After the Restricted Period Sample Clauses

After the Restricted Period the Key Employee shall receive a cash payment from the Company equal to any cash dividends paid with respect to the number of shares of Common Stock relating to the Restricted Stock Units that are earned hereunder.
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After the Restricted PeriodThe Subscriber acknowledges and agrees that the Shares may only be resold (a) in compliance with Regulation S; (b) pursuant to a Registration Statement under the Act; or (c) pursuant to an exemption from registration under the Act. The Subscriber acknowledges that if the Subscriber publicly re-offers all or any part of the Shares in the United States, the Subscriber may be deemed to be an underwriter, as defined in Section 2(11) of the Act, under certain circumstances, for example, if the Subscriber purchases shares in this offering with a view to their distribution in the United States. Subscriber agrees to consult with the Subscriber's counsel prior to any such re-offer. Upon request of the Company, the Subscriber will furnish the Company with evidence of the availability of an exemption from registration for any resales. The Company may refuse to register any transfer of the Shares which it believes is not made in accordance with the Act and the rules and regulations promulgated thereunder.
After the Restricted Period. The First Legend will be removed from certificates representing the Shares at the request of the Subscriber following the Restricted Period; provided that nothing has come to the attention of the Company that would cause it to believe that the representations and warranties of the Subscriber in this Agreement were inaccurate in any material respect or that the Subscriber has failed to comply in any material respect with any of the Subscriber's agreements set forth herein.
After the Restricted Period if BNDESPAR elects to sell or assign the shares issued by the Company it owns, over a BOVESPA trading session, in order to reduce its equity interest in the total capital of the Company to a percentage lower than 9.72% (nine and seventy-two one-hundredths percent), the right of first refusal set forth in this Clause 6 shall not apply, and the consummation of said disposition, to the extent that it is in an amount equal to or exceeding R$50,000,000.00 (fifty million reais) for each 3 (three)-month period, shall be made only upon BNDESPAR sending notice to VID, at least 30 (thirty) days before the date scheduled for commencement of the sale, of its intent to dispose of the shares, and specifying the number of shares to be disposed of.
After the Restricted Period if a shareholder is prepared to sell any of its shares in the Venture Company and receives a bona fide purchase offer from a third party, the seller shall offer to sell such shares to the other shareholder (the "Offer") on the terms and conditions of the bona fide offer or, if not a cash offer, its nearest equivalent in cash. If an offer from a third party does not contain all necessary terms and conditions of the proposed purchase, in particular price and payment conditions, it shall not be considered as a bona fide offer for the purposes of this Clause and no transfer of such shares shall be permitted to a third party based on such offer.
After the Restricted Period. Stevxx Xxxxxx xxx not, during any one (1) calendar quarter, voluntarily or involuntarily transfer, assign, sell or convey a number of shares of Boyd Xxxmon Stock which is greater than one percent of the number of shares of Boyd Xxxmon Stock outstanding at the beginning of such calendar quarter. In the event that during the five (5) calendar quarters immediately following the Restricted Period Stevxx Xxxxxx xxxls shares of Boyd Xxxmon Stock on the open market at a per share price which is less than the Per Share Minimum Price, Boyd shall pay to Rumsxx xxx difference between the Per Share Minimum Price and the per share price at which such shares were sold on the open market.
After the Restricted Period. Stevxx Xxxxxx xxx not, during any one (1) calendar quarter, voluntarily or involuntarily transfer, assign, sell or convey a number of shares of Boyd Xxxmon Stock which is greater than one percent of the number of shares of Boyd Common Stock outstanding at the beginning of such calendar quarter. In the event that during (a) the five (5) calendar quarters immediately following the Restricted Period or (b) the five (5) calendar quarters immediately following the third (3rd) anniversary of the Closing Date (collectively, these two five-quarter periods are hereinafter referred to as (a) attached hereto (a "Rumsxx Xxxer Notice"), to the Chief Financial Officer of the Company in order to provide the Company a right of first refusal on the following terms and conditions: (a) The Rumsxx Xxxer Notice must contain a full description of the proposed sale of Boyd Xxxmon Stock by Stevxx Xxxxxx, xxcluding, without limitation, the number of shares of to be sold (the "Rumsxx Xxxected Shares"), the proposed price per share of the Boyd Common Stock, terms of payment for the Rumsxx Affected Shares and the proposed date of such sale. A Rumsxx Xxxer Notice shall constitute Stevxx Xxxxxx'x binding agreement to sell all of the Rumsxx Xxxected Shares to the Company on the terms and conditions specified therein. (b) If the Company elects to purchase all, and not less than all, of the Rumsxx Xxxected Shares from Stevxx Xxxxxx, xxe Company shall have until 5 p.m. Clayton, Alabama time on the first business day following the Company's receipt of the Rumsxx Xxxer Notice (the "Rumsxx Xxxer Deadline") to deliver to Stevxx Xxxxxx, in writing, notice of its election to so purchase the Rumsxx Xxxected Shares (the "Company Rumsxx Acceptance"). Upon such election by the Company, the Company shall purchase, and Stevxx Xxxxxx xxxll sell, of the Rumsxx Xxxected Shares to the Company upon the terms and conditions contained in the Rumsxx Xxxer Notice within three (3) business days following Stevxx Xxxxxx'x xxxeipt of the Company Rumsxx Acceptance. At the closing, Stevxx Xxxxxx xxxll deliver to the Company his confirmation that he has transferred the Rumsxx Xxxected Shares free and clear of any and all pledges, liens, claims, security interests or other encumbrances (other than restrictions imposed by this Agreement or applicable securities laws) and the Company shall pay to Stevxx Xxxxxx xxx consideration set forth in the Rumsxx Offer Notice in accordance with the terms described therein, as well ...
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Related to After the Restricted Period

  • Extension of Restricted Period In addition to the remedies the Company may seek and obtain pursuant to Section 8 of this Agreement, the Restricted Period shall be extended by any and all periods during which the Executive shall be found by a court to have been in violation of the covenants contained in Section 7 hereof.

  • Restriction Period The Restriction Period with respect to each Restricted Stock Unit is the time between the Grant Date and the date such Restricted Stock Unit vests.

  • Restricted Period Prior to the termination of the Restricted Period with respect to the issuance of the Certificates, transfers of interests in the Temporary Regulation S Global Certificate to U.S. persons (as defined in Regulation S) shall be limited to transfers made pursuant to the provisions of clause (e) above.

  • Extension of Restriction Period The Restriction Period shall be tolled for any period during which the Executive is in breach of any of Sections 4.2, 4.3 or 4.4 hereof.

  • Termination of Restrictions Except as set forth in Section 9.3 hereof, the restrictions imposed by this Section 9 upon the transferability of Restricted Securities shall cease and terminate as to any particular Restricted Securities: (a) which shall have been effectively registered under the Securities Act, or (b) when, in the opinions of both counsel for the holder thereof and counsel for the Company, such restrictions are no longer required in order to insure compliance with the Securities Act or Section 10 hereof. Whenever such restrictions shall cease and terminate as to any Restricted Securities, the Holder thereof shall be entitled to receive from the Company, without expense (other than applicable transfer taxes, if any), new securities of like tenor not bearing the applicable legends required by Section 9.1 hereof.

  • Period of Restriction (a) Subject to earlier vesting or forfeiture as hereinafter provided, the period of restriction (the “Period of Restriction”) applicable to the Award Shares or each applicable portion thereof is from the Award Date through the date specified below, provided in each case the Participant’s Company Service (as defined in Paragraph 7) continues through such respective date: <<INSERT VESTING SCHEDULE>> (b) Subject to earlier vesting or forfeiture as provided in the Agreement, if the Participant has attained age sixty-five (65) prior to the end of any Period of Restriction applicable to the Award Shares or each applicable portion thereof, then upon the later to occur of (i) the date on which the Participant has attained age sixty-five (65) or (ii) the first (1st) anniversary of the Award Date, provided in each case that the Participant’s Company Service (as defined in Paragraph 7) has continued since the Award Date through such respective date, any remaining Period of Restriction shall end and any remaining restrictions applicable to any of the Award Shares shall automatically terminate and the Award Shares shall become free of restrictions and freely transferable. (c) If a Change in Control occurs after the Award Date and during the continuation of the Participant’s Company Service (as defined in Paragraph 7), any remaining Period of Restriction shall end and any remaining restrictions applicable to any of the Award Shares shall automatically terminate and the Award Shares shall become free of restrictions and freely transferable. (d) The applicable portion of the Award Shares shall become freely transferable by the Participant after the last day of its Period of Restriction.

  • Termination/Access Restriction SmileHawk reserves the right, in its sole discretion, to terminate the Site or your access to the Site and the related services or any portion thereof at any time, without notice. To the maximum extent permitted by law, this agreement is governed by the laws of the State of New Jersey and you hereby consent to the exclusive jurisdiction and venue of courts in New Jersey in all disputes arising out of or relating to the use of the Site. Use of the Site is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms, including, without limitation, this section. You agree that no joint venture, partnership, employment, or agency relationship exists between you and SmileHawk as a result of this agreement or use of the Site. SmileHawk's performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of SmileHawk's right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by SmileHawk with respect to such use. If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect. Unless otherwise specified herein, this agreement constitutes the entire agreement between the user and SmileHawk with respect to the Site and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and SmileHawk with respect to the Site. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. It is the express wish to the parties that this agreement and all related documents be written in English.

  • Lapse of Restrictions If, for any reason, Shares are issued to the Employee within six months of the Grant Date, the Employee agrees that he or she will not sell or otherwise dispose of any such Shares prior to the six-month anniversary of the Grant Date.

  • Release of Restrictions Upon vesting of any portion of the shares of Restricted Stock and satisfaction of any other conditions required by the Plan or pursuant to this Restricted Stock Agreement, the Company shall promptly either issue a stock certificate, without such restricted legend, for any shares of the Restricted Stock that have vested, or, if the shares are held in book entry form, the Company shall remove the notations on the book form for any shares of the Restricted Stock that have vested.

  • Expiration of Restrictions and Risk of Forfeiture Unless otherwise provided in Section 7 below, the restrictions on the Restricted Stock Units granted pursuant to this Agreement, including the Forfeiture Restrictions, will expire on September 30, 2014, and shares of Stock that are nonforfeitable and transferable will be issued to you in payment of your vested Restricted Stock Units as set forth in Section 5, provided that you remain in the continuous employ of, or a service provider to, the Company or its Subsidiaries until September 30, 2014.

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