Exercise of Shares Clause Samples

Exercise of Shares. Nothing contained in this Section 8 shall be construed as requiring the Purchaser(s) to convert their Shares or Option Shares, as the case may be, prior to or after the filing of any registration statement or the effectiveness thereof.
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Exercise of Shares. Without derogating from the provisions of the Share Exchange Agreement relating to the rights of the Ocean Group to sell Creations’ shares held and to be held by them, it is agreed between the Parties that if, notwithstanding the foregoing, during the Public Company Period, a resolution on any of the matters listed above with respect to minority interest protection is passed contrary to the opinion of the Ocean Group, then the Ocean Group will be entitled to immediately exercise Creations’ shares held by it as of the date of this Agreement. For the avoidance of doubt, the share certificate or any other document constituting evidence of the ownership by the Ocean Group of Creations’ shares will include a provision relating to the right to sell any Creations’ shares held by it as of the date of this Agreement, as set forth above. Pursuant to any regulatory restrictions.
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Exercise of Shares. Shares may be exercised by the Grantee on the following basis: (a) Upon the earliest of (i) the third anniversary of the Date of Award, (ii) the termination of employment of the Grantee with the Corporation and its Subsidiaries, for reasons other than death, or (iii) the death of the Grantee, as designated by the Grantee in his Deferral Election, the Grantee, or his legal representative, if applicable, may exercise all Shares then credited to his Account. (b) In the event that the Committee, upon written petition of the Grantee, determines, in its sole discretion, that the Grantee has suffered an unforeseeable financial emergency, the Grantee will be permitted to exercise the number of Shares in his Account necessary to meet the emergency. For purposes of this Subsection, an "unforeseeable financial emergency" means an unexpected need for cash arising from an illness, disability, casualty loss, sudden financial reversal or other such unforeseeable occurrence. Cash needs arising from foreseeable events such as the purchase of a house or education expenses for children will not be considered to be the result of an unforeseeable financial emergency.
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Exercise of Shares. Nothing contained in this Section 8 shall be construed as requiring Winstar, Winstar Sub or any of their Affiliates to convert their Shares or Warrant Shares, as the case may be, prior to or after the filing of any registration statement or the effectiveness thereof.
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Related to Exercise of Shares

  • Exercise of Option The Over-allotment Option granted pursuant to Section 1.2.1 hereof may be exercised by the Representative as to all (at any time) or any part (from time to time) of the Option Units within 45 days after the effective date (“Effective Date”) of the Registration Statement (as defined in Section 2.1.1 hereof). The Underwriters will not be under any obligation to purchase any Option Units prior to the exercise of the Over-allotment Option. The Over-allotment Option granted hereby may be exercised by the giving of oral notice to the Company by the Representative, which must be confirmed in accordance with Section 10.1 herein setting forth the number of Option Units to be purchased and the date and time for delivery of and payment for the Option Units (the “Option Closing Date”), which will not be later than five (5) full Business Days after the date of the notice or such other time and in such other manner as shall be agreed upon by the Company and the Representative, at the offices of EG&S or at such other place (including remotely by facsimile or other electronic transmission) as shall be agreed upon by the Company and the Representative. If such delivery and payment for the Option Units does not occur on the Closing Date, the Option Closing Date will be as set forth in the notice. Upon exercise of the Over-allotment Option, the Company will become obligated to convey to the Underwriters, and, subject to the terms and conditions set forth herein, the Underwriters will become obligated to purchase, the number of Option Units specified in such notice.

  • Exercise of SAR In order to exercise the SAR, the SAR Holder shall submit to the Company an instrument specifying the whole number of Shares in respect of which the SAR is being exercised. Shares will be issued accordingly by the Company within 30 days. The payment upon a SAR exercise shall be solely the number of whole Shares calculated in paragraph (a) above. Fractional Shares shall be rounded down to the nearest whole Share with no cash consideration being paid upon exercise. Anything to the contrary herein notwithstanding, the Company shall not be obligated to issue any Shares hereunder if the issuance of such Shares would violate the provision of any applicable law, in which event the Company shall, as soon as practicable, take whatever action it reasonably can so that such Shares may be issued without resulting in such violations of law.

  • Exercise of SARs Upon exercise of a SAR, the Participant (or any person having the right to exercise the SAR after his or her death) shall receive from the Company (a) Shares, (b) cash or (c) a combination of Shares and cash, as the Committee shall determine. The amount of cash and/or the Fair Market Value of Shares received upon exercise of SARs shall, in the aggregate, be equal to the amount by which the Fair Market Value (on the date of surrender) of the Shares subject to the SARs exceeds the Exercise Price.

  • Subscription of Shares For the sum of U.S.$25,000, which the Company acknowledges receiving in cash, the Company hereby issues the Shares to the Subscriber, and the Subscriber hereby subscribes for the Shares from the Company, subject to forfeiture, on the terms and subject to the conditions set forth in this Agreement. Concurrently with the Subscriber’s execution of this Agreement, the Company shall register the Shares in the name of the Subscriber on the register of members of the Company. All references in this Agreement to Shares being forfeited shall take effect as surrenders for no consideration of such shares as a matter of Cayman Islands law.

  • Purchase of Shares For the sum of $25,000 (the “Purchase Price”), which the Company acknowledges receiving in cash, the Company hereby issues the Shares to the Subscriber, and the Subscriber hereby purchases the Shares from the Company, subject to forfeiture, on the terms and subject to the conditions set forth in this Agreement. Concurrently with the Subscriber’s execution of this Agreement, the Company shall, at its option, deliver to the Subscriber a certificate registered in the Subscriber’s name representing the shares (the “Original Certificate”), or effect such delivery in book-entry form.