Cash Delivery Option Sample Clauses

Cash Delivery Option. At its option, Counterparty may deliver to the Trust on the Exchange Date (even if the Exchange Date is not extended pursuant to Section 1.3(f)), in lieu of the Contract Shares, an amount in cash equal to, subject to adjustment as provided in Section 6.2, the Exchange Price of the Contract Shares (the "Cash Delivery Option"), paid by wire transfer to an account designated by the Trust, in Federal (immediately available same-day) funds; [provided, however, that Counterparty hereby waives its right to exercise the Cash Delivery Option and agrees to be bound by the decision AT&T Broadband CSC Holdings, Inc. ("Holdings") makes with respect to the Cash Delivery Option under the Forward Contract Agreement, dated as of the date hereof by and between the Trust and Holdings (the "Holdings Forward Contract");] provided[, further,] that in connection with a Rollover Offering which is consummated and as to which Counterparty has duly elected the Cash Delivery Option and has duly made a Rollover Offering Election, such cash payment shall be made no later than the fifth Business Day after the Exchange Date. [Counterparty may elect the Cash Delivery Option in respect of all, but not less than all, of the Contract Shares and may do so by notice to the Trust, the Collateral Agent and the Custodian not less than 30 Business Days prior to the Exchange Date.] If [Counterparty] [Holdings] elects the Cash Delivery Option and so notifies the Trust, the Trust shall promptly notify The Depository Trust Company and publish a notice in a daily newspaper of national circulation stating whether the holders of Equity Trust Securities will receive shares of Common Stock or cash (and specifying whether any such cash settlement is being made in connection with a Rollover Offering).
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Cash Delivery Option. At its option, Seller may deliver to Purchaser on the Exchange Date, in lieu of the Contract Shares, an amount in cash equal to, subject to adjustment as provided in Section 6.2, the Exchange Price of the Contract Shares (the "Cash Delivery Option"), paid by wire transfer to an account designated by Purchaser, in Federal (immediately available) funds. Seller may elect the Cash Delivery Option in respect of all, but not less than all, Contract Shares and may do so by notice to Purchaser, the Collateral Agent and the Custodian not less than 25 Business Days prior to the Exchange Date. If Seller elects the Cash Delivery Option and so notifies Purchaser, Purchaser shall promptly notify The Depository Trust Company and publish a notice in a daily newspaper of national circulation stating whether the holders of DECS will receive shares of Common Stock, cash or a combination thereof and, if a combination of Common Stock and cash, the relative proportion of each.
Sample 1
Cash Delivery Option. At its option, Seller may deliver to -------------------- Purchaser on the Exchange Date, in lieu of the Contract Shares, an amount in cash equal to, subject to adjustment as provided in Section 6.2, the Exchange Price of the Contract Shares (the "Cash Delivery Option"), paid by wire transfer -------------------- to an account designated by Purchaser, in Federal (immediately available same- day) funds; provided that in connection with a Rollover Offering which is consummated and as to which Seller has duly elected the Cash Delivery Option and has duly made a Rollover Offering Election, such cash payment shall be made no later than the fifth Business Day after the Exchange Date. Seller may elect the Cash Delivery Option in respect of all, but not less than all, Contract Shares and may do so by notice to Purchaser, the Collateral Agent and the Custodian not less than 25 Business Days prior to the Exchange Date. If Seller elects the Cash Delivery Option and so notifies Purchaser, Purchaser shall promptly notify The Depository Trust Company and publish a notice in a daily newspaper of national circulation stating whether the holders of DECS will receive shares of Common Stock, cash or a combination thereof (and specifying whether any such cash settlement is being made in connection with a Rollover Offering) and, if a combination of Common Stock and cash, the relative proportion of each.
Sample 1
Cash Delivery Option. At its option, Counterparty may deliver to the Trust on the Exchange Date (even if the Exchange Date is not extended pursuant to Section 1.3(f)), in lieu of the Firm Shares, an amount in cash equal to, subject to adjustment as provided in Section 6.2, the Exchange Price of the Firm Shares (the "Cash Delivery Option"), paid by wire transfer to an account designated by the Trust, in Federal (immediately available same-day) funds; provided that in connection with a Rollover Offering which is consummated and as to which Counterparty has duly elected the Cash Delivery Option and has duly made a Rollover Offering Election, such cash payment shall be made no later than the fifth Business Day after the
Sample 1
Cash Delivery Option. At its option, Counterparty may deliver to the Trust on the Exchange Date (even if the Exchange Date is not extended pursuant to Section 1.3(f)), in lieu of the Contract Shares, an amount in cash equal to, subject to adjustment as provided in Section 6.2, the Exchange Price of the Contract Shares (the "Cash Delivery Option"), paid by wire transfer to an account designated by the Trust, in Federal (immediately available same-day) funds; provided that in connection with a Rollover Offering which is consummated and as to which Counterparty has duly elected the Cash Delivery Option and has duly made a Rollover Offering Election, such cash payment shall be made no later than the fifth Business Day after the Exchange Date. Counterparty may elect the Cash Delivery Option in respect of all, but not less than all, of the Contract Shares and may do so by notice to the Trust, the Collateral Agent and the Custodian not less than 30 Business Days prior to the Exchange Date. If Counterparty elects the Cash Delivery Option and so notifies the Trust, the Trust shall promptly notify The Depository Trust Company and publish a notice in a daily newspaper of national circulation stating whether the holders of Equity Trust Securities will receive shares of Common Stock or cash (and specifying whether any such cash settlement is being made in connection with a Rollover Offering).
Sample 1
Cash Delivery Option. At its option, Seller may deliver to Purchaser on the Exchange Date, in lieu of the Contract Shares, an amount in cash equal to, subject to adjustment as provided in Section 6.2, the Exchange Price of the Contract Shares (the "Cash Delivery Option"), paid by wire transfer to an account designated by Purchaser, in Federal (immediately available) funds. Seller may elect the Cash Delivery Option in respect of all, but not less than all, Contract Shares and may do so by notice to Purchaser, the Collateral Agent and the Custodian not less than 25 Business Days prior to the Exchange Date. If Seller elects the Cash Delivery Option and so notifies Purchaser, Purchaser shall promptly notify The Depository Trust Company and publish a notice in a daily newspaper of national circulation stating whether the holders of DECS will receive shares of Common Stock or cash.
Sample 1

Related to Cash Delivery Option

  • Delivery of Notice of Exercise of Option This Option will be exercised in whole or in part by the Participant’s delivery to the Company of written notice (the “Notice of Exercise of Option” attached hereto as Exhibit A) setting forth the number of shares with respect to which this Option is to be exercised, together with payment by cash or other means acceptable to the Committee, including: • Cash or personal, certified or cashier’s check in full/partial payment of the purchase price. • Stock of the Company in full/partial payment of the purchase price. • By a net settlement of the Option, using a portion of the shares obtained on exercise in payment of the exercise price of the Option (and, if applicable, any required tax withholding). • By selling shares from my Option shares through a broker in full/partial payment of the purchase price.

  • Share Delivery Delivery of any shares in connection with settlement of the Award will be by book-entry credit to an account in the Grantee’s name established by the Company with the Company’s transfer agent, or upon written request from the Grantee (or his personal representative, beneficiary or estate, as the case may be), in certificates in the name of the Grantee (or his personal representative, beneficiary or estate).

  • Delivery of Warrant Shares Upon Exercise The Company shall cause the Warrant Shares purchased hereunder to be transmitted by the Transfer Agent to the Holder by crediting the account of the Holder’s or its designee’s balance account with The Depository Trust Company through its Deposit or Withdrawal at Custodian system (“DWAC”) if the Company is then a participant in such system and either (A) there is an effective registration statement permitting the issuance of the Warrant Shares to or resale of the Warrant Shares by the Holder or (B) the Warrant Shares are eligible for resale by the Holder without volume or manner-of-sale limitations pursuant to Rule 144 (assuming cashless exercise of the Warrants), and otherwise by physical delivery of a certificate, registered in the Company’s share register in the name of the Holder or its designee, for the number of Warrant Shares to which the Holder is entitled pursuant to such exercise to the address specified by the Holder in the Notice of Exercise by the date that is the earliest of (i) two (2) Trading Days after the delivery to the Company of the Notice of Exercise, (ii) one (1) Trading Day after delivery of the aggregate Exercise Price to the Company and (iii) the number of Trading Days comprising the Standard Settlement Period after the delivery to the Company of the Notice of Exercise (such date, the “Warrant Share Delivery Date”). Upon delivery of the Notice of Exercise, the Holder shall be deemed for all corporate purposes to have become the holder of record of the Warrant Shares with respect to which this Warrant has been exercised, irrespective of the date of delivery of the Warrant Shares, provided that payment of the aggregate Exercise Price (other than in the case of a cashless exercise) is received within the earlier of (i) two (2) Trading Days and (ii) the number of Trading Days comprising the Standard Settlement Period following delivery of the Notice of Exercise. If the Company fails for any reason to deliver to the Holder the Warrant Shares subject to a Notice of Exercise by the Warrant Share Delivery Date, the Company shall pay to the Holder, in cash, as liquidated damages and not as a penalty, for each $1,000 of Warrant Shares subject to such exercise (based on the VWAP of the Common Stock on the date of the applicable Notice of Exercise), $10 per Trading Day (increasing to $20 per Trading Day on the fifth Trading Day after such liquidated damages begin to accrue) for each Trading Day after such Warrant Share Delivery Date until such Warrant Shares are delivered or Holder rescinds such exercise. The Company agrees to maintain a transfer agent that is a participant in the FAST program so long as this Warrant remains outstanding and exercisable. As used herein, “Standard Settlement Period” means the standard settlement period, expressed in a number of Trading Days, on the Company’s primary Trading Market with respect to the Common Stock as in effect on the date of delivery of the Notice of Exercise.

  • Exercise, Payment for and Delivery of Stock This Option may be exercised by the Grantee or other person then entitled to exercise it by giving four business days written notice of exercise to the Company specifying the number of shares to be purchased and the total purchase price, accompanied by a check to the order of the Company in payment of such price. If the Company is required to withhold on account of any federal, state or local tax imposed as a result of such exercise, the notice of exercise shall also be accompanied by a check to the order of the Company in payment if the amount thus required to be withheld.

  • Delivery of Warrant ADSs Upon Exercise Within 1 Trading day of the date that a Notice of Exercise is delivered to the Company, the Company shall deposit the Warrant Shares subject to such exercise with The Bank of New York Mellon, the Depositary for the ADSs (the “Depositary”) and instruct the Depositary to credit the account of the Holder’s prime broker with The Depository Trust Company through its Deposit/Withdrawal At Custodian system (“DWAC”) if the Depositary is then a participant in such system and either (A) there is an effective registration statement registering for resale of the Warrant Shares represented by the Warrant ADSs by the Holder or (B) the Warrant Shares represented by the Warrant ADSs are eligible for resale by the Holder without volume or manner-of-sale limitations pursuant to Rule 144 and the Warrant ADSs have been sold by the Holder prior to the Warrant ADS Delivery Date (as defined below), and otherwise by physical delivery to the address specified by the Holder in the Notice of Exercise, by the date that is the earlier of (i) two (2) Trading Days and (ii) the number of Trading Days comprising the Standard Settlement Period after the delivery to the Company of the Notice of Exercise (such date, the “Warrant ADS Delivery Date”). If the Warrant ADSs can be delivered via DWAC, then in addition to the delivery of the Warrant Shares to the Depositary, within one (1) Trading Day of the applicable exercise, the Depositary shall have received from the Company any legal opinions or other documentation required by the Depositary to deliver such ADSs without legend and, if applicable and requested by the Company prior to the Warrant ADS Delivery Date, the Depositary shall have received from the Holder a confirmation of sale of the Warrant ADSs (provided the requirement of the Holder to provide a confirmation as to the sale of Warrant ADSs shall not be applicable to the issuance of unlegended Warrant ADS’s upon a cashless exercise of this Warrant if the Warrant ADSs are then eligible for resale pursuant to Rule 144(b)(1)). The Warrant Shares represented by the Warrant ADSs shall be deemed to have been issued, and Holder or any other person so designated to be named therein shall be deemed to have become the beneficial owner of such Warrant Shares represented by the Warrant ADSs for all purposes, as of the date the Warrant has been exercised, with payment to the Company of the Exercise Price (or by cashless exercise, if permitted) and all taxes required to be paid by the Holder, if any, pursuant to Section 2(d)(vi) prior to the issuance of such Warrant ADSs having been paid. As used herein, “Standard Settlement Period” means the standard settlement period, expressed in a number of Trading Days, on the Company’s primary Trading Market with respect to the ADSs as in effect on the date of delivery of the Notice of Exercise.

  • Conditions to Delivery of Shares The Grantor's obligation to deliver Shares upon exercise of the Option is subject only to the conditions that:

  • Notice of Exercise of Option This Option may be exercised by the ---------------------------- Optionee, or by the Optionee's administrators, executors or personal representatives, by a written notice (in substantially the form of the Notice of Exercise attached hereto as Schedule B) signed by the Optionee, or by such administrators, executors or personal representatives, and delivered or mailed to the Company as specified in Section 14 hereof to the attention of the President or such other officer as the Company may designate. Any such notice shall (a) specify the number of shares of Stock which the Optionee or the Optionee's administrators, executors or personal representatives, as the case may be, then elects to purchase hereunder, (b) contain such information as may be reasonably required pursuant to Section 12 hereof, and (c) be accompanied by (i) a certified or cashier's check payable to the Company in payment of the total Exercise Price applicable to such shares as provided herein, (ii) shares of Stock owned by the Optionee and duly endorsed or accompanied by stock transfer powers having a Fair Market Value equal to the total Exercise Price applicable to such shares purchased hereunder, or (iii) a certified or cashier's check accompanied by the number of shares of Stock whose Fair Market Value when added to the amount of the check equals the total Exercise Price applicable to such shares purchased hereunder. Upon receipt of any such notice and accompanying payment, and subject to the terms hereof, the Company agrees to issue to the Optionee or the Optionee's administrators, executors or personal representatives, as the case may be, stock certificates for the number of shares specified in such notice registered in the name of the person exercising this Option.

  • Delivery of Option Shares The Company shall deliver a certificate for the Option Shares to the Employee as soon as practicable after payment therefor.

  • Purchase, Sale and Delivery of Shares (a) On the basis of the representations, warranties and covenants contained herein, and subject to the terms and conditions herein set forth, the Company agrees to sell to each Underwriter and each Underwriter agrees, severally and not jointly, to purchase from the Company, at a price of $________ per share, the number of Firm Shares set forth opposite the name of each Underwriter in Schedule A hereto, subject to adjustments in accordance with Section 8 hereof. In addition, on the basis of the representations, warranties and covenants herein contained and subject to the terms and conditions herein set forth, the Company hereby grants to the several Underwriters an option to purchase, at their election, up to 375,000 Option Shares at the same price per share as set forth for the Firm Shares in the paragraph above, for the sole purpose of covering overallotments in the sale of the Firm Shares. The option granted hereby may be exercised in whole or in part, but only once, and at any time upon written notice given within 30 days after the date of this Agreement, by you, as Representatives of the several Underwriters, to the Company setting forth the number of Option Shares as to which the several Underwriters are exercising the option and the time and date at which certificates are to be delivered. If any Option Shares are purchased, each Underwriter agrees, severally and not jointly, to purchase that portion of the number of Option Shares as to which such election shall have been exercised (subject to adjustment to eliminate fractional shares) determined by multiplying such number of Option Shares by a fraction the numerator of which is the maximum number of Option Shares which such Underwriter is entitled to purchase as set forth opposite the name of such Underwriter in Schedule A hereto and the denominator of which is the maximum number of Option Shares which all of the Underwriters are entitled to purchase hereunder. The time and date at which certificates for Option Shares are to be delivered shall be determined by the Representatives but shall not be earlier than two or later than ten full business days after the exercise of such option, and shall not in any event be prior to the Closing Date. If the date of exercise of the option is three or more full days before the Closing Date, the notice of exercise shall set the Closing Date as the Option Closing Date.

  • Maximum Share Delivery (i) Notwithstanding any other provision of this Confirmation, the Agreement or the Equity Definitions, in no event will Company at any time be required to deliver a number of Shares greater than two times the Number of Shares (the “Maximum Number of Shares”) to Dealer in connection with the Transaction.

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