Examples of Purchaser Common Stock in a sentence
All of the shares of Purchaser Common Stock representing the Consideration to be issued to Seller upon conversion of the Shares, when issued in accordance with this Agreement, will be duly authorized and validly issued, and will be fully paid and nonassessable, free and clear of all Liens.
In the event Employee RSUs issued as Change of Control Bonuses fail to vest and are forfeited pursuant to the terms thereof following Closing, then Purchaser shall issue additional shares of Purchaser Common Stock to Seller in an amount equal to the number of such Employee RSUs that have failed to vest and are forfeited pursuant to the terms thereof (as adjusted for stock splits, stock dividends and the like).
The issuance of such additional shares of Purchaser Common Stock (if any) to Seller shall be made within forty-five (45) days of the end of each vesting period with respect to the Employee RSUs that were unvested and forfeited pursuant to the terms thereof at the end of such vesting period.
It is intended that the contribution of the Contributed Equity Interests shall be treated as a contribution of the Contributed Equity Interests by the Shareholders to Purchaser in exchange for Purchaser Common Stock pursuant to Section 351(a) of the Code, for U.S. federal income Tax purposes and, as applicable, state and local income Tax purposes as part of a single integrated transaction with the issuances of Purchaser Common Stock pursuant to the IPO and acquisition of certain other Combining Companies.
Upon or promptly following Closing, Purchaser shall issue shares of Purchaser Common Stock to certain employees of the Company and its Subsidiary and Affiliates as Change of Control Bonuses in the amounts set forth on Schedule 6.17 and subject to the terms set forth in the applicable equity plan, award agreement and other governing documents.