Common use of Conditions to Delivery of Stock and Registration Clause in Contracts

Conditions to Delivery of Stock and Registration. Nothing herein shall require the Company to issue or the transfer agent to deliver any shares with respect to the Award if (a) that issuance would, in the opinion of counsel for the Company, constitute a violation of the Securities Act of 1933, as amended, or any similar or superseding statute or statutes, any other applicable statute or regulation, or the rules of any applicable securities exchange or securities association, as then in effect; or (b) the withholding obligation as provided in Section 12 of this Agreement has not been satisfied. From time to time, the Board and appropriate officers of the Company are authorized to and shall take whatever actions are necessary to file required documents with governmental authorities, stock exchanges, and other appropriate persons to make shares of Stock available for issuance.

Appears in 17 contracts

Samples: Restricted Stock Award Agreement (Waddell & Reed Financial Inc), Restricted Stock Award Agreement (Waddell & Reed Financial Inc), Restricted Stock Award Agreement (Waddell & Reed Financial Inc)

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Conditions to Delivery of Stock and Registration. Nothing herein shall require the Company to issue or the transfer agent to deliver any shares with respect to the Award if (a) that issuance would, in the opinion of counsel for the Company, constitute a violation of the Securities Act of 1933, as amended, or any similar or superseding statute or statutes, any other applicable statute or regulation, or the rules of any applicable securities exchange or securities association, as then in effect; or (b) the withholding obligation as provided in Section 12 13 of this Agreement has not been satisfied. From time to time, the Board and appropriate officers of the Company are authorized to and shall take whatever actions are necessary to file required documents with governmental authorities, stock exchanges, and other appropriate persons to make shares of Stock available for issuance.

Appears in 3 contracts

Samples: Restricted Stock Award Agreement (Waddell & Reed Financial Inc), Restricted Stock Award Agreement (Waddell & Reed Financial Inc), Restricted Stock Award Agreement (Waddell & Reed Financial Inc)

Conditions to Delivery of Stock and Registration. Nothing herein shall require the Company to issue or the transfer agent to deliver any shares with respect to the Restricted Stock Award if (a) that issuance would, in the opinion of counsel for the Company, constitute a violation of the Securities Act of 1933, as amended, 1933 or any similar or superseding statute or statutes, any other applicable statute or regulation, or the rules of any applicable securities exchange or securities association, as then in effect; or (b) the withholding obligation as provided in Section 12 13 of this Agreement has not been satisfied. From time to time, the Board and appropriate officers of the Company shall and are authorized to and shall take whatever actions are necessary to file required documents with governmental authorities, stock exchanges, and other appropriate persons Persons to make shares of Stock available for issuance.

Appears in 1 contract

Samples: Restricted Stock Award Agreement (Metasolv Inc)

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Conditions to Delivery of Stock and Registration. Nothing herein shall require the Company to issue or the transfer agent to deliver any shares with respect to the Performance Award or any resulting Restricted Stock grant if (a) that issuance would, in the opinion of counsel for the Company, constitute a violation of the Securities Act of 1933, as amended, 1933 or any similar or superseding statute or statutes, any other applicable statute or regulation, or the rules of any applicable securities exchange or securities association, as then in effect; or (b) the withholding obligation as provided in Section 12 of this Agreement has not been satisfied. From time to time, the Board and appropriate officers of the Company shall and are authorized to and shall take whatever actions are necessary to file required documents with governmental authorities, stock exchanges, and other appropriate persons Persons to make shares of Stock available for issuance.

Appears in 1 contract

Samples: Performance Award Grant Agreement (Metasolv Inc)

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