Program Shares definition

Program Shares means Shares purchased pursuant to the Purchase Program.
Program Shares means Common Shares issued or issuable pursuant to the Sales Agency Agreements.
Program Shares means the shares of Common Stock purchased by a Participant that are subject to the transfer restrictions set forth in Section 6(e).

Examples of Program Shares in a sentence

  • The Program Shares may be offered and sold in (1) privately negotiated transactions (if and only if the parties hereto have so agreed in writing), or (2) by any other method or payment permitted by law deemed to be an “at the market” offering as defined in Rule 415 of the Securities Act, including sales made directly on the Principal Market or sales made to or through a market maker or through an electronic communications network.

  • The relative benefits received by EQR on the one hand and Xxxxxx Xxxxxxx on the other shall be deemed to be in the same proportion as the total net proceeds from the offering of Program Shares (before deducting expenses) received by EQR bear to the total commissions received by Xxxxxx Xxxxxxx.

  • The authorizations referred to in Section 3.10, Section 3.12, Section 3.18, and Section 3.25 of this Agreement shall have been issued and shall be in full force and effect, and such authorizations shall not be the subject of any pending or, to the knowledge of the Transaction Entities, threatened application for rehearing or petition for modification, and are sufficient to authorize the issuance and sale of the Program Shares.

  • Additionally, Xxxxxx Xxxxxxx is not advising the Transaction Entities or any other person as to any legal, tax, investment, accounting or regulatory matters in any jurisdiction with respect to the offering of Program Shares contemplated hereby.

  • Program Shares are no-load or load- waived share classes and therefore not subject to any upfront sales charge.

  • Notwithstanding any other provision of this Agreement, in the event EQR engages Xxxxxx Xxxxxxx for a sale of Program Shares that would constitute a “distribution” within the meaning of Rule 100 of Regulation M under the Exchange Act, EQR and Xxxxxx Xxxxxxx will agree to compensation that is customary for Xxxxxx Xxxxxxx with respect to such transactions.

  • Notwithstanding the provisions of this Section 6.04, Xxxxxx Xxxxxxx shall not be required to contribute any amount in excess of the amount by which the total price at which the Program Shares sold by it were sold to the public exceeds the amount of any damages which Xxxxxx Xxxxxxx has otherwise been required to pay by reason of any such untrue or alleged untrue statement or omission or alleged omission.

  • Program Shares are no-load or load-waived share classes and therefore not subject to any upfront sales charge.

  • Notwithstanding any other provision of this Agreement, Xxxxxx Xxxxxxx shall not be obligated to sell any Program Shares hereunder during (i) any period in which it reasonably believes that EQR is, or could be deemed to be, in possession of material non-public information or (ii) during the fourteen (14) calendar days prior to any public announcement or release disclosing EQR’s results of operations or financial condition for a completed quarterly or annual fiscal period.

  • The trading of the Common Shares (including without limitation the Issuance Shares) shall not have been suspended by the Commission, the Principal Market or the Financial Industry Regulatory Authority since the immediately preceding Settlement Date or, if there has been no Settlement Date, the Closing Date, and the Program Shares (including without limitation the Issuance Shares) shall have been approved for listing or quotation on and shall not have been delisted from the Principal Market.


More Definitions of Program Shares

Program Shares shall have the meaning specified in Section 5.1.
Program Shares means the 20,000 common shares of the Company purchased by Employee with the proceeds of the 2000 Note. The Program Shares are without restriction by the Company, except that for a period of two years after their date of issue, the Program Shares may not be sold, transferred or otherwise disposed of by Employee, voluntarily or involuntarily, without the written consent of the Company, except (a) upon death, Disability, retirement at or after age 65, termination by Employee for Good Reason or termination by the Company without Cause, (b) transfers to other officers of the Company or (c) upon a Change in Control. Any sale of the Program Shares must comply with the Securities Act of 1933 and the rules thereunder. The Program Shares will bear a legend to such effect.
Program Shares means restricted shares of Common Stock purchased by a Participant under Section 5 of the Plan.
Program Shares means any shares of the Funds that are (i) eligible for purchase by Investors without transaction charges through the FundCircuit Program and actually purchased; (ii) beneficially owned by Investors; and (iii) held in a clearing account by Bear Sterxx xx its capacity as a clearing broker on behalf of the Authorized Correspondent. Program Shares may be subject to certain minimum purchase amount criteria, as may be modified from -100- 4 time to time. Such minimum purchase amount is a per-Fund minimum without aggregation between Funds in the same Fund family.
Program Shares means Shares purchased pursuant to the Purchase Program. (nn) “Program Agent” means the agent appointed by the Company from time to time
Program Shares means the 40,000 shares of the Company purchased by Employee with the proceeds of the 1997 Note plus the 40,000 additional shares of the Company purchased by Employee and financed via the Share Purchase Note. The Program Shares are without restriction by the Company, except that for a period of two years after their date of issue, the Program Shares may not be sold, transferred or otherwise disposed of by Employee, voluntarily or involuntarily, without the written consent of the Company, except (a) upon death, Disability, retirement at or after age 65, termination by Employee for Good Reason or termination by the Company without Cause, (b) transfers to other officers of the Company or (c) upon a Change in Control. Any sale of the Program Shares must comply with the Securities Act of 1933 and the rules thereunder. The Program Shares will bear a legend to such effect.

Related to Program Shares

  • Placement Shares shall have the meaning given in the Recitals hereto.

  • Issuance Shares means all shares of Common Stock issued or issuable pursuant to an Issuance that has occurred or may occur in accordance with the terms and conditions of this Agreement.

  • Offered Shares has the meaning set forth in Section 3.02(a).

  • Secondary Market Transaction has the meaning set forth in Section 5.5.

  • Selling Period means any Forward Hedge Selling Period or any Issuance Selling Period.

  • Xxxxx Fargo Securities means Xxxxx Fargo Securities, LLC.

  • Settlement Shares With respect to any Settlement Date, a number of Shares, not to exceed the Base Amount, designated as such by Party B in the related Settlement Notice or by Party A pursuant to “Termination Settlement” below; provided that on the Maturity Date the number of Settlement Shares shall be equal to the Base Amount on such date.

  • Underlying Shares means the shares of Common Stock issued and issuable upon conversion of the Preferred Stock and upon exercise of the Warrants.

  • Dealer Manager Fee means the fee from the sale of Shares in a Primary Offering, payable to the Dealer Manager for serving as the dealer manager of such Primary Offering.

  • Additional Purchased Securities Securities provided by Seller to Buyer pursuant to Paragraph 4(a) hereof;

  • Forward Purchase Shares shall have the meaning given in the Recitals hereto.

  • Offered Units shall have the meaning set forth in Section 11.1 hereof.

  • Forward Hedge Selling Period means, subject to Section 2(c) hereof, the period of one to 20 consecutive Trading Days (as determined by the Company in the Company’s sole discretion and specified in the applicable Placement Notice (as amended by the corresponding Acceptance, if applicable) specifying that it relates to a “Forward”) beginning on the date specified in the applicable Placement Notice (as amended by the corresponding Acceptance, if applicable) or, if such date is not a Trading Day, the next Trading Day following such date and ending on the last such Trading Day or such earlier date on which the Forward Seller shall have completed the sale of Forward Hedge Securities in connection with the applicable Forward; provided that if, prior to the scheduled end of any Forward Hedge Selling Period (x) any event occurs that would permit the Forward Purchaser to designate a “Scheduled Trading Day” as an “Early Valuation Date” (as each such term is defined in the Master Forward Confirmation) under, and pursuant to the provisions opposite the caption “Early Valuation” in Section 2 of the Master Forward Confirmation or (y) a “Bankruptcy Termination Event” (as such term is defined in the Master Forward Confirmation) occurs, then the Forward Hedge Selling Period shall, upon the Forward Seller becoming aware of such occurrence, immediately terminate as of the first such occurrence. Any Forward Hedge Selling Period then in effect shall immediately terminate upon the termination of this Agreement pursuant to Section 9 or Section 13 hereof and as set forth in Sections 2(b) and 4 hereof.

  • Initial Shares means a number of Registrable Securities equal to the lesser of (i) the total number of Registrable Securities and (ii) one-third of the number of issued and outstanding shares of Common Stock that are held by non-affiliates of the Company on the day immediately prior to the filing date of the Initial Registration Statement.

  • Firm Shares has the meaning given to it in the first paragraph of this Agreement;

  • Dealer Manager Agreement shall have the meaning set forth in the preamble.

  • Underwritten Securities shall include the Initial Underwritten Securities and all or any portion of the Option Securities agreed to be purchased by the Underwriters as provided herein, if any. The Terms Agreement, which shall be substantially in the form of Exhibit A hereto, may take the form of an exchange of any standard form of written telecommunication between you and the Company. Each offering of Underwritten Securities through you or through an underwriting syndicate managed by you will be governed by this Agreement, as supplemented by the applicable Terms Agreement.

  • Offered Securities shall have the meaning specified in Section 5.03(b)(ii)(B).

  • Exempt commercial purchaser means any person purchasing commercial insurance that, at the time of placement, meets the following requirements:

  • Equity-linked Securities means any debt or equity securities that are convertible, exercisable or exchangeable for Class A Shares issued in a financing transaction in connection with a Business Combination, including but not limited to a private placement of equity or debt.

  • Offering Shares means the Class A Shares sold in the Offering, whether such Class A Shares were purchased in the Offering or in the secondary market following the Offering and whether or not such holders are affiliates of the Sponsor.

  • Programme Maximum Number of ETP Securities means 1,000,000,000.

  • BofA Securities means BofA Securities, Inc.

  • Offering shall have the meaning ascribed to such term in Section 2.1(c).

  • Unit Shares means the Common Shares comprising part of the Units;