Tendered Shares Clause Samples

Tendered Shares. Subject to the terms and conditions of this Agreement and the Escrow Agreement, Buyer will purchase the Tendered Shares from the Shareholders. (a) The Tendered Shares to be purchased from the Shareholders shall be allocated as follows: (i) The Shareholders shall be entitled, at their sole election, to sell to Granite up to 20% of the shares held by such Shareholder on September 30, 1996. (ii) To the extent there are Shareholders who elect to sell less than all of the Tendered Shares which they are entitled to sell, such excess Tendered Shares shall be allocated in accordance with the Company's Stock Repurchase Policy adopted by the board of directors of the Company on July 29, 1994. (b) If the Shareholders fail to tender shares equal to all of the Tendered Shares, the Company will issue and sell to the Buyer, and the Buyer will purchase that number of shares of Common Stock such that immediately subsequent to such purchase and sale, Granite shall own 30% of the issued and outstanding Common Stock.
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Tendered Shares. The shareholders of the Company shall have tendered to the Company for purchase at least seventy percent (70%) of the outstanding shares of Capital Stock, (“Tendered Shares”), including all shares of common stock issuable upon conversion of all other classes of Capital Stock to common stock.
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Tendered Shares. The shareholders of the Company shall have tendered to the Company for purchase the Tendered Shares.
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Tendered Shares of any Series of Preferred may be withdrawn at any time until the Expiration Date of the Offer with respect to such Series of Preferred and, unless accepted for payment prior thereto, may be withdrawn after Monday, March 25, 1996. See "Terms of the Offer -- Withdrawal Rights."
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Tendered Shares. The Tendered Shares purchased on the Closing Date shall represent the Minimum Shares, and Company and DMG shall have delivered to Administrative Agent an Officers' Certificate to such effect.
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Tendered Shares. The Administrative Agent shall have received evidence that the Borrower has received not less than a majority of the outstanding Shares, validly tendered in accordance with the Acquisition Documents.
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Tendered Shares. The Tendered Shares to be delivered to Reliance at the Closing, will vest in Reliance good title thereto, free and clear of all liens, charges, encumbrances, equities, claims, litigation and options of whatever nature.
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Related to Tendered Shares

  • Option Shares For the purposes of covering any over-allotments in connection with the distribution and sale of the Firm Shares, the Company hereby grants to the Underwriters an option to purchase up to [●] additional shares of Common Stock, representing fifteen percent (15%) of the Firm Shares sold in the offering, from the Company (the “Over-allotment Option”). Such [●] additional shares of Common Stock, the net proceeds of which will be deposited with the Company’s account, are hereinafter referred to as “Option Shares.” The purchase price to be paid per Option Share shall be equal to the price per Firm Share set forth in Section 1.1.1 hereof. The Firm Shares and the Option Shares are hereinafter referred to together as the “Public Securities.” The offering and sale of the Public Securities is hereinafter referred to as the “Offering.”

  • Founder Shares In July 2024, K&F Growth Acquisition LLC II, a Delaware limited liability company (the “Sponsor”), purchased from the Company 9,583,333 Class B ordinary shares (the “Founder Shares”), for an aggregate consideration of $25,000, in a private placement exempt from registration under the Securities Act of 1933, as amended (the “Act”), pursuant to Section 4(a)(2) of the Act. No underwriting discounts, commissions, or placement fees have been or will be payable in connection with the purchase of Founder Shares. Except as described in the Registration Statement, none of the Founder Shares may be sold, assigned or transferred by the Sponsor until the earliest of: (i) one year following the consummation of the Business Combination; (ii) the closing price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the Business Combination; or (iii) subsequent to the consummation of a Business Combination, the date on which the last sale price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-day trading period commencing at least 150 days after our initial business combination, or the date on which we consummate a transaction which results in all of our shareholders having the right to exchange their shares for cash, securities or other property. The holders of Founder Shares shall have no right to any liquidating distributions with respect to any portion of the Founder Shares in the event the Company fails to consummate a Business Combination. The holders of the Founder Shares shall not have redemption rights with respect to the Founder Shares. In the event that the Over-allotment Option is not exercised in full, the Sponsor will be required to forfeit such number of Founder Shares (up to 1,250,000 Founder Shares) such that the Founder Shares then outstanding will comprise 25% of the issued and outstanding Class A Ordinary Shares of the Company after giving effect to the Offering and exercise, if any, of the Over-allotment Option (not including the Private Placement Shares).

  • Settlement Shares With respect to any Settlement Date other than the Final Date, the number of Shares designated as such by Counterparty in the relevant Settlement Notice or designated by Dealer pursuant to the “Termination Settlement” provisions of Paragraph 7(g) below, as applicable; provided that the Settlement Shares so designated shall (i) not exceed the Number of Shares at that time and (ii) in the case of a designation by Counterparty, be at least equal to the lesser of 100,000 and the Number of Shares at that time, in each case with the Number of Shares determined taking into account pending Settlement Shares; and

  • Common Shares 4 Company...................................................................................... 4

  • Company Shares If the managing underwriter has not limited the number of Registrable Securities to be underwritten, the Company may include securities for its own account or for the account of others in such registration if the managing underwriter so agrees and if the number of Registrable Securities which would otherwise have been included in such registration and underwriting will not thereby be limited.