RIGHT TO ACQUIRE ADDITIONAL SHARES Sample Clauses

POPULAR SAMPLE Copied 1 times
RIGHT TO ACQUIRE ADDITIONAL SHARES. If at any time during the one year following the conversion by GTE or its Affiliates of any shares of Class B Common Stock, GTE and its Affiliates Own a number of shares of Class A Common Stock and Class C Common Stock that together equal or exceed 70% of the total number of shares of Common Stock outstanding on an As Converted Basis, then GTE shall have the right during the one year following such conversion to acquire from Genuity a number of shares of Class A Common Stock (the "ADDITIONAL A SHARES") such that, immediately after such acquisition, GTE and its Affiliates shall Own 80% of the total number of shares of Common Stock outstanding (including the Additional A Shares) on an As Converted Basis.
View SourceView Similar (2)
RIGHT TO ACQUIRE ADDITIONAL SHARES. If at any time during the Executive's employment with the Corporation or any Subsidiary, the Corporation issues any shares of the Common Stock, any securities convertible into or exchangeable for shares of the Common Stock or any options, warrants or rights to acquire shares of the Common Stock or securities convertible into or exchangeable for shares of the Common Stock to the Majority Stockholder or any Affiliate of the Majority Stockholder (the "New Issue Securities"), and if shares of the Common Stock are not Publicly Traded on the date of such issuance, the Corporation agrees that not later than sixty (60) days after the sale of any New Issue Securities it will offer in writing to sell to the Executive such number or principal amount of the New Issue Securities as would enable the Executive to maintain the same aggregate percentage ownership interest in the shares of the Common Stock (which for purposes of this Paragraph 16 shall include shares of the Common Stock issued and outstanding, shares held in the Corporation's treasury from time to time and shares subject to purchase pursuant to an option held by the Majority Stockholder on the date hereof) after such sale of the New Issue Securities as specified in the third WHEREAS clause of this Agreement. Notwithstanding the immediately preceding sentence, the term "New Issue Securities" shall not include shares of the Common Stock which are at any time subject to purchase, by the Majority Stockholder pursuant to an Option Agreement between the Corporation and the Majority Stockholder dated on or prior to the date of this Agreement. The offer of the Corporation to the Executive described in the first sentence of this Paragraph 16 shall contain the same price per share, security, option, warrant or other right constituting New Issue Securities and substantially similar terms and conditions as the sale of the New Issue Securities which obligates the Corporation to make the offer. The Executive shall be entitled to accept such offer only without modification and only in writing for a period of ten (10) days after the offer is made. In the event that such offer is accepted by the Executive, the Executive shall deliver to the Corporation (i) a check in the amount of the par value of the New Issue Securities being offered to the Executive and (ii) a promissory note payable to the Corporation in the same form and having the same date of maturity as the Note, bearing interest at a rate which is two percent (2%) ...
View SourceView Similar (6)
RIGHT TO ACQUIRE ADDITIONAL SHARES. (a) Subject to the other provisions of this Amendment and the Agreement, IHHI hereby grants to OCPIN the right to purchase from IHHI up to $6.7 million in additional Shares within 30 calendar days following the Default Termination Date (the “Payment Deadline”) at a price of $0.2586728 per share, or a maximum of 25,901,447 Shares, plus interest on the purchase price at the rate of 14% per annum from September 12, 2005 through the date of closing on the funds by IHHI. OCPIN shall deliver to IHHI payment of the purchase price in immediately available funds no later than the close of business on the Payment Deadline, and, subject to the other provisions of this Amendment, IHHI shall deliver to OCPIN certificates for the additional Shares no later than three business days following receipt of payment therefore (or clearance of New Investors with respect to particular funds, if necessary under Section 3). Upon one or more closings on funds received under this Section 2(a), IHHI shall promptly issue to OCPIN such additional portion of the 5,400,000 Shares referred to in Section 1(c) above as is represented by the additional funds being paid to IHHI under this Section 2(a), under the formula described in Section 1(c). (b) For purposes of Section 2(a) above, the term “Default Termination Date” shall mean the date on which IHHI notifies OCPIN (or one of its managing members) that it has been notified by Medical Provider Financial Corporation II (“MedCap”) that all events of default have been cured under that certain Credit Agreement, dated as of March 3, 2005, between IHHI and MedCap (the “Credit Agreement”).
View Source
RIGHT TO ACQUIRE ADDITIONAL SHARES. Pursuant to the terms of the Agreement in the event the Gross Revenues, as defined in the Agreement, of G-P do not exceed $17,500,000 annually by its fiscal year ending in 2001, the,Corporation shall grant to BIDCO the right to acquire an additional 10,000 shares of the common stock of the Corporation at the Exercise Price, subject to any adjustment pursuant to Section 4 above, at any time during the Exercise Period. A new option in the same form as this option shall be delivered to BIDCO within 10 days of receipt by G-P of its reviewed financial statement for its fiscal year ending in 2001. Absence of Rights of Holder
View Source

Related to RIGHT TO ACQUIRE ADDITIONAL SHARES

  • Right to Acquire Limited Partner Interests (a) Notwithstanding any other provision of this Agreement, if at any time the General Partner and its Affiliates hold more than 80% of the total Limited Partner Interests of any class then Outstanding, the General Partner shall then have the right, which right it may assign and transfer in whole or in part to the Partnership or any Affiliate of the General Partner, exercisable at its option, to purchase all, but not less than all, of such Limited Partner Interests of such class then Outstanding held by Persons other than the General Partner and its Affiliates, at the greater of (x) the Current Market Price as of the date three days prior to the date that the notice described in Section 15.1(b) is mailed and (y) the highest price paid by the General Partner or any of its Affiliates for any such Limited Partner Interest of such class purchased during the 90-day period preceding the date that the notice described in Section 15.1(b) is mailed. As used in this Agreement, (i) “Current Market Price” as of any date of any class of Limited Partner Interests means the average of the daily Closing Prices (as hereinafter defined) per Limited Partner Interest of such class for the 20 consecutive Trading Days (as hereinafter defined) immediately prior to such date; (ii) “Closing Price” for any day means the last sale price on such day, regular way, or in case no such sale takes place on such day, the average of the closing bid and asked prices on such day, regular way, as reported in the principal consolidated transaction reporting system with respect to securities listed on the principal National Securities Exchange (other than the Nasdaq Stock Market) on which such Limited Partner Interests are listed or admitted to trading or, if such Limited Partner Interests of such class are not listed or admitted to trading on any National Securities Exchange (other than the Nasdaq Stock Market), the last quoted price on such day or, if not so quoted, the average of the high bid and low asked prices on such day in the over-the-counter market, as reported by the Nasdaq Stock Market or such other system then in use, or, if on any such day such Limited Partner Interests of such class are not quoted by any such organization, the average of the closing bid and asked prices on such day as furnished by a professional market maker making a market in such Limited Partner Interests of such class selected by the General Partner, or if on any such day no market maker is making a market in such Limited Partner Interests of such class, the fair value of such Limited Partner Interests on such day as determined by the General Partner; and (iii) “Trading Day” means a day on which the principal National Securities Exchange on which such Limited Partner Interests of any class are listed or admitted for trading is open for the transaction of business or, if Limited Partner Interests of a class are not listed or admitted for trading on any National Securities Exchange, a day on which banking institutions in New York City generally are open.

  • Additional Shares or Options The Company hereby agrees that until the consummation of a Business Combination, it shall not issue any shares of Common Stock or any options or other securities convertible into Common Stock, or any preferred shares or other securities of the Company which participate in any manner in the Trust Account or which vote as a class with the Common Stock on a Business Combination.

  • Acquired Shares Any Shares or other voting securities of the Bank with respect to which beneficial ownership is acquired by Shareholder or its affiliates, including, without limitation, by purchase, as a result of a stock dividend, stock split, recapitalization, combination, reclassification, exchange or change of such Shares or upon exercise or conversion of any securities of the Bank, if any, after the date hereof shall automatically become subject to the terms of this Agreement.

  • Adjustments for Dividends in Stock or Other Securities or Property If while this Warrant, or any portion hereof, remains outstanding and unexpired, the holders of any class of securities as to which purchase rights under this Warrant exist at the time shall have received, or, on or after the record date fixed for the determination of eligible stockholders, shall have become entitled to receive, without payment therefor, other or additional stock or other securities or property (other than cash) of the Company by way of dividend, then and in each case, this Warrant shall represent the right to acquire, in addition to the number of shares of such class of security receivable upon exercise of this Warrant, and without payment of any additional consideration therefor, the amount of such other or additional stock or other securities or property (other than cash) of the Company that such holder would hold on the date of such exercise had it been the holder of record of the class of security receivable upon exercise of this Warrant on the date hereof and had thereafter, during the period from the date hereof to and including the date of such exercise, retained such shares and/or all other additional stock available by it as aforesaid during said period, giving effect to all adjustments called for during such period by the provisions of this Section 4.

  • Issuance of Additional Shares of Common Stock (i) In the event the Issuer shall at any time following the Original Issue Date issue any Additional Shares of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) of this Section 4), at a price per share less than the Warrant Price then in effect or without consideration, then the Warrant Price upon each such issuance shall be adjusted to that price determined by multiplying the Warrant Price then in effect by a fraction: (A) the numerator of which shall be equal to the sum of (x) the number of shares of Outstanding Common Stock immediately prior to the issuance of such Additional Shares of Common Stock plus (y) the number of shares of Common Stock (rounded to the nearest whole share) which the aggregate consideration for the total number of such Additional Shares of Common Stock so issued would purchase at a price per share equal to the Warrant Price then in effect, and (B) the denominator of which shall be equal to the number of shares of Outstanding Common Stock immediately after the issuance of such Additional Shares of Common Stock. (ii) No adjustment of the number of shares of Common Stock for which this Warrant shall be exercisable shall be made under paragraph (i) of Section 4(d) upon the issuance of any Additional Shares of Common Stock which are issued pursuant to the exercise of any Common Stock Equivalents, if any such adjustment shall previously have been made upon the issuance of such Common Stock Equivalents (or upon the issuance of any warrant or other rights therefor) pursuant to Section 4(e).