Examples of SFX Shares in a sentence
ID&T will not transfer any SFX Shares or Transaction Warrant Shares prior to the date that is the one-year anniversary of the earlier of (x) the date on which a Qualified IPO is consummated or (y) the Closing Date (such one-year period, the “Lock-up Period”).
The Parties acknowledge that, subject to the Lock-up Period on the SFX Shares and the Transaction Warrant Shares, ID&T will be permitted to transfer the SFX Shares and the Transaction Warrant Shares prior to SFX’s exercise of the call rights described in this paragraph.
SFX shall use commercially reasonable efforts to register the SFX Shares and Transaction Warrant Shares for resale with the SEC and to pursue a Qualified IPO.
During the period beginning one day after the three-year anniversary of the Closing Date and ending on (and including) the date that is the five-year anniversary of the Closing Date, SFX will have the right to purchase any SFX Shares and Transaction Warrant Shares, to the extent held by ID&T, for a purchase price of $50 per share (as adjusted for any stock splits, corporate reorganizations, or similar events from and after the Effective Date).
Promptly after the resolution of any dispute with respect to the Seller’s calculation of the Post-Closing True-up Amount, the Buyer or the Seller, as applicable, shall pay any remaining portion of the Post-Closing True-up Amount to the other (unless, in connection with any such resolution, the Parties determine that the SFX Shares will be cancelled in a manner consistent with Section 2.4(c)(ii) and in lieu of making all or a portion of such payment).
If a Qualified IPO is not consummated within 19 months following the Effective Date, then ID&T shall have the right to require SFX to acquire the following for an aggregate cash purchase price of $10 million (the “Put Price”): (i) any SFX Shares that have been issued to ID&T or ID&T’s right to acquire SFX Shares, as applicable; (ii) all Transaction Warrant Shares that ID&T has acquired pursuant to exercising Transaction Warrants; and (iii) any the Transaction Options to the extent not exercised.
During the period beginning on the Closing Date and ending on (and including) the date that is the three-year anniversary of the Closing Date, SFX will have the right to purchase any SFX Shares and any Transaction Warrant Shares, to the extent held by ID&T at such time, for a purchase price of $35 per share (as adjusted for any stock splits, corporate reorganizations, or similar events from and after the Effective Date).