Offering of Stock Sample Clauses

The "Offering of Stock" clause defines the terms and conditions under which a company may issue or sell shares of its stock to investors or the public. This clause typically outlines the procedures for making an offering, such as required approvals, pricing mechanisms, and any restrictions on who may purchase the stock. For example, it may specify whether the offering is public or private and detail compliance with relevant securities laws. Its core function is to provide a clear framework for the issuance of stock, ensuring legal compliance and transparency for both the company and potential investors.
Offering of Stock. Upon authorization by you of the release of the Stock, you propose to offer the Stock for sale upon the terms and conditions set forth in the Prospectus.
View SourceView Similar (4)
Offering of Stock. Neither the Company nor any agent acting on its behalf has taken in the past or in the future will take any action which would subject the issuance or sale of the Shares, to the provisions of Section 5 of the Securities Act of 1933 (the "1933 Act") without complying with Section 5 of the 1933 Act or an exemption therefrom.
View SourceView Similar (2)
Offering of Stock. Neither the Company nor, to the knowledge of the Company, any person or entity authorized or employed by the Company as agent, broker, dealer or otherwise in connection with the offering or sale of the Stock has offered the Stock for sale to, or solicited any offers to buy the Stock from, or otherwise approached or negotiated with respect thereto with, any person or persons other than the Purchaser and certain other purchasers of similar notes and stock under circumstances that have involved the use of any form of general advertising or solicitation as such terms are used in Regulation D promulgated under the Securities Act of 1933, as amended (the "Securities Act"), and neither the Company nor, to the knowledge of the Company, any person acting on its behalf has taken any action (including, without limitation, any offer, issuance or sale of any security of the Company, whether to a subsequent investor or otherwise, under circumstances which might require the integration of such security with the offering of the Stock under the Securities Act or the rules and regulations of the Securities and Exchange Commission [the "Commission"] thereunder) in a manner which would make the exemptions afforded by the Securities Act unavailable for the offering, issuance or sale of the Stock.
View Source
Offering of Stock. We understand that you will notify us when the initial public offering of the Stock is to be made and of the initial public offering price. We hereby authorize you, in your sole discretion, after the initial public offering, to change the public offering price, the concession and the reallowance. The offering price at any time in effect is hereinafter referred to as the "public offering price." We agree that we will not offer any of the Stock for sale at a price other than the public offering price or allow any discount therefrom except as herein otherwise specifically provided. We agree that public advertisement of the offering shall be made by you on behalf of the Underwriters on such date as you shall determine. We have not advertised the offering and will not do so until after such date. We understand that any advertisement we may then make will be our own responsibility and at our own expense. We authorize you to reserve and offer for sale to institutions and other retail purchasers and to dealers (the "Selected Dealers") to be selected by you (such dealers may include
View Source

Related to Offering of Stock

  • OFFERING OF SHARES (a) NLD shall have the right to buy from the Funds the Shares needed to fill unconditional orders for Shares of the Funds placed with NLD by investors or selected dealers or selected agents (each as defined in Section 12 hereof) acting as agent for their customers’ or on their own behalf. Alternatively, NLD may act as the Funds’ agent, to offer, and to solicit offers to subscribe to, Shares of the Funds. (b) The price that NLD shall pay for Shares purchased from the Funds shall be the NAV used in determining the Public Offering Price on which the orders are based. Shares purchased by NLD are to be resold by NLD to investors at the respective Public Offering Price(s), or to selected dealers or selected agents acting in accordance with the terms of selected dealer or selected agent agreements described in Section 12 of this Agreement. The Funds will advise NLD of the NAV(s) each time that it is determined by the Funds, or its designated agent, and at such other times as NLD may reasonably request. (c) NLD will promptly forward all orders and subscriptions to the Funds or its designated agent. All orders and all subscriptions shall be directed to the Funds for acceptance and shall not be binding until accepted by the Funds. Any order or subscription may be rejected by the Funds; provided, however, that the Funds will not arbitrarily or without reasonable cause refuse to accept or confirm orders or subscriptions for the purchase of Shares. The Funds or its designated agent will confirm orders and subscriptions upon their receipt, will make appropriate book entries and, upon receipt by the Funds or its designated agent of payment therefore, will issue such Shares in uncertificated form pursuant to the instructions of NLD. NLD agrees to cause such payment and such instructions to be delivered promptly to the Funds or its designated agent. (d) The Funds reserve the right to suspend the offering of Shares of the Funds at any time in the absolute discretion of the Board, and upon notice of such suspension NLD shall cease to offer Shares of the Funds specified in the notice. (e) No Shares shall be offered by either NLD or the Funds under any of the provisions of this Agreement and no orders for the purchase or sale of Shares hereunder shall be accepted by the Funds if and so long as the effectiveness of the Registration Statement then in effect or any necessary amendments thereto shall be suspended under any of the provisions of the Securities Act, or if and so long as a current Prospectus, as required by Section 10(b) of the Securities Act, as amended, is not on file with the SEC; provided, however, that nothing contained in this paragraph shall in any way limit the Funds’ obligation to repurchase Shares from any shareholder in accordance with the provisions of the Fund's Organizational Documents or the Prospectus applicable to the Shares.

  • Vesting of Shares Shares acquired pursuant to this Agreement shall become Vested Shares as provided in the Grant Notice. For purposes of determining the number of Vested Shares following an Ownership Change Event, credited Service shall include all Service with any corporation which is a Participating Company at the time the Service is rendered, whether or not such corporation is a Participating Company both before and after the Ownership Change Event.

  • Listing of Shares The Company hereby agrees to use commercially reasonable best efforts to maintain the listing or quotation of the ADSs, and Ordinary Shares on each Trading Market on which each is currently listed, and concurrently with the Closing, the Company shall apply to list or quote all of the Shares and/or ADSs on such Trading Markets and promptly secure the listing of all of the ADSs and Shares on such Trading Markets. The Company further agrees, if the Company applies to have the Ordinary Shares or ADSs traded on any other Trading Market, it will then include in such application all of the ADSs, Shares, and will take such other action as is necessary to cause all of the ADSs, Shares to be listed or quoted on such other Trading Market as promptly as possible. The Company will then take all action reasonably necessary to continue the listing and trading of its ADSs and Ordinary Shares on a Trading Market and will comply in all material respects with the Company’s reporting, filing and other obligations under the bylaws or rules of the Trading Market. The Company agrees to use commercially reasonable efforts to maintain the eligibility of the ADSs for electronic transfer through the Depository Trust Company or another established clearing corporation, including, without limitation, by timely payment of fees to the Depository Trust Company or such other established clearing corporation in connection with such electronic transfer.

  • Sale of Stock Subject to the terms and conditions of this Agreement, ------------- on the Purchase Date (as defined below) the Company will issue and sell to Purchaser, and Purchaser agrees to purchase from the Company, 960,000 shares of the Company's Common Stock (the "Shares") at a purchase price of $0.01 per Share ------ for a total purchase price of $9,600.00. The term "Shares" refers to the purchased Shares and all securities received in replacement of or in connection with the Shares pursuant to stock dividends or splits, all securities received in replacement of the Shares in a recapitalization, merger, reorganization, exchange or the like, and all new, substituted or additional securities or other properties to which Purchaser is entitled by reason of Purchaser's ownership of the Shares.

  • Purchase of Stock 2 Section 1.1