Payment for Stock. Payment for shares purchased upon the exercise of this INCENTIVE STOCK OPTION in whole or in part shall be made in cash, except that if authorized by the Human Resources Committee in writing, the exercise price may also be paid by (i) the delivery of shares of Company Common Stock with a fair market value equal to the exercise price or (ii) a combination of cash and Company Common Stock equal to the exercise price. Notification of the amount due and prior to, or concurrently with, the delivery of the Employee of a certificate representing any shares purchased pursuant to the exercise of this INCENTIVE STOCK OPTION, the Employee shall promptly pay to the Company any amount necessary to satisfy applicable federal, state or local tax requirements. Further, upon disposition of shares of Common Stock acquired pursuant to the exercise of this INCENTIVE STOCK OPTION, the Company shall require the payment of the amount of taxes, if any, which are required by law to be withheld or otherwise paid with regard to such disposition.
Payment for Stock. Shares shall be issued only upon receipt by the Company of full payment of the purchase price for the shares as to which the option is exercised. The purchase price is payable by the Optionee to the Company either (i) in cash or by certified check or cashier's check payable to the order of the Company; or (ii) through the delivery of shares of Common Stock (duly owned by the Optionee and as to which the Optionee has good title free and clear of any liens and encumbrances) having a fair market value (as determined by the Board of Directors of the Company) equal to the purchase price; or (iii) by a combination of cash and Common Stock as provided above. The Company will not be obligated to deliver any shares unless and until, in the opinion of the Company's counsel, all applicable federal and state laws and regulations have been complied with, nor, in the event the outstanding common stock is at the time listed upon any stock exchange, unless and until the shares to be delivered have been listed or authorized to be added to the list upon official notice of legal matters in connection with the issuance and delivery of shares have been approved by the Company's counsel. Without limiting the generality of the foregoing, the Company may require from the Optionee such investment representation or such agreement, if any, as counsel for the Company may consider necessary in order to comply with the Securities Act of 1933, as amended and may require that the Optionee agree that he will notify the Company when he makes any disposition of the shares whether by sale, gift or otherwise. The Company will use its best efforts to effect any such compliance or listing, and the Optionee will take any action reasonably requested by the Company in such connection. The Optionee will have the rights of a shareholder only as to shares actually acquired by him upon exercise of the option granted hereby.
Payment for Stock. Stock purchased on exercise of the Option must be paid for as follows: (1) in cash or by check (acceptable to the Company in accordance with guidelines established for this purpose), bank draft or money order payable to the order of the Company, or (2) through the delivery of shares of Stock (which in the case of Shares acquired from the Company have been outstanding for at least six months) having a fair market value on the last business day preceding the date of exercise equal to the purchase price, or (3) by delivery of an unconditional and irrevocable undertaking by a broker to deliver promptly to the Company sufficient funds to pay the exercise price, or (4) if so permitted by this instrument (or by the Committee on or after the grant of the Option), by delivery of a promissory note by the Option holder to the Company, payable on such terms as are specified by the Committee, or (5) by any combination of the permissible forms of payment; provided, that if the Stock delivered upon exercise of the Option is an original issue of authorized Stock, at least so much of the exercise price as represents the par value of such Stock must be paid in cash. In the event that payment of the Option price is made under (2) above, the Committee may provide that the Option holder be granted an additional Option covering the numbers of shares surrendered, at an exercise price equal to the fair market value of a share of Stock on the date of surrender.
Payment for Stock. The purchase price of shares of Company Stock to be purchased by the Company (or its designee) pursuant to this Article VII will be paid by (a) at the Company's option, the cancellation of indebtedness owing from the Family LP to the Company or any of its Subsidiaries, (b) then, until the tenth anniversary of the date hereof, the Life Insurance Proceeds, if any, and (c) then, by the Company's delivery of a bank cashier's check or certified check for the remainder of the purchase price, if any, against delivery of the certificates or other instruments representing the Company Stock so purchased, Duly Endorsed; PROVIDED THAT, in the event (x) that the Company does not have sufficient cash flow to finance the full payment of such purchase price referred to in clause (c) above, as determined in good faith by a majority of the Board (including at least one Family LP Nominee) or (y) that the Company is not permitted, pursuant to the provisions of any Indebtedness of the Company or any of its Subsidiaries (after seeking in good faith to obtain from the lenders thereunder a consent reasonably acceptable to the Company with respect to effecting a cash repurchase), to pay cash in full payment of such purchase price referred to in clause (c) above, but is permitted, pursuant thereto and pursuant to all other credit obligations of the Company, to issue either or both of the Family LP Repurchase Notes (as defined below) in lieu thereof, then, in any of such events, the Company (or its designee) may, at its option, pay for that portion of such purchase price not payable from the cash flow of the Company or not permitted to be paid pursuant to the provisions of any credit obligations of the Company and its Subsidiaries (but only to the extent the notes contemplated by clauses (x) and (y) below are permitted to be issued pursuant to the provisions of any credit obligations of the Company and its Subsidiaries), following the payment of the Life Insurance Proceeds (which in no event shall exceed $15 million), any excess over such payment of Life Insurance Proceeds, (x) first, up to $15 million, with the delivery of a junior, subordinated promissory note bearing interest (payable in cash to the extent permitted by the credit obligations of the Company and its Subsidiaries and to the extent not permitted by the credit obligations of the Company and its Subsidiaries payable-in-kind) at a ten percent (10%) annual rate of interest, compounded annually and (y) the remainder, if a...
Payment for Stock. The Optionee shall pay for the entire Purchase Price in United States dollars, or, at Optionee's discretion, Optionee may elect to surrender Shares provided the Shares have been held for more than six (6) months and provided the Shares are surrendered to the Company in good form for transfer and the transfer will not cause Optionee or the Company to be in violation of the Securities Act, the Securities Exchange Act, or state securities laws. The combined amount paid in cash and the value of surrendered Shares must equal the Purchase Price. The Board shall determine the value of any surrendered Shares.
Payment for Stock. 46 7.5 Miscellaneous........................................................................... 47 7.6 Proxy and Escrow of Company Stock....................................................... 47 ARTICLE VIII COMPANY COVENANTS
Payment for Stock. All payments hereunder shall be made in cash, by certified cashier's or bank check, or by wire transfer of immediately available funds. To the extent that the proposed consideration to be paid by any proposed transferee as described in a Transfer Notice pursuant to Section 1.2 consists of property other than cash, and the Corporation provides the requisite written consent with respect to such non-cash consideration, the purchase price under Sections 1.2 through 1.4, inclusive, of this Agreement shall be paid in cash in lieu of the fair market value of such non-cash consideration, or the fair value thereof, if there is no market.
Payment for Stock. All or part of the Purchase Price for an exercise of this option may be paid either (a) in cash, by wire transfer or by certified check or bank cashier’s check, payable to the order of the Company, or (b) by surrendering a number of Shares received upon exercise of this option such that the Fair Market Value of such surrendered shares is equal to the aggregate Exercise Price of all shares being received pursuant to an exercise of this option (a “Cashless Exercise”); provided, however, that the Company shall have the discretion to determine whether a Cashless Exercise may be made upon each exercise of an option by the Participant. Any Cashless Exercise under this Section 5 will be conducted in a manner acceptable to the Company through a third party broker, and otherwise in compliance with Section 402 of the Sarbanes‑Oxley Act.
Payment for Stock. 3.1 The consideration for this transaction is the exchange of stock. Sellers will receive and agree to accept 16,000,000 duly issued shares of Buyer’s common stock; likewise, Buyer will receive and agrees to accept all the shares of Xxxxxxx BVI, owned by Sellers.
Payment for Stock. The entire Purchase Price may be paid in lawful money of the United States of America. Alternatively, to the extent that applicable law permits and subject to the sole and absolute discretion of the Committee, all or part of the Purchase Price may be paid by the surrender of Shares in good form for transfer. Such Shares must have a fair market value (as determined by the Committee) on the date of exercise of this option which, together with any amount paid in lawful money, is equal to the Purchase Price. With the Committee's consent, which may be given or withheld in its sole and absolute discretion, Optionee may pay some or all of the Purchase Price by delivery of the Optionee's promissory note (in a form and on terms satisfactory to the Committee).
