Common use of Conditions to Issuance of Stock Clause in Contracts

Conditions to Issuance of Stock. Certificates ----------- -------------------------------------------- The shares of stock deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares or issued shares which have then been repurchased by the Company. Such shares shall be fully paid and non-assessable. The Company shall not be required to issue or deliver any certificate or certificates for shares of 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 is then 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 Board shall deem necessary or advisable; and (c) The obtaining of any approval or other clearance from any state or federal governmental agency which the Board shall determine to be necessary or advisable; and (d) The payment to the Company (or other employer corporation) of all amounts which, under federal, state or local tax law, it is required to withhold upon exercise of the Option; and (e) The lapse of such reasonable period of time following the exercise of the Option as the Board may from time to time establish for reasons of administrative convenience.

Appears in 9 contracts

Samples: Nonqualified Stock Option Agreement (Morrison Knudsen Corp//), Nonqualified Stock Option Agreement (Morrison Knudsen Corp//), Nonqualified Stock Option Agreement (Morrison Knudsen Corp//)

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Conditions to Issuance of Stock. Certificates ----------- -------------------------------------------- The shares of stock Stock deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares of Stock or issued shares of Stock which have then been repurchased reacquired by the Company. Such shares of Stock shall be fully paid and non-assessablenonassessable. The Company shall not be required to issue or deliver any certificate or certificates for shares of stock 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 Stock to listing on all stock exchanges on which such class of stock Stock is then listed; and; (b) The completion of any registration or other qualification of such shares of 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 Board shall 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 Board shall Administrator shall, in its absolute discretion, determine to be necessary or advisable; and; (d) The payment to receipt by the Company (of a properly completed and executed notice of exercise, as specified in Section 4.3(a) above, and full payment for such shares of Stock, including payment of any applicable withholding tax, which may be in one or other employer corporation) of all amounts which, under federal, state or local tax law, it is required to withhold upon exercise more of the Optionforms 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 Board Administrator may from time to time establish for reasons of administrative convenience.

Appears in 3 contracts

Samples: Stock Option Agreement (Codexis Inc), Stock Option Agreement (Codexis Inc), Stock Option Agreement (Codexis Inc)

Conditions to Issuance of Stock. Certificates ----------- -------------------------------------------- The shares Shares of stock deliverable upon the exercise of the Option, or any portion thereof, Restricted Stock may be either previously authorized but unissued shares or issued shares which have then been repurchased reacquired by the Company. Such shares shall be fully paid and non-assessablenonassessable. The Company shall not be required to issue or deliver any certificate or certificates for shares of stock purchased upon the exercise of the Option or portion thereof pursuant to this Agreement 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 is then 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 Board shall Committee 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 Board shall Committee shall, in its absolute discretion, determine to be necessary or advisable; and (d) The payment to the Company (or other employer corporation) of all amounts which, under federal, state or local tax law, it is required to withhold upon exercise of the Option; and (e) The lapse of such reasonable period of time following the exercise of the Option as the Board Committee may from time to time establish for reasons of administrative convenience; and (e) The receipt by the Company of full payment for such shares, including payment of any applicable withholding tax.

Appears in 2 contracts

Samples: Restricted Stock Agreement (Assisted Living Concepts Inc), Restricted Stock Agreement (Assisted Living Concepts Inc)

Conditions to Issuance of Stock. Certificates ----------- ------------ -------------------------------------------- The shares of stock deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares or issued shares which have then been repurchased reacquired by the Company. Such shares shall be fully paid and non-assessablenonassessable. The Company shall not be required to issue or deliver any certificate or certificates for shares of 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 is then 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 Board shall Committee shall, in its sole discretion, deem necessary or advisable; and (c) The obtaining of any approval or other clearance from any state or federal governmental agency which the Board shall Committee shall, in its sole discretion, determine to be necessary or advisable; and (d) The payment to receipt by the Company (or other employer corporation) of full payment for such shares, including payment of all amounts which, under federal, state or local tax law, it the Company (or other employer corporation) is required to withhold upon exercise of the Option; and (e) The lapse of such reasonable period of time following the exercise of the Option as the Board Committee may from time to time establish for reasons of administrative convenience.

Appears in 1 contract

Samples: Non Qualified Stock Option Agreement (Libbey Inc)

Conditions to Issuance of Stock. Certificates ----------- -------------------------------------------- The shares of stock deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares or issued shares which have then been repurchased reacquired by the Company. Such shares shall be fully paid and non-assessablenonassessable. The Company shall not be required to issue or deliver any certificate or certificates for shares of stock purchased upon the exercise of the Option or portion thereof prior thereofprior 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 is then 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 Board shall Committee 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 Board shall Committee shall, in its absolute discretion, determine to be necessary or advisable; and (d) The payment to the Company (or other employer corporation) of all amounts which, under federal, state or local tax law, it is required to withhold upon exercise of the Option; and (e) The lapse of such reasonable period of time following the exercise of the Option as the Board may from time to time establish for reasons of administrative convenience.

Appears in 1 contract

Samples: Incentive Stock Option Agreement (Bershad Stephen W)

Conditions to Issuance of Stock. Certificates ----------- -------------------------------------------- The shares of stock deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares or issued shares which have then been repurchased by the Company. Such shares shall be fully paid and non-assessable. The Company shall not be required to issue or deliver any certificate or certificates for shares of stock purchased upon the exercise of the Option or portion thereof Vested Stock pursuant to this Agreement 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 is then listed; and (b) The completion of any registration or other qualification of such shares under any state or federal Federal law or under rulings or regulations of the Securities and Exchange Commission or of any other governmental regulatory body, which the Board shall Committee shall, in its absolute discretion, deem necessary or advisable; and (c) The obtaining of any approval or other clearance from any state or federal Federal governmental agency which the Board shall Committee shall, in its absolute discretion, determine to be necessary or advisable; and (d) The payment Subject to the Company (or other employer corporation) provisions of Section 4.8 the payment by the Employee of all amounts whichrequired to be withheld, under federal, state or and local tax lawlaws, it is required with respect to withhold upon exercise the issuance of Section 162(m) Restricted Stock and/or the lapse or removal of any of the OptionRestrictions; and (e) The lapse of such reasonable period of time following the exercise of the Option as the Board Committee may establish from time to time establish for reasons of administrative convenience.

Appears in 1 contract

Samples: Section 162(m) Restricted Stock Agreement (Playboy Enterprises Inc)

Conditions to Issuance of Stock. Certificates ----------- -------------------------------------------- The shares of stock deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares or issued shares which have then been repurchased reacquired by the Company. Such shares shall be fully paid and non-assessablenonassessable. The Company shall not be required to issue or deliver any certificate or certificates for shares of 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 is then 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 Board shall Committee 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 Board shall Committee shall, in its absolute discretion, determine to be necessary or advisable; and (d) The payment to receipt by the Company (or other employer corporation) of full payment for such shares, including payment of all amounts which, under federal, state or local tax law, it the Company (or other employer corporation) is required to withhold upon exercise of the Option; and (e) The lapse of such reasonable period of time following the exercise of the Option as the Board Committee may from time to time establish for reasons of administrative convenience.

Appears in 1 contract

Samples: Incentive Stock Option Agreement (Rental Service Corp)

Conditions to Issuance of Stock. Certificates ----------- ------------ -------------------------------------------- The shares of stock deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares or issued shares which have then been repurchased reacquired by the Company. Such shares shall be fully paid and non-assessablenonassessable. The Company shall not be required to issue or deliver any certificate or certificates for shares of 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 is then 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 Board shall Committee 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 Board shall Committee shall, in its absolute discretion, determine to be necessary or advisable; and (d) The payment to receipt by the Company (or other employer corporation) of full payment for such shares, including payment of all amounts which, under federal, state or local tax law, it the Company (or other employer corporation) is required to withhold upon exercise of the Option; and (e) The lapse of such reasonable period of time following the exercise of the Option as the Board Committee may from time to time establish for reasons of administrative convenience.

Appears in 1 contract

Samples: Incentive Stock Option Agreement (Sba Communications Corp)

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Conditions to Issuance of Stock. Certificates ----------- -------------------------------------------- The shares of stock deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares or issued shares which have then been repurchased reacquired by the Company. Such shares shall be fully paid and non-assessablenonassessable. The Company shall not be required to issue or deliver any certificate or certificates for shares of 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 is then 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 Board shall Committee shall, in its sole discretion, deem necessary or advisable; and (c) The obtaining of any approval or other clearance from any state or federal governmental agency which the Board shall Committee shall, in its sole discretion, determine to be necessary or advisable; and (d) The payment to receipt by the Company (or other employer corporation) of full payment for such shares, including payment of all amounts which, under federal, state or local tax law, it the Company (or other employer corporation) is required to withhold upon exercise of the Option; and (e) The lapse of such reasonable period of time following the exercise of the Option as the Board may from time to time establish for reasons of administrative convenience.

Appears in 1 contract

Samples: Employment Agreement (Fresh Enterprises Inc)

Conditions to Issuance of Stock. Certificates ----------- -------------------------------------------- The shares of stock deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares or issued shares which have then been repurchased reacquired by the Company. Such shares shall be fully paid and non-assessablenonassessable. The Company shall not be required to issue or deliver any certificate or certificates for shares of 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 is then 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 7 or of any other governmental regulatory body, which the Committee or Board shall 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 or Board shall shall, in its absolute discretion, determine to be necessary or advisable; and (d) The payment to receipt by the Company (or other employer corporation) of full payment for such shares, including payment of all amounts which, under federal, state or local tax law, it is are required to withhold be withheld upon exercise of the Option; and (e) The lapse of such reasonable period of time following the exercise of the Option as the Committee or Board may from time to time establish for reasons of administrative convenience.

Appears in 1 contract

Samples: Nonqualified Stock Option Agreement (Cavanaughs Hospitality Corp)

Conditions to Issuance of Stock. Certificates ----------- -------------------------------------------- The shares of stock deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares or issued shares which have then been repurchased reacquired by the Company. Such shares shall be fully paid and non-assessablenonassessable. The Company shall not be required to issue or deliver any certificate or certificates for shares of 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 is then 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 or Board shall 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 or Board shall shall, in its absolute discretion, determine to be necessary or advisable; and (d) The payment to receipt by the Company (or other employer corporation) of full payment for such shares, including payment of all amounts which, under federal, state or local tax law, it is required to withhold upon exercise of the Option; and (e) The lapse of such reasonable period of time following the exercise of the Option as the Committee or Board may from time to time establish for reasons of administrative convenience.

Appears in 1 contract

Samples: Nonqualified Stock Option Agreement (Red Lion Hotels Inc)

Conditions to Issuance of Stock. Certificates ----------- -------------------------------------------- The shares of stock deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares or issued shares which have then been repurchased reacquired by the Company. Such shares shall be fully paid and non-assessablenonassessable. The Company shall not be required to issue or deliver any certificate or certificates for shares of 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 or markets on which such class of stock is then 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 Board shall 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 Board shall shall, in its absolute discretion, determine to be necessary or advisable; and (d) The payment to receipt by the Company (or other employer corporation) of full payment for such shares, including payment of all amounts which, under federal, state or local tax law, it is required to withhold upon exercise of the Option; and (e) The lapse of such reasonable period of time following the exercise of the Option as the Board may from time to time establish for reasons of administrative convenience.

Appears in 1 contract

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

Conditions to Issuance of Stock. Certificates ----------- ------------ -------------------------------------------- The shares of stock deliverable upon the exercise of the Option, or any portion thereof, may be either previously authorized but unissued shares or issued shares which have then been repurchased reacquired by the Company. Such shares shall be fully paid and non-assessablenonassessable. The Company shall not be required to issue or deliver any certificate or certificates for shares of 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 is then 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 Board shall 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 Board shall Administrator shall, in its absolute discretion, determine to be necessary or advisable; and; (d) The payment to receipt by the Company (or other employer corporationSubsidiary employer) of full payment for such shares, including payment of all amounts which, under federal, state or local tax law, it is required to withhold upon exercise of the Option; and (e) The lapse of such reasonable period of time following the exercise of the Option as the Board Administrator may from time to time establish for reasons of administrative convenience.

Appears in 1 contract

Samples: Stock Option Agreement (Varco International Inc /De/)

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