Common use of Conditions to Issuance of Shares Clause in Contracts

Conditions to Issuance of Shares. The shares of Common Stock deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares or treasury shares. Such shares shall be fully paid and nonassessable. The Company shall not be required to issue any shares of Common Stock purchased upon the exercise of the Option or portion thereof prior to fulfillment of all of the following conditions: (a) The admission of such shares to listing on all stock exchanges on which such class of stock shall then be listed; (b) 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 Committee shall, in its absolute discretion, deem necessary or advisable; (c) The obtaining of any approval or other clearance from any state or federal governmental agency which the Committee shall, in its absolute discretion, determine to be necessary or advisable; and (d) The lapse of such reasonable period of time following the exercise of the Option as the Committee may from time to time establish for reasons of administrative convenience.

Conditions to Issuance of Shares. The shares of Common Stock deliverable Shares to be issued upon the exercise of the Option, or any portion thereof, may shall be either previously issued by the Board under the authorized but unissued shares or treasury sharesshare capital of the Company. Such shares Shares shall be fully paid and nonassessable. The Company shall not be required to issue any shares of Common Stock purchased Shares upon the exercise of the Option or portion thereof prior to fulfillment of all of the following conditions: (a) The admission of such shares Shares to listing on all stock exchanges on which such class of stock shall Common Stock is then be listed; (b) The completion of any registration or other qualification of such shares 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 Committee shall, in its absolute discretion, deem necessary or advisable; (c) The obtaining of any approval or other clearance from any state or federal governmental agency which the Committee shall, in its absolute discretion, determine to be necessary or advisable; (d) The receipt by the Company of full payment for such Shares, including payment of any applicable withholding tax, which may be in one or more of the forms of consideration permitted under Section 4.4; and (de) The lapse of such reasonable period of time following the exercise of the Option as the Committee may from time to time establish for reasons of administrative convenience.

Conditions to Issuance of Shares. The shares of Common Stock stock deliverable upon the exercise of the OptionOptions, or any portion thereof, may be either previously authorized but unissued shares of Common Stock or treasury sharesissued shares of Common Stock that have then been reacquired by the Company. Such shares shall be fully paid and nonassessable. The Company shall not be required to issue or deliver any shares of Common Stock stock purchased upon the exercise of the Option Options, or any portion thereof thereof, prior to fulfillment of all of the following conditions: (a) The admission of such shares of Common Stock to listing on all stock exchanges on which such class of stock shall is then be listed; (b) 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 Committee shall, in its absolute discretion, deem necessary or advisable; (c) The obtaining of any approval or other clearance from any state or federal governmental agency which the Committee shall, in its absolute discretion, determine to be necessary or advisable; (d) The payment to the Company of all amounts which, under federal, state or local law, it is required to withhold upon exercise of the Options; and (de) The lapse of such reasonable period of time following the exercise of the Option Options as the Committee may from time to time establish for reasons of administrative convenience.

Conditions to Issuance of Shares. The shares of Common Stock deliverable upon the exercise of the OptionShares, or any portion thereof, may be either previously authorized but unissued shares or treasury sharesissued shares which have then been reacquired by the Company. Such shares Shares shall be fully paid and nonassessable. The Company shall not be required to issue or deliver any shares of Common Stock purchased upon the exercise of the Option or portion thereof Shares prior to fulfillment of all of the following conditions: (a) The admission of such shares Shares to listing on all stock exchanges on which such class of stock shall the Company’s Common Stock is then be listed;; and (b) 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 Committee Administrator shall, in its absolute discretion, deem necessary or advisable;; and (c) The obtaining of any approval or other clearance from any state or federal governmental agency which the Committee Administrator shall, in its absolute discretion, determine to be necessary or advisable; and (d) The receipt by the Company of full payment for such Shares, including payment of all amounts which, under federal, state or local tax law, the Company (or other employer corporation) is required to withhold upon issuance of such Shares; and (e) The lapse of such reasonable period of time following the exercise of the Option Issuance Date as the Committee Administrator may from time to time establish for reasons of administrative convenience.

Conditions to Issuance of Shares. The shares of Common Stock deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares or treasury shares. Such shares shall be fully paid and nonassessable. The Company shall not be required to issue or deliver any shares of Common Stock purchased upon the exercise of the Option or portion thereof prior to fulfillment of all of the following conditions: (a) The admission of such shares of Common Stock to listing on all stock exchanges on which such class of stock shall Common Stock is then be listed; (b) The completion of any registration or other qualification of such shares of Common Stock 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 Committee shallAdministrator, in its absolute sole discretion, shall deem necessary or advisable; (c) The obtaining of any approval or other clearance from any state or federal governmental agency which that the Committee shallAdministrator, in its absolute sole discretion, shall determine to be necessary or advisable; and; (d) The lapse of such reasonable period of time following the exercise of the Option as the Committee Administrator may from time to time establish for reasons of administrative convenience; (e) The receipt by the Company of full payment for such shares of Common Stock, which may be in one or more of the forms of consideration permitted under Section 4.4; and (f) The receipt of full payment of any applicable withholding tax in accordance with Section 3.4 by the Company or its Subsidiary with respect to which the applicable withholding obligation arises.

Conditions to Issuance of Shares. The shares of Common Stock deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares or treasury shares. Such shares shall be fully paid and nonassessable. The Company shall not be required to issue or deliver any shares of Common Stock purchased upon the exercise of the Option or portion thereof prior to fulfillment of all of the following conditions: (a) The admission of such shares of Common Stock to listing on all stock exchanges on which such class of stock shall Common Stock is then be listed; (b) The completion of any registration or other qualification of such shares of Common Stock 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 Committee shallAdministrator, in its absolute sole discretion, shall deem necessary or advisable; (c) The obtaining of any approval or other clearance from any state or federal governmental agency which that the Committee shallAdministrator, in its absolute sole discretion, shall determine to be necessary or advisable; and; (d) The lapse of such reasonable period of time following the exercise of the Option as the Committee Administrator may from time to time establish for reasons of administrative convenience; (e) The receipt by the Company of full payment for such shares of Common Stock, which may be in one or more of the forms of consideration permitted under Section 3.4; and (f) The receipt of full payment of any applicable withholding tax in accordance with Section 2.4 by the Company or its Affiliate with respect to which the applicable withholding obligation arises.

Conditions to Issuance of Shares. The shares of Common Stock Shares deliverable upon the exercise in respect of the OptionRSUs, or any portion thereof, may be either previously authorized but unissued shares Shares of Common Stock or treasury sharesissued Shares of Common Stock which have been reacquired by the Company. Such shares Shares shall be fully paid and nonassessable. The Company shall not be required to issue or deliver any shares of Common Stock purchased upon the exercise Shares payable in respect of the Option RSUs or portion thereof prior to fulfillment of all of the following conditions: (a) The admission of such shares Shares to listing on all stock exchanges on which such class of stock shall the Common Stock is then be listed; (b) The completion of any registration or other qualification of such shares 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 Committee Administrator shall, in its absolute discretion, deem necessary or advisable; (c) The obtaining of any approval or other clearance from any state or federal governmental agency which the Committee Administrator shall, in its absolute discretion, determine to be necessary or advisable; (d) The receipt by the Company of full payment of any applicable withholding tax; and (de) The lapse of such reasonable period of time following the exercise vesting of the Option RSUs as the Committee Administrator may from time to time establish for reasons of administrative convenience. As a condition to payment of the Shares underlying the RSUs, the Company may require Participant to represent and warrant that the Shares are being issued only for investment and without any present intention to sell or distribute such Shares if, in the opinion of counsel for the Company, such a representation is required by any of the aforementioned relevant provisions of law.

Conditions to Issuance of Shares. The shares of Common Stock deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares or treasury shares. Such shares shall be fully paid and nonassessable. The Company shall not be required to issue or deliver any shares of Common Stock purchased upon the exercise of the Option or portion thereof prior to fulfillment of all of the following conditions: (a) The admission of such shares of Common Stock to listing on all stock exchanges on which such class of stock shall Common Stock is then be listed; (b) The completion of any registration or other qualification of such shares of Common Stock 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 Committee shallCommittee, in its absolute sole discretion, shall deem necessary or advisable; (c) The obtaining of any approval or other clearance from any state or federal governmental agency which that the Committee shallCommittee, in its absolute sole discretion, shall determine to be necessary or advisable; and; (d) The lapse of such reasonable period of time following the exercise of the Option as the Committee may from time to time establish for reasons of administrative convenience; (e) The receipt by the Company of full payment for such shares of Common Stock, which may be in one or more of the forms of consideration permitted under Section 3.4; and (f) The receipt of full payment of any applicable withholding tax in accordance with Section 2.4 by the Company or its Subsidiary with respect to which the applicable withholding obligation arises.

Conditions to Issuance of Shares. The shares of Common Stock Shares deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares Shares or treasury sharesissued Shares which have then been reacquired by the Company. Such shares Shares shall be fully paid and nonassessable. The Company shall not be required to issue or deliver any shares of Common Stock Shares purchased upon the exercise of the Option or portion thereof prior to fulfillment of all of the conditions in Section 10.7 of the Plan and following conditions: (a) The admission of such shares Shares to listing on all stock exchanges on which such class of stock shall Shares are then be listed; (b) The completion of any registration or other qualification of such shares 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 Committee Administrator shall, in its absolute discretion, deem necessary or advisable; (c) The obtaining of any approval or other clearance from any state or federal governmental agency which the Committee Administrator shall, in its absolute discretion, determine to be necessary or advisable; (d) The receipt by the Company of full payment for such Shares, including payment of any applicable withholding tax and social security, which may be in one or more of the forms of consideration permitted under Section 4.4 hereof; and (de) The lapse of such reasonable period of time following the exercise of the Option as the Committee Administrator may from time to time establish for reasons of administrative convenience.

Conditions to Issuance of Shares. The shares of Common Stock Shares deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares Shares or treasury sharesissued Shares which have then been reacquired by the Company. Such shares Shares shall be fully paid and nonassessable. The Company shall not be required to issue or deliver any shares of Common Stock Shares purchased upon the exercise of the Option or portion thereof prior to fulfillment of all of the following conditions: (a) The admission of such shares Shares to listing on all stock exchanges on which such class of stock shall Shares are then be listed; (b) The completion of any registration or other qualification of such shares 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 Committee shall, in its absolute discretion, deem necessary or advisable; (c) The obtaining of any approval or other clearance from any state or federal governmental agency which the Committee shall, in its absolute discretion, determine to be necessary or advisable; (d) The receipt by the Company of full payment for such Shares, including payment of any applicable Tax Obligation, which may be in one or more of the forms of consideration permitted under Section 4.4 hereof; and (de) The lapse of such reasonable period of time following the exercise of the Option as the Committee may from time to time establish for reasons of administrative convenience.

Conditions to Issuance of Shares. The shares of Common Stock deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares or treasury shares. Such shares shall be fully paid and nonassessable. The Company shall not be required to issue or deliver any shares of Common Stock purchased upon the exercise of the Option or portion thereof prior to fulfillment of all of the following conditions: (a) The admission of such shares of Common Stock to listing on all stock exchanges on which such class of stock shall Common Stock is then be listed; (b) The completion of any registration or other qualification of such shares of Common Stock 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 Committee shallAdministrator, in its absolute sole discretion, shall deem necessary or advisable; (c) The obtaining of any approval or other clearance from any state or federal governmental agency which that the Committee shallAdministrator, in its absolute sole discretion, shall determine to be necessary or advisable; and; (d) The lapse of such reasonable period of time following the exercise of the Option as the Committee Administrator may from time to time establish for reasons of administrative convenience; (e) The receipt by the Company of full payment for such shares of Common Stock, which may be in one or more of the forms of consideration permitted under Section 3.4; and (f) The receipt of full payment of any applicable withholding tax in accordance with Section 2.4 by the Company or its Subsidiary with respect to which the applicable withholding obligation arises.

Conditions to Issuance of Shares. The shares of Common Stock Shares deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares Shares or treasury sharesissued Shares which have then been reacquired by the Company. Such shares Shares shall be fully paid and nonassessable. The Company shall not be required to issue or deliver any shares of Common Stock Shares purchased upon the exercise of the Option or portion thereof prior to fulfillment of all of the following conditions: : (a) The admission of such shares Shares to listing on all stock exchanges on which such class of stock shall Shares are then be listed; ; (b) The completion of any registration or other qualification of such shares 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 Committee Administrator shall, in its absolute discretion, deem necessary or advisable; ; (c) The obtaining of any approval or other clearance from any state or federal governmental agency which the Committee Administrator shall, in its absolute discretion, determine to be necessary or advisable; and (d) The receipt by the Company of full payment for such Shares, including payment of any applicable withholding tax, which may be in one or more of the forms of consideration permitted under Section 4.4 hereof; and (e) The lapse of such reasonable period of time following the exercise of the Option as the Committee Administrator may from time to time establish for reasons of administrative convenience.

Conditions to Issuance of Shares. The shares of Common Stock deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares or treasury shares. Such shares shall be fully paid and nonassessable. The Company shall not be required to issue or deliver any certificate or certificates for any shares of Common Stock purchased upon the exercise of the Option or portion thereof or to cause any shares of Common Stock to be held in book-entry form prior to fulfillment of all of the following conditions: : (a) The the admission of such shares Shares to listing on all stock exchanges on which such class of stock shall Shares are then be listed; , (b) The the completion of any registration or other qualification of such shares 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 Committee Administrator shall, in its absolute discretion, deem necessary or advisable; , (c) The the obtaining of any approval or other clearance from any state or federal governmental agency which the Committee Administrator shall, in its absolute discretion, determine to be necessary or advisable; and , (d) The lapse the receipt by the Company of full payment for such reasonable period of time following the exercise Shares, which may be in one or more of the Option as forms of consideration permitted under Section 4.4, and (e) the Committee may from time receipt of full payment of any applicable withholding tax in accordance with Section 4.4 by the Company Group Member with respect to time establish for reasons of administrative conveniencewhich the applicable withholding obligation arises.

Conditions to Issuance of Shares. The shares of Common Stock deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares or treasury shares. Such shares shall be fully paid and nonassessable. The Company shall not be required to issue any shares of Common Stock purchased upon the exercise of the Option or portion thereof prior to fulfillment of all of the following conditions: (a) The admission of such shares to listing on all stock exchanges on which such class of stock shall is then be listed; (b) 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 Committee shall, in its absolute discretion, deem necessary or advisable; (c) The obtaining of any approval or other clearance from any state or federal governmental agency which the Committee shall, in its absolute discretion, determine to be necessary or advisable; and (d) The lapse of such reasonable period of time following the exercise of the Option as the Committee may from time to time establish for reasons of administrative convenience.