) or in any way amend its capital structure.


More Definitions of Permitted Stock Purchases

Permitted Stock Purchases means repurchases and redemptions of the Stock of Parent conducted in accordance with a repurchase or redemption program approved by the Board of Directors of Parent, provided, that (a) no Default or Event of Default has occurred and is continuing at the time of any such repurchase or redemption or would result therefrom, (b) the aggregate purchase price of all Stock repurchased and redeemed shall not exceed $1,300,000 after the date of this Agreement and (c) Total Availability is at least $20,000,000 at the time of any such repurchase or redemption, after giving effect to such repurchase or redemption.
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Permitted Stock Purchases means Borrower's purchase or redemption of shares of its capital stock from employees not to exceed $500,000.00 in the aggregate during the term hereof.
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Related to Permitted Stock Purchases

  • Stock Purchase has the meaning set forth in the Recitals.

  • Restricted Stock Purchase Right means a right to purchase Stock granted to a Participant pursuant to Section 8.

  • Stock Purchase Rights means any warrants, options or other rights to subscribe for, purchase or otherwise acquire any shares of Common Stock or any Convertible Securities.

  • Restricted Stock Purchase Agreement means a written agreement between the Company and the Optionee evidencing the terms and restrictions applying to stock purchased under a Stock Purchase Right. The Restricted Stock Purchase Agreement is subject to the terms and conditions of the Plan and the Notice of Grant.

  • Stock Purchase Right means a right to purchase Common Stock pursuant to Section 11 below.

  • CONCURRENT STOCK APPRECIATION RIGHT or "CONCURRENT RIGHT" means a right granted pursuant to subsection 8(b)(2) of the Plan.

  • Stock Appreciation Rights or “SAR” means a right granted to a Participant under Section 6(c).

  • Stock Appreciation Rights Agreement means a written agreement between the Company and a Holder with respect to an Award of Stock Appreciation Rights.

  • Limited Stock Appreciation Right means an Award of a limited Tandem Stock Appreciation Right or a Non-Tandem Stock Appreciation Right made pursuant to Section 7.5 of this Plan.

  • Approved Stock Plan means any employee benefit plan which has been approved by the Board of Directors of the Company, pursuant to which the Company’s securities may be issued to any employee, officer or director for services provided to the Company.

  • Tandem Stock Appreciation Right means the right to surrender to the Company all (or a portion) of a Stock Option in exchange for an amount in cash and/or stock equal to the difference between (i) the Fair Market Value on the date such Stock Option (or such portion thereof) is surrendered, of the Common Stock covered by such Stock Option (or such portion thereof), and (ii) the aggregate exercise price of such Stock Option (or such portion thereof).

  • Stock Appreciation Right or “SAR” means a right to receive the appreciation on Common Stock that is granted pursuant to the terms and conditions of Section 5.

  • Stock Appreciation Right Agreement means a written agreement between the Company and a holder of a Stock Appreciation Right evidencing the terms and conditions of a Stock Appreciation Right grant. Each Stock Appreciation Right Agreement will be subject to the terms and conditions of the Plan.

  • Restricted Stock Plan means either the RPM International Inc. 1997 Restricted Stock Plan or the RPM International Inc. 2007 Restricted Stock Plan and any successor plan or arrangement to either of such plans, but shall not be deemed to mean or include the Omnibus Plan.

  • Rollover Options has the meaning provided in Subsection 3.1(h).

  • Non-Tandem Stock Appreciation Right means the right to receive an amount in cash and/or stock equal to the difference between (x) the Fair Market Value of a share of Common Stock on the date such right is exercised, and (y) the aggregate exercise price of such right, otherwise than on surrender of a Stock Option.

  • Purchased Stock means a right to purchase Common Stock granted pursuant to Article IV of the Plan.

  • INDEPENDENT STOCK APPRECIATION RIGHT or "INDEPENDENT RIGHT" means a right granted pursuant to subsection 8(b)(3) of the Plan.

  • Restricted Stock Units means an Award of stock units subject to such restrictions and conditions as the Administrator may determine at the time of grant.

  • Stock Acquisition means the purchase or other acquisition by Borrower or any of its Subsidiaries of all of the Equity Interests (by merger, stock purchase or otherwise) of any other Person.

  • Common Stock Purchase Agreement means an agreement among the Investor and/or PJC, Emergent and any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer and elects to participate, substantially in the form attached hereto as Exhibit A, pursuant to which Emergent will issue and sell (a) to the Investor and/or PJC, in the aggregate, 75,000,000 Shares at a price of $0.20 per share, and (b) to any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer that so requests, for every $1,000.00 of principal amount of Convertible Notes that it tenders into the Convertible Note Exchange Offer, 500 Shares at a price of $0.20 per share; provided, that the aggregate maximum number of Shares to be so issued and sold to the Convertible Note Holders who accept and exchange all of their Convertible Notes in the Convertible Note Exchange Offer pursuant to the Common Stock Purchase Agreement shall not exceed 40,000,000.

  • Previously Acquired Shares means shares of Common Stock that are already owned by the Participant or, with respect to any Incentive Award, that are to be issued upon the grant, exercise or vesting of such Incentive Award.

  • Stock Purchase Plan means the employee stock purchase plan to be established by Water Pik pursuant to Section 2.2.

  • Excluded Stock and Stock Equivalents means (i) any Stock or Stock Equivalents with respect to which, in the reasonable judgment of the Collateral Agent (confirmed in writing by notice to the Borrower), the cost or other consequences (including any adverse tax consequences) of pledging such Stock or Stock Equivalents in favor of the Secured Parties under the Security Documents shall be excessive in view of the benefits to be obtained by the Lenders therefrom, (ii) solely in the case of any pledge of Stock and Stock Equivalents of any Foreign Subsidiary or any Domestic Subsidiary substantially all of the assets of which consist of Stock or Stock Equivalents of Foreign Subsidiaries to secure the Obligations, any Stock or Stock Equivalents of any class of such Foreign Subsidiary or such Domestic Subsidiary in excess of 65% of the outstanding Stock or Stock Equivalents of such class (such percentage to be adjusted upon any Change in Law as may be required to avoid adverse U.S. federal income tax consequences to the Borrower or any Subsidiary), (iii) any Stock or Stock Equivalents to the extent the pledge thereof would violate any applicable Requirement of Law, (iv) in the case of (A) any Stock or Stock Equivalents of any Subsidiary to the extent such Stock or Stock Equivalents are subject to a Lien permitted by Section 10.2(h) or (B) any Stock or Stock Equivalents of any Subsidiary that is not wholly-owned by the Borrower and its Subsidiaries at the time such Subsidiary becomes a Subsidiary, any Stock or Stock Equivalents of each such Subsidiary described in clause (A) or (B) to the extent (1) that a pledge thereof to secure the Obligations is prohibited by any applicable Contractual Requirement (other than customary non-assignment provisions which are ineffective under the Uniform Commercial Code or other applicable law), (2) any Contractual Requirement prohibits such a pledge without the consent of any other party; provided that this clause (2) shall not apply if (x) such other party is a Credit Party or wholly-owned Subsidiary or (y) consent has been obtained to consummate such pledge (it being understood that the foregoing shall not be deemed to obligate the Borrower or any Subsidiary to obtain any such consent) and for so long as such Contractual Requirement or replacement or renewal thereof is in effect, or (3) a pledge thereof to secure the Obligations would give any other party (other than a Credit Party or wholly-owned Subsidiary) to any contract, agreement, instrument or indenture governing such Stock or Stock Equivalents the right to terminate its obligations thereunder (other than customary non-assignment provisions which are ineffective under the Uniform Commercial Code or other applicable law) and (v) any Stock or Stock Equivalents of any Subsidiary to the extent that (A) the pledge of such Stock or Stock Equivalents would result in adverse tax consequences to the Borrower or any Subsidiary as reasonably determined by the Borrower and (B) such Stock or Stock Equivalents have been identified in writing to the Collateral Agent by an Authorized Officer of the Borrower.

  • Restricted Stock Unit means a bookkeeping entry representing an amount equal to the Fair Market Value of one Share, granted pursuant to Section 8. Each Restricted Stock Unit represents an unfunded and unsecured obligation of the Company.

  • Restricted Stock Bonus means Stock granted to a Participant pursuant to Section 8.