Common use of Conditions to Issuance of Stock Certificates Clause in Contracts

Conditions to Issuance of Stock Certificates. The shares of stock deliverable upon the exercise of an Option, or any portion thereof, may be either previously authorized but unissued shares or issued shares, which 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 certificate or certificates for shares of stock purchased upon the exercise of an Option or portion thereof prior to fulfillment of all of the following conditions: (a) The obtaining of approval or other clearance from any state or federal governmental agency which the Committee shall, in its reasonable and good faith discretion, determine to be necessary or advisable; and (b) 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.

Appears in 12 contracts

Samples: Stock Option Agreement (Rockwood Holdings, Inc.), Stock Option Agreement (Rockwood Specialties Group Inc), Stock Option Agreement (Rockwood Specialties Group Inc)

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Conditions to Issuance of Stock Certificates. The shares of stock deliverable upon the exercise of an Option, or any portion thereof, may be either previously authorized but unissued shares or issued shares, which 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 certificate or certificates for shares of stock purchased upon the exercise of an Option or portion thereof prior to fulfillment of all of the following conditions: (a) The obtaining of approval or other clearance from any state or federal governmental agency which the Committee shall, in its reasonable and good faith discretion, determine to be necessary or advisable; and (b) 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 convenienceconvenience or as may otherwise be required by applicable law.

Appears in 7 contracts

Samples: Stock Option Agreement (Sealy Mattress CORP), Stock Option Agreement (Sealy Mattress CORP), Stock Option Agreement (Sealy Mattress CORP)

Conditions to Issuance of Stock Certificates. The shares of stock deliverable upon the exercise of an Option, or any portion thereof, may be either previously authorized but unissued shares or issued shares, which 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 certificate or certificates for shares of stock purchased upon the exercise of an Option or portion thereof prior to fulfillment of all of the following conditions: (a) The obtaining of approval or other clearance from any state or federal governmental agency which the Committee shall, in its reasonable and good faith discretion, determine to be necessary or advisable; (b) The execution by the Optionee of the Management Stockholder’s Agreement and a Sale Participation Agreement; and (bc) 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 convenienceconvenience or as may otherwise be required by applicable law.

Appears in 6 contracts

Samples: Stock Option Agreement (Hca Inc/Tn), Stock Option Agreement (Hca Inc/Tn), Stock Option Agreement (Hca Inc/Tn)

Conditions to Issuance of Stock Certificates. The shares of stock deliverable upon the exercise of an Option, or any portion thereof, may be either previously authorized but unissued shares or issued shares, shares which have then been reacquired by the Company. Such shares shall be validly issued, fully paid and nonassessable. The Company shall not be required to issue or deliver any certificate or certificates for shares of stock purchased upon the exercise of an Option or portion thereof prior to fulfillment of all of the following conditions: (a) The obtaining of approval or other clearance from any state or federal governmental agency which the Committee shall, in its reasonable and good faith absolute discretion, determine to be necessary or advisable; and (b) 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.

Appears in 5 contracts

Samples: Non Qualified Stock Option Agreement (Amphenol Corp /De/), Non Qualified Stock Option Agreement (Amphenol Corp /De/), Non Qualified Stock Option Agreement (Amphenol Corp /De/)

Conditions to Issuance of Stock Certificates. The shares of stock deliverable upon the exercise of an Option, or any portion thereof, may be either previously authorized but unissued shares or issued shares, which 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 certificate or certificates for shares of stock purchased upon the exercise of an Option or portion thereof prior to fulfillment of all of the following conditions: (a) The obtaining of approval or other clearance from any state or federal governmental agency which the Committee shall, in its reasonable and good faith discretion, determine to be necessary or advisable; and (b) and 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 convenienceconvenience or as may otherwise be required by applicable law.

Appears in 4 contracts

Samples: Stock Option Agreement (Visant Corp), Stock Option Agreement (Visant Corp), Stock Option Agreement (Visant Holding Corp)

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Conditions to Issuance of Stock Certificates. The shares of stock deliverable upon the exercise of an Option, or any portion thereof, may be either previously authorized but unissued shares or issued shares, which have then been reacquired by the CompanyHoldco. Such shares shall be fully paid and nonassessable. The Company Holdco shall not be required to issue or deliver any certificate or certificates for shares of stock purchased upon the exercise of an Option or portion thereof prior to fulfillment of all of the following conditions: (a) The obtaining of approval or other clearance from any state or federal governmental agency which the Committee shall, in its reasonable and good faith discretion, determine to be necessary or advisable; and (b) 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 convenienceconvenience or as may otherwise be required by applicable law.

Appears in 2 contracts

Samples: Stock Option Agreement (PanAmSat Holding CORP), Stock Option Agreement (PanAmSat Satellite HGS 3, Inc.)

Conditions to Issuance of Stock Certificates. The shares of stock deliverable upon the exercise of an the Option, or any portion thereof, may be either previously authorized but unissued shares or issued shares, which 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 certificate or certificates for shares of stock purchased upon the exercise of an the Option or portion thereof prior to fulfillment of all of the following conditions: (a) The obtaining of approval or other clearance from any state or federal governmental agency which the Committee shall, in its reasonable and good faith discretion, determine to be necessary or advisable; and (b) 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.

Appears in 1 contract

Samples: Employment Agreement (Rockwood Specialties Group Inc)

Conditions to Issuance of Stock Certificates. The shares of stock Common Stock deliverable upon the exercise of an Option, or any portion thereof, may be either previously authorized but unissued shares or issued shares, which 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 certificate or certificates for shares of stock Common Stock purchased upon the exercise of an Option or portion thereof prior to fulfillment of all of the following conditions: (a) The obtaining of approval or other clearance from any state or federal governmental agency which the Committee shall, in its reasonable and good faith discretion, determine to be necessary or advisable; and (b) 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 convenienceconvenience or as may otherwise be required by applicable law.

Appears in 1 contract

Samples: Non Employee Director Stock Option Agreement (Dollar General Corp)

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