Common use of Conditions to Delivery of Shares Clause in Contracts

Conditions to Delivery of Shares. Subject to Article 2.1 above, the Shares deliverable under this Award may be either previously authorized but unissued Shares, treasury Shares or Shares purchased on the open market. Such Shares shall be fully paid and nonassessable. The Company shall not be required to issue or deliver any Shares under this Award prior to fulfillment of all of the following conditions: (i) The admission of such Shares to listing on all stock exchanges on which the Common Stock is then listed; (ii) The completion of any registration or other qualification of such Shares under any state or federal law or under rulings or regulations of the Securities and Exchange Commission or of any other governmental regulatory body, which the Administrator shall, in its absolute discretion, deem necessary or advisable; (iii) The obtaining of any approval or other clearance from any state or federal governmental agency which the Administrator shall, in its absolute discretion, determine to be necessary or advisable; and (iv) The receipt by the Company or its Affiliates of full payment of any applicable withholding tax.

Appears in 3 contracts

Samples: Restricted Stock Unit Award Agreement (Autozone Inc), Restricted Stock Unit Award Agreement (Autozone Inc), Restricted Stock Unit Award Agreement (Autozone Inc)

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Conditions to Delivery of Shares. Subject to Article 2.1 aboveSection 2.1, the Shares deliverable under this Award may be either previously authorized but unissued Shares, treasury Shares or issued Shares purchased on that have then been reacquired by the open marketCompany. Such Shares shall be fully paid and nonassessable. The Company shall not be required to issue or deliver any Shares under this Award prior to fulfillment of all of the following conditions: (i) The admission of such Shares to listing on all stock exchanges on which the Common Stock is Shares are then listed; (ii) The completion of any registration or other qualification of such Shares under any state or federal law or under rulings or regulations of the Securities and Exchange Commission or of any other governmental regulatory body, which the Administrator shall, in its absolute discretion, deem necessary or advisable; (iii) The obtaining of any approval or other clearance from any state or federal governmental agency which that the Administrator shall, in its absolute discretion, determine to be necessary or advisable; and; (iv) The receipt by the Company or its Affiliates of full payment for such Shares, including payment of any applicable withholding tax; and (v) The lapse of such reasonable period of time following the grant of this Award as the Administrator may from time to time establish for reasons of administrative convenience.

Appears in 3 contracts

Samples: Restricted Stock Award Agreement (William Lyon Homes), Restricted Stock Award Agreement (William Lyon Homes), Restricted Stock Award Agreement (William Lyon Homes)

Conditions to Delivery of Shares. Subject to Article 2.1 aboveSection 2.1, the Shares deliverable under this Award may be either previously authorized but unissued Shares, treasury Shares shares of Stock or Shares purchased on issued shares of Stock which have then been reacquired by the open marketCompany. Such Shares shall be fully paid and nonassessable. The Company shall not be required to issue or deliver any Shares under this Award prior to fulfillment of all of the following conditions: (i) The admission of such Shares to listing on all stock exchanges on which the Common Stock is Shares are then listed; (ii) The completion of any registration or other qualification of such Shares under any state or federal law or under rulings or regulations of the Securities and Exchange Commission or of any other governmental regulatory body, which the Administrator shall, in its absolute discretion, deem necessary or advisable; (iii) The obtaining of any approval or other clearance from any state or federal governmental agency which the Administrator shall, in its absolute discretion, determine to be necessary or advisable; and; (iv) The receipt by the Company or its Affiliates of full payment for such Shares, including payment of any applicable withholding tax; and (v) The lapse of such reasonable period of time following the grant of this Award as the Administrator may from time to time establish for reasons of administrative convenience.

Appears in 3 contracts

Samples: Restricted Stock Award Agreement (Tilly's, Inc.), Restricted Stock Award Agreement (Tilly's, Inc.), Restricted Stock Award Agreement (Tilly's, Inc.)

Conditions to Delivery of Shares. Subject to Article 2.1 aboveSection 19 of the Plan, the Shares deliverable under this Award hereunder, or any portion thereof, may be either previously authorized but unissued Shares, treasury Shares or issued Shares purchased on which have then been reacquired by the open marketCompany. Such Shares shall be fully paid and nonassessablenon-assessable. The Company shall not be required to issue or deliver any Shares under this Award deliverable hereunder or portion thereof prior to fulfillment of all of the following conditions: (ia) The admission of such Shares to listing on all stock exchanges on which the Common Stock is such Shares are then listed; (iib) The completion of any registration or other qualification of such Shares under any state applicable law, rule or federal law or under rulings or regulations of the Securities and Exchange Commission or of any other governmental regulatory bodyregulation, which the Administrator shall, in its absolute discretion, deem necessary or advisable; (iiic) The obtaining of any approval or other clearance from any state local, state, federal or federal foreign governmental agency which the Administrator shall, in its absolute discretion, determine to be necessary or advisable; and; (ivd) The receipt by the Company Company, the Employer or its Affiliates of full payment the Trustee of any applicable withholding taxTax-Related Items required to be withheld, as further described in Section 2.6 hereof; and (e) The lapse of such reasonable period of time following the vesting of any Performance Share Units as the Administrator may from time to time establish for reasons of administrative convenience.

Appears in 1 contract

Samples: Performance Share Unit Award Agreement (Mellanox Technologies, Ltd.)

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Conditions to Delivery of Shares. Subject to Article 2.1 aboveSection 2.1, the Shares deliverable under this Award may be either previously authorized but unissued Shares, treasury Shares shares of Common Stock or Shares purchased on issued shares of Common Stock that have then been reacquired by the open marketCompany. Such Shares shall be fully paid and nonassessable. The Company shall not be required to issue or deliver any Shares under this Award prior to fulfillment of all of the following conditions: (i) The admission of such Shares to listing on all stock exchanges on which the Common Stock is then listed; (ii) The completion of any registration or other qualification of such Shares under any state or federal law or under rulings or regulations of the Securities and Exchange Commission or of any other governmental regulatory body, which the Administrator shall, in its absolute discretion, deem necessary or advisable; (iii) The obtaining of any approval or other clearance from any state or federal governmental agency which the Administrator shall, in its absolute discretion, determine to be necessary or advisable; and; (iv) The receipt by the Company or its Affiliates of full payment for such Shares, including payment of any applicable withholding tax; and (v) The lapse of such reasonable period of time following the grant of this Award as the Administrator may from time to time establish for reasons of administrative convenience.

Appears in 1 contract

Samples: Restricted Stock Award Agreement (Verso Paper Corp.)

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