Company Investment; Stock Ownership Requirements Sample Clauses

Company Investment; Stock Ownership Requirements. Subject to applicable law, on or before the first anniversary of the Effective Date, Employee agrees to make a total equity investment in the Company in an aggregate amount between $150,000 and $200,000 (the “Equity Investment”) pursuant to one or more purchases of shares of the Company’s common stock on the open market, directly from the Company or under a written plan (a “10b5-1 Plan”) entered into with a broker for trading the Company’s common stock in a manner that complies with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). If Employee makes an open market purchase of shares of the Company’s common stock with respect to the Equity Investment, Employee shall use reasonable efforts to comply with the limitations and restrictions set forth in Rule 10b-18(b) promulgated under the Exchange Act in making such purchase. Employee shall be prohibited from selling or otherwise transferring shares of the Company’s common stock (including, but not limited to, shares acquired in order to satisfy the equity investment requirement described in the preceding sentence) until Employee owns shares of the Company’s common stock with an aggregate value equal to three (3) times Employee’s Base Salary (as defined below) and once Employee owns shares of the Company’s common stock with an aggregate value equal to three (3) times Employee’s Base Salary, Employee shall also be prohibited from entering into any sale or transfer of the Company’s common stock to the extent such sale or transfer would result in Employee ceasing to own shares of the Company’s common stock with an aggregate value at least equal to three (3) times Employee’s Base Salary; provided, however, that the foregoing sale and transfer restrictions shall not apply to any sales of shares intended to satisfy applicable tax withholding obligations due in connection with the exercise, vesting or settlement of equity awards under the Company’s Equity Incentive Plan (as defined below) and shall no longer apply upon the earlier to occur of (x) the end of the Employment Period (as defined below) and (y) a “Change in Control” (as defined in Section 6(i) below). In addition, Employee shall be subject to the provisions of any applicable stock ownership guidelines, policies or procedures adopted by the Company. Notwithstanding any provision of this Agreement to the contrary, the Company reserves the right, without Employee’s consent, to adopt any such stock ownership guidelines, proced...
AutoNDA by SimpleDocs

Related to Company Investment; Stock Ownership Requirements

  • Membership Requirements 5. Exclusions from the Bargaining Unit

  • Stock Ownership Attached hereto as Schedule 8 is a true and correct list of all the duly authorized, issued and outstanding stock of each Subsidiary and the record and beneficial owners of such stock. Also set forth on Schedule 8 is each equity Investment of the Borrower and each Subsidiary that represents 50% or less of the equity of the entity in which such investment was made.

  • MEMBERSHIP REQUIREMENT 1. All employees covered by this Collective Agreement shall, as a condition of employment, become and remain members of the British Columbia Teachers’ Federation and the local(s) in the district(s) in which they are employed, subject to Article A.3.

  • Stock Ownership Guidelines Executive will comply with all stock ownership and stock retention guidelines or policies established by the Board and the Committee, as in effect from time to time.

  • Campaign Contribution Restrictions For all State contracts as defined in C.G.S. § 9-612(g) the authorized signatory to this Contract expressly acknowledges receipt of the State Elections Enforcement Commission’s (“SEEC”) notice advising state contractors of state campaign contribution and solicitation prohibitions, and will inform its principles of the contents of the notice. See Form reproduced and inserted below.

  • Campaign Contribution Restriction For all State contracts as defined in Conn. Gen. Stat. § 9- 612(g)(1) having a value in a calendar year of $50,000 or more or a combination or series of such agreements or contracts having a value of $100,000 or more, the authorized signatory to this Contract expressly acknowledges receipt of the State Elections Enforcement Commission's notice advising state contractors of state campaign contribution and solicitation prohibitions, and will inform its principals of the contents of the notice, as set forth in “Notice to Executive Branch State Contractors and Prospective State Contractors of Campaign Contribution and Solicitation Limitations,” attached as Exhibit C.

  • UNION MEMBERSHIP REQUIREMENT 4.01 Within one (1) week of the signing of this Agreement, all employees of the Employer shall, as a condition of employment, become and remain members in good standing of the Union, according to the Constitution and By-Laws of the Union. As a condition of employment, all new employees shall become and remain members in good standing of the Union within six (6) months of employment.

  • Restricted Securities Owners/Ownership Restrictions From time to time or upon request of the Depositary, the Company shall provide to the Depositary a list setting forth, to the actual knowledge of the Company, those persons or entities who beneficially own Restricted Securities and the Company shall update such list on a regular basis. The Depositary may rely on such list or update but shall not be liable for any action or omission made in reliance thereon. The Company agrees to advise in writing each of the persons or entities who, to the knowledge of the Company, holds Restricted Securities that such Restricted Securities are ineligible for deposit hereunder and, to the extent practicable, shall require each of such persons to represent in writing that such person will not deposit Restricted Securities hereunder. Holders and Beneficial Owners shall comply with any limitations on ownership of Shares under the Memorandum and Articles of Association or applicable Cayman Islands law as if they held the number of Shares their ADSs represent. The Company shall, in accordance with Article (24) of the Receipt, inform Holders and Beneficial Owners and the Depositary of any other limitations on ownership of Shares that the Holders and Beneficial Owners may be subject to by reason of the number of ADSs held under the Articles of Association or applicable Cayman Islands law, as such restrictions may be in force from time to time. The Company may, in its sole discretion, but subject to applicable law, instruct the Depositary to take action with respect to the ownership interest of any Holder or Beneficial Owner pursuant to the Memorandum and Articles of Association, including but not limited to, the removal or limitation of voting rights or the mandatory sale or disposition on behalf of a Holder or Beneficial Owner of the Shares represented by the ADRs held by such Holder or Beneficial Owner in excess of such limitations, if and to the extent such disposition is permitted by applicable law and the Memorandum and Articles of Association; provided that any such measures are practicable and legal and can be undertaken without undue burden or expense, and provided further the Depositary’s agreement to the foregoing is conditional upon it being advised of any applicable changes in the Memorandum and Articles of Association. The Depositary shall have no liability for any actions taken in accordance with such instructions.

  • Ownership Restrictions Notwithstanding any other provision in the Deposit Agreement or any ADR, the Company may restrict transfers of the Shares where such transfer might result in ownership of Shares exceeding limits imposed by applicable law or the Articles of Association of the Company. The Company may also restrict, in such manner as it deems appropriate, transfers of the ADSs where such transfer may result in the total number of Shares represented by the ADSs owned by a single Holder or Beneficial Owner to exceed any such limits. The Company may, in its sole discretion but subject to applicable law, instruct the Depositary to take action with respect to the ownership interest of any Holder or Beneficial Owner in excess of the limits set forth in the preceding sentence, including, but not limited to, the imposition of restrictions on the transfer of ADSs, the removal or limitation of voting rights or mandatory sale or disposition on behalf of a Holder or Beneficial Owner of the Shares represented by the ADSs held by such Holder or Beneficial Owner in excess of such limitations, if and to the extent such disposition is permitted by applicable law and the Articles of Association of the Company. Nothing herein shall be interpreted as obligating the Depositary or the Company to ensure compliance with the ownership restrictions described in this Section 3.5.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!