Securities Options Sample Clauses

The Securities Options clause defines the terms under which a party may purchase or be granted options to acquire securities, such as shares or bonds, in a company. Typically, this clause outlines the conditions for exercising the options, the price at which the securities can be acquired, and any vesting schedules or restrictions that may apply. Its core practical function is to provide a clear framework for granting and exercising options, thereby incentivizing key stakeholders and aligning their interests with the company’s long-term success.
Securities Options. (a) The underlying security; (b) The price at which purchased or sold; (c) The expiration date; (d) The number of contracts; (
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Securities Options. In order to induce Parent and the Purchaser to enter into the Merger Agreement, the Stockholder hereby grants to the Parent an irrevocable option (the "Securities Option") to purchase all, but not less than all, of the shares of Preferred Stock and Common Stock (the "Option Securities") owned by the Stockholder at a price per share of Preferred Stock and per share of Common Stock of $28.75 in cash (the "Purchase Price"). As of the date hereof, the Stockholder owns 1,000,000 shares of Common Stock and 4,206,000 shares of Preferred Stock. In the event of a stock dividend or distribution, or any change in the Common Stock or Preferred Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, the term "Option Securities" shall refer to and include the Option Securities as well as all such stock dividends and distributions and any shares into which or for which any and all of the Option Securities may be changed or exchanged and the Purchase Price shall be adjusted to reflect appropriately the effect thereof. The Securities Option may be exercised, in whole but not in part, by the Parent at any time or from time to time on or after the date which is 60 days following a termination of the Merger Agreement (other than (x) a termination by mutual written consent of Parent and the Company, (y) by the Company pursuant to Section 7.1(g) of the Merger Agreement or (z) by Parent as a result of a material breach by the Company of a representation or warranty in Article II of the Merger Agreement).
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Securities Options. (1) The buyer of a European Securities Option is entitled to exercise such option on the Expiration Date as of the Earliest Exercise Time up to the expiration time. Any declaration of the exercise of an option which the seller receives on a Scheduled Trading Day before the expiration date or on the expiration date before the Earliest Exercise Time shall be deemed to have been received by the Earliest Exercise Time on the expiration date. (2) The buyer of an American Securities Option is entitled to exercise such option on any Scheduled Trading Day during the Exercise Period, in each case as of the Earliest Exercise Time up to the Latest Exercise Time. Any declaration of the exercise of an option which the seller receives on a Scheduled Trading Day before the Earliest Exercise Time shall be deemed to have been received by the Earliest Exercise Time on the relevant Scheduled Trading Day. A declaration of the exercise of the option received on a Scheduled Trading Day after the Latest Exercise Time shall be deemed to have been received by the Earliest Exercise Time on the immediately following Scheduled Trading Day. (3) The buyer of a Bermuda Securities Option is entitled to exercise this option on each agreed Exercise Day and on the Expiration Date, in each case as of the Earliest Exercise Time up to the Latest Exercise Time. Any declaration of the exercise of an option which the seller receives on an Agreed Exercise Day or on the expiration date, in each case before the Earliest Exercise Time, shall be deemed to have been received at the Earliest Exercise Time on the relevant Agreed Exercise Day or the expiration date. In all other cases it shall be deemed that there has not been any declaration of the exercise of an option. (4) In the event of a market disruption on the Expiration Date or an Agreed Exercise Day, Clause 11 shall apply subject to the proviso that the expiration date or the Agreed Exercise Day shall be postponed to the first Scheduled Trading Day following the end of market disruption. In case the market disruption persists for more than eight consecutive Scheduled Trading Days, the eighth Scheduled Trading Day shall be deemed to be the expiration date or Agreed Exercise Day, and, in case of the exercise of the option, the Valuation Date. In case of the exercise of the Securities Option, there shall not be any further postponement of the Valuation Date because of market disruptions. (5) In the event “Partial Exercise“ has been agreed upon in t...
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Related to Securities Options

  • Treatment of Options and Convertible Securities In case the Company at any time or from time to time after the date hereof shall issue, sell, grant or assume any Options or Convertible Securities (both as defined below), then, and in each such case, the maximum number of Additional Shares of Common Stock (as set forth in the instrument relating thereto, without regard to any provisions contained therein for a subsequent adjustment of such number the purpose of which is to protect against dilution) at any time issuable upon the exercise of such Options or, in the case of Convertible Securities and Options therefor, the conversion or exchange of such Convertible Securities, shall be deemed to be Additional Shares of Common Stock issued as of the time of such issue, sale, grant or assumption; PROVIDED, HOWEVER, that such Additional Shares of Common Stock shall not be deemed to have been issued unless the consideration per share (determined pursuant to Section 3.e hereof) of such shares would be less than the greater of the Current Market Price or the Warrant Price in effect on the date of and immediately prior to such issue, sale, grant or assumption, as the case may be; and PROVIDED, FURTHER, that in any such case in which Additional Shares of Common Stock are deemed to be issued: i. no further adjustment of the Warrant Price shall be made upon the exercise of such Options or the conversion or exchange of such Convertible Securities and the consequent issue or sale of Convertible Securities or shares of Common Stock; ii. if such Options or Convertible Securities by their terms provide, with the passage of time or otherwise, for any increase in the consideration payable to the Company, or decrease in the number of Additional Shares of Common Stock issuable, upon the exercise, conversion or exchange thereof (by change of rate or otherwise), the Warrant Price computed upon the original issue, sale, grant or assumption thereof, and any subsequent adjustments based thereon, shall, upon any such increase or decrease becoming effective, be recomputed to reflect such increase or decrease insofar as it affects such Options, or the rights of conversion or exchange under such Convertible Securities, which are outstanding at such time; iii. upon the expiration (or purchase by the Company and cancellation or retirement) of any such Options which shall not have been exercised, or the expiration of any rights of conversion or exchange under any such Convertible Securities which (or purchase by the Company and cancellation or retirement of any such Convertible Securities the rights of conversion or exchange under which) shall not have been exercised, the Warrant Price computed upon the original issue, sale, grant or assumption thereof, and any subsequent adjustments based thereon, shall, upon (and effective as of) such expiration (or such cancellation or retirement, as the case may be), be recomputed as if: (A) in the case of Options or Convertible Securities, the only Additional Shares of Common Stock issued or sold were the Additional Shares of Common Stock, if any, actually issued or sold upon the exercise of such Options or the conversion or exchange of such Convertible Securities and the consideration received therefor was the consideration actually received by the Company for the issue, sale, grant or assumption of all such Options, whether or not exercised, plus the consideration actually received by the Company upon such exercise, or for the issue or sale of all such Convertible Securities which were actually converted or exchanged, plus the additional consideration, if any, actually received by the Company upon such conversion or exchange, and (B) in the case of Options for Convertible Securities, only the Convertible Securities, if any, actually issued or sold upon the exercise of such Options were issued at the time of the issue, sale, grant or assumption of such Options, and the consideration received by the Company for the Additional Shares of Common Stock deemed to have then been issued was the consideration actually received by the Company for the issue, sale, grant or assumption of all such Options, whether or not exercised, plus the consideration deemed to have been received by the Company (pursuant to Section 3.e hereof) upon the issue or sale of such Convertible Securities with respect to which such Options were actually exercised;

  • Treatment of Expired Options and Unexercised Convertible Securities If, in any case, the total number of shares of Common Stock issuable upon exercise of any Option or upon conversion or exchange of any Convertible Securities is not, in fact, issued and the rights to exercise such Option or to convert or exchange such Convertible Securities shall have expired or terminated, the Exercise Price then in effect will be readjusted to the Exercise Price which would have been in effect at the time of such expiration or termination had such Option or Convertible Securities, to the extent outstanding immediately prior to such expiration or termination (other than in respect of the actual number of shares of Common Stock issued upon exercise or conversion thereof), never been issued.

  • Options, Warrants, etc In the event that the Company shall issue rights, options or warrants to any person or persons who are at the time of such issuance are stockholders of the Company, entitling them to subscribe for or purchase shares (or securities convertible or exchangeable into shares) at a price per share (or having a conversion or exchange price per share if a security convertible or exchangeable into shares) less than the $0.20 per share on the record date for such issuance (or the date of issuance, if there is no record date), the number of Consultant Shares on and after such record date (or issuance date, as the case may be) shall be determined by multiplying the number of Consultant Shares immediately prior to such record date (or issuance date, as the case may be) by a fraction, of which the numerator shall be the number of Consultant Shares outstanding on such record date (or issuance date, as the case may be) plus the number of Shares which the total offering price of the total number of such shares so as to be offered (or the aggregate initial exchange or conversion price of the exchangeable or convertible securities so to be offered) would purchase at such $0.20 on such record date (or issuance date, as the case may be) and of which the denominator shall be the number of Consultant Shares outstanding on such record date (or issuance date, as the case may be). Such adjustment shall be made successively whenever such an issuance occurs; and in the event that such rights, options, warrants, or convertible or exchangeable securities are not so issued or expire or cease to be convertible or exchangeable before they are exercised, converted, or exchanged (as the case may be), then the Consultant Shares shall again be adjusted to be the number of Consultant Shares that would then be in effect if such issuance had not occurred, but such subsequent adjustment shall not affect the number of Consultant Shares issued prior to the date such subsequent adjustment is made.

  • Options and Convertible Securities The consideration per share received by the Company for Additional Shares of Common Stock deemed to have been issued pursuant to paragraph (c), relating to Options and Convertible Securities, shall be determined by dividing: (A) the total amount, if any, received or receivable by the Company as consideration for the issue of such Options or Convertible Securities, plus the minimum aggregate amount of additional consideration (as set forth in the instruments relating thereto, without regard to any provision contained therein for a subsequent adjustment of such consideration) payable to the Company upon the exercise of such Options or the conversion or exchange of such Convertible Securities, or in the case of Options for Convertible Securities, the exercise of such Options for Convertible Securities and the conversion or exchange of such Convertible Securities; by (B) the maximum number of shares of Common Stock (as set forth in the instrument relating thereto, without regard to any provision contained therein for a subsequent adjustment of such number) issuable upon the exercise of such Options or the conversion or exchange of such Convertible Securities.

  • Rights, Warrants, Etc Pursuant to Instruction, the Custodian shall (a) deliver warrants, puts, calls, rights or similar securities to the issuer or trustee thereof, or to any agent of such issuer or trustee, for purposes of exercising such rights or selling such securities, and (b) deposit securities in response to any invitation for the tender thereof.