Contingent Shares. Buyer agrees to pay to Seller additional consideration for the Company Shares as follows:
Contingent Shares. Except as provided in Paragraph 1 hereof, all contingent stock awards granted under the NiSource Inc. 1994 Long Term Incentive Plan or the 1988 Long Term Incentive Plan that have not vested as of January 31, 2003 shall vest in accordance with Section 6 of the Contingent Stock Agreements dated January 29, 2000 and January 1, 2001.
Contingent Shares. In the event that the Company raises capital through the sale of its securities to third parties (“Other Investors”) pursuant to one or more private placements that close after December 15, 2009 and on or before March 29, 2010 (collectively, the “Covered Offerings”), and subject to the terms and conditions of this Agreement and on the basis of the representations, warranties, covenants and agreements contained herein, the Subscriber shall purchase additional shares of Common Stock (the “Contingent Shares”) from the Company. The price per share payable by the Subscriber for Contingent Shares (the “Effective Price”) shall be the lesser of $1.75 and the lowest per share price paid by Other Investors for shares of Common Stock in any Covered Offering (not including the exercise or conversion price of any Common Stock equivalents sold in such Covered Offering). The number of Contingent Shares to be purchased by the Subscriber shall equal the quotient of (i) 50% of the gross dollar amount raised in all Covered Offerings, up to a maximum of $2,500,000, divided by (ii) the Effective Price. The total amount payable by the Subscriber for Contingent Shares is referred to herein as the “Contingent Purchase Price” and, together with the Initial Purchase Price, the “Purchase Price.”
Contingent Shares. Employee shall be entitled to receive the Contingent Shares (as defined in Annex B), upon the satisfaction of certain performance thresholds as specified in Annex B.
Contingent Shares. Subject to any right of setoff that the Buyer may be entitled to exercise (pursuant to Section 7.9 or otherwise) and to the rest of this Section 2.1(c), the Contingent Shares shall be earned and issued as set forth in this Section 2.1(c):
Contingent Shares. (a) If, during the period commencing May 1, 1998 and expiring April 30, 1999 (the "Revenues Measurement Period"), Xxxxx has at least $10,000,000 in Cumulative Gross Revenues and maintains a Cumulative Gross Margin of not less than 4%, the Members and the holder(s) of the 1997 Note Shares, as holders of shares of the HC Common Stock, shall be entitled to receive at the Final Exchange Closing (as hereinafter defined) the number of additional shares of the HC Common Stock (the "Additional Shares") set forth below, subject to adjustment as set forth in Section 7.17 hereof: If Revenues are at least But less than Number of Additional Shares ------------------------ ------------- --------------------------- $10,000,000 $15,000,000 737,776 $15,000,000 $20,000,000 2,039,770 $20,000,000 $25,000,000 4,109,590 $25,000,000 8,080,400 (b Each Member and holder of 1997 Note Shares shall be entitled to receive at the Final Exchange Closing a number of Additional Shares equal to the total number of Additional Shares multiplied by a fraction, the numerator of which is the number of Initial Member Shares and/or 1997 Note Shares to which such Member or holder is entitled pursuant to Section 1.1 hereof and the denominator of which is the sum of the number of Initial Member Shares and 1997 Note Shares.
Contingent Shares. (i) If any one of the following three events fails to occur prior to the second anniversary of the date hereof, then the Holder shall have the right to purchase 20,031 Contingent Shares (for a total of 140,213 Warrant Shares purchasable hereunder) upon exercise of this Warrant:
Contingent Shares. The Shares the subject of this Warrant shall be increased by 10,000 (to a total of 100,000 Shares) if and only if the closing bid price of the Company's Common Stock in the New York over-the- counter market (as reported by the National Association of Securities Dealers, Inc.), or the closing selling price if the Company's Common Stock becomes traded on the NASDAQ Small Cap Market or other exchange, is not $8.00 or more per share for five consecutive trading days at any time during the 12-month period beginning August 15, 1995. If the Warrantholder becomes so entitled to exercise this Warrant as to the additional 10,000 Shares (the "Contingent Shares"), the Company shall deliver a written acknowledgment to the Warrantholder, which acknowledgement shall be attached to this Warrant Certificate. Upon the effective date of such acknowledgment (August 15, 1996), all terms, conditions, representations and restrictions applicable to the original Shares shall apply to the Contingent Shares. Creation of rights to acquire the Contingent Shares shall not extend the term of this Warrant.
Contingent Shares. After the Effective Time, and for a period of four (4)years from the Closing Date, Coyote shall issue to the Shareholders, collectively (and for allocation between the Shareholders seventy percent (70%) to Xxxxxx and thirty percent (30%) to Enterprises), two shares of Coyote Common Stock for every customer obtained by the Surviving Corporation (or any Affiliate thereof) following the Closing; provided, however, that each such customer shall be subject to the prior approval of Coyote (which approval shall not be unreasonably withheld, conditioned or delayed) and provided, further, that each such customer shall purchase merchandise and/or services through the Surviving Corporation's electronic commerce systems with an aggregate retail price of $100 or more during any continuous thirty (30) month period before shares of Coyote Common Stock shall be issuable under this Section 6.12(d) with respect to that customer. For purposes of this Section 6.12, a "customer" includes, but is not limited to, a subscriber to the Surviving Corporation's electronic commerce system (whether or not such customer is then a customer or prospect of the Surviving Corporation, Enterprises or the current or future Affiliates of Enterprises). Shares of Coyote Common Stock to be issued pursuant to this Section 6.12(d) shall be issued to the Shareholders on a quarterly basis, in arrears, and not later than the tenth Business Day after the end of each calendar quarter. The number of shares of Coyote Common Stock to be issued pursuant to this Section 6.12(d) for each customer shall be subject to adjustment in the event of any stock split, stock combination or other similar transaction or recapitalization. Notwithstanding the foregoing, Coyote shall have no obligation to issue additional shares of Coyote Common Stock pursuant to this Section 6.12(d) if such additional shares would cause the number of shares of Coyote Common Stock that have been issued pursuant to this Section 6.12(d) to exceed thirteen percent (13%) of the total number of shares of Coyote Common Stock outstanding as of the Closing Date (assuming, for purposes of this calculation, the issuance of all shares of Coyote Common Stock issuable at the Effective Time, the issuance of all shares of Coyote Common Stock underlying the Series C Preferred Stock and the exercise of all options, warrants and other rights to acquire Coyote Common Stock (whether or not then vested) outstanding as of the Closing Date and the conversion of al...
Contingent Shares. (i) All of the Contingent Shares shall vest in the event that, during any full four calendar quarter period during the 16 full calendar quarters after the date of the completion of the IPO (excluding any partial quarter following the completion of the IPO) (the “Vesting Period”), the Company’s Core Earnings (as defined below) for such four-quarter period (and before the payment of any incentive fees by the Company) equals or exceeds the Hurdle Rate (as defined below). In addition, the Contingent Shares shall vest immediately upon termination of the Management Agreement.
