Equity Position Sample Clauses
Equity Position. In partial consideration for the rights granted hereunder, --------------- Retailer agrees to grant to WHV or its designee on the date hereof ___________ shares of Retailer's Series F Non-Voting Convertible Preferred Stock (the "Shares") representing 1.204% of Retailer's outstanding equity on a fully diluted basis as of the date hereof; provided, however, * Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. that in the event the Shares represent less than 1.204% of Retailer's outstanding equity on a fully diluted basis at any time prior to the effective date of Retailer's registration statement filed under the Securities Act of 1933 in connection with an initial public offering of Retailer's shares (the "Effective Date"), then Retailer shall grant additional equity to WHV for no additional consideration, as necessary, to maintain WHV's equity position at such percentage. In addition, WHV shall be entitled to the same information and registration rights with respect to the Shares, and the Shares will be subject to the same restrictions related to such rights, as provided in Retailer's Amended and Restated Stockholders' Rights Agreement dated as of April 13, 2000 to Holders (as defined therein). Retailer represents and warrants that the charter documents of Retailer or other documents setting forth the rights and preferences of the Shares will provide that the Shares are convertible to common stock of Retailer with full voting rights at any time that WHV elects to sell or transfer the Shares to a non-affiliated third party in a registered sale or a private transaction. The parties agree to execute and deliver in a timely manner all documentation required to effect the foregoing.
Equity Position. In partial consideration of the rights granted Company under this Agreement, within [**] after such time as Company has issued and sold in one or more financing transactions from and after the Effective Date securities of the Company having an aggregate purchase price of at least $[**] and subject to the execution by University of a subscription agreement and the voting agreement entered into by the purchasers in the financing transaction that results in the issuance of shares hereunder (or if none, an agreement containing a customary initial public offering lock-up provision and drag-along provision), Company shall issue to University such number of shares of common stock of Company that constitutes [**] percent ([**]%) of the sum total of all common stock of the Company following such issuance (including for this purpose all shares of capital stock outstanding on an as-converted to common stock basis). For purposes of clarity, Company shall have no obligation to issue any such shares with respect to any securities issued and sold that generate proceeds in excess of such $[**], including securities sold in the financing transaction that results in the issuance of shares hereunder. Notwithstanding the foregoing, University’s obligation to enter into agreements pursuant to this Section 4.2 shall be subject to any limitations relating to the University’s status as an agency of the Commonwealth of Massachusetts, e.g., prohibition on indemnification, governing law, and jurisdiction. To the extent University has not held such stock for more than one year at such time, Company shall use commercially reasonable efforts to register the stock issued to University pursuant to this Subsection 4.2 as soon as possible following Company’s initial public offering, subject to customary terms in connection with the registration.
Equity Position. Lender shall have received evidence (including invoices, cancelled checks, Borrower’s certificate, a signed title company escrow closing statement, an appraisal approved by Lender, etc.) acceptable to Lender in its discretion, establishing that Borrower’s constituent members have made cash equity contributions to Borrower (collectively, the initial “Equity Contribution”) in an aggregate amount of not less than $12,500,000.00 and that the entire amount of the Equity Contribution has been (or simultaneously with the first disbursement of Mezzanine Loan proceeds will be) used, paid and expended by Borrower solely for acquisition costs of the Properties approved by Lender and by each of the Senior Lenders. No funds loaned to or borrowed by Borrower shall be included in the Equity Contribution.
Equity Position. Employee shall be entitled to receive ownership shares in the Company per the Company's Qualified Stock Option Plan of up to One and One Half Million (1,500,000) shares. Until such time as the Company files and completes a registration statement the shares underlying the options will be restricted. Once the registration is effective all of the shares in the plan will be registered and thus unrestricted. The Employee shall be entitled at the time of execution of this Agreement to Five Hundred Thousand (500,000) Options to purchase Shares. The purchase price of the options shall be the closing price of the Company’s shares on the date of execution of the Agreement by the Employee. The Employee shall be entitled to an additional Five Hundred Thousand (500,000) options to purchase shares on the First anniversary of this agreement, and then the Employee shall be entitled to an additional Five Hundred Thousand (500,000) options to purchase shares on the Second anniversary of this Agreement.
Equity Position. At all times own Precious Metal free and clear of all liens (except liens in favor of FPM and the Lender) ("Owned Precious Metal") with a gold content equal to not less than five percent (5%) of the aggregate amount of Consigned Precious Metal.
Equity Position. You own the following outstanding awards under the Company’s 2019 Incentive Award Plan or 2013 Stock Option Plan, as applicable (collectively, the “Equity Awards”): *Reflects 3/1/22 tax withholding of 4,322 shares of common stock.
(1) The option vests with respect to 25% of the shares underlying the option on the first anniversary of the grant date and with respect to the remaining shares, on each monthly anniversary over the three-year period thereafter, subject to the your continued service.
(2) The restricted stock units will vest with respect to 25% of the restricted stock units on each of the first, second, third and fourth anniversaries of March 1, 2021, subject to your continued service through the applicable vesting date.
(3) The restricted stock unit will vest with respect to 25% of the restricted stock units on each of the first, second, third and fourth anniversaries of February 4, 2022, subject to your continued service through the applicable vesting date. Pursuant to the agreements evidencing your Equity Awards that are Options, such Options may not be exercised after the date that is three months after the Termination Date. Other than the vested portion of the Equity Awards, you are not entitled to vest in or receive any other equity in the Company or any of its affiliates.
Equity Position. The Company agrees to make available to Employee stock equal to 10 % of the common shares of Company stock outstanding as of the date of execution of this Agreement. The Company and Employee agree to work cooperatively to design and implement a stock plan and/or other executive compensation arrangement as soon as administratively possible to provide Employee with such Company stock, taking into account Employee's tax objectives. Employee shall be entitled to receive such shares of Company stock pursuant to either:
(i) the grant of options to acquire such shares, such options to be fully (100%) vested at the time of grant, or
(ii) the issuance and/or transfer by the Company of shares of Company stock to Employee, or
(iii) such other arrangement which is mutually agreed upon by Employee and the Company. If the Company does not pursue independent financing, the Company and Employee intend that Employee shall receive, or have the option to acquire, stock in XxxXxxxxxx.xxx in an amount equal to 10% of the outstanding common stock of XxxXxxxxxx.xxx as of the date of execution of this Agreement. Such ownership interest in XxxXxxxxxx.xxx would be in lieu of the ownership interest in the Company as described above in this Section 4.03. To that end, the Company and Employee agree to work cooperatively to structure a stock plan or other arrangement which will permit, under certain circumstances, the conversion of Employee's ownership rights or interests in the Company to comparable interests in XxxXxxxxxx.xxx, as permitted under applicable tax, corporate and securities laws, and taking into consideration Employee's tax objectives.
Equity Position. CHROMADEX grants UNIVERSITY a two percent (2%) equity position in CHROMADEX based on the capitalization of CHROMADEX as of the date hereof, as set forth in Appendix B which is incorporated herein by reference. In any transaction under which CHROMADEX’ capital stock is issued, CHROMADEX shall issue additional shares to UNIVERSITY at no cost, such that UNIVERSITY’s capital stock shall be undiluted until CHROMADEX has issued capital stock at a valuation of at least four million dollars ($4,000,000), but in any case UNIVERSITY’s capital stock shall not be treated in a manner less favorable than the capital stock of the founders. UNIVERSITY will accomplish vesting in the equity position by the completion of the specific milestone activities agreed to by both parties as defined in Appendix B, which is incorporated herein by reference. Should UNIVERSITY be unable to complete the milestones stipulated in Appendix B due to the lack of availability of, or delay in providing the raw materials that are to be supplied by CHROMADEX, then the parties will negotiate in good faith a modification of the milestone deadlines, which they will then agree to in writing.
Equity Position. In partial consideration for the rights granted hereunder, Retailer agrees to give WHV or its designee $10 million in Retailer's Series F Convertible Preferred. Stock ("Stock") to be issued in its private placement. The parties agree to execute and deliver any and all documentation required to effect such stock conveyance.
Equity Position. 4.1 Company acknowledges and agrees to grant Employee options to purchase 90,000 shares of its stock said options to be at a strike price equal to the closing price per share of Company stock as of the date this Agreement is executed, to vest monthly in equal shares over a five year (60 month) period; and subject to the same restrictions, if any, required of Company senior management. Such restrictions include the execution of a lockup agreement as was required of all stock holders by the underwriter for the Company's initial public offering and may include the placing of a portion of these shares into an escrow account established for officers, directors, and senior management pursuant to the initial public offering. Should Employee depart, with the company's agreement, prior to said three years, but with satisfactory performance, then all remaining unvested shares shall vest in accordance with the five year schedule, or sooner, at the option of Company.
4.2 Company shall propose Employee for a seat on its Advisory Board and shall consider Employee for a position on its Board of Directors at a later time.