Exchange Rights. The Units issued upon the exercise of the Option shall have the Exchange Rights associated with the Limited Partnership Interest represented by the Units. Employee acknowledges that, upon exercise of the Exchange Rights, Crescent pursuant to the Partnership Agreement has the option in its sole discretion to deliver cash or Shares in exchange for Units as to which Employee exercises Exchange Rights. Crescent will deliver cash in exchange for the Units as to which the Employee has exercised Exchange Rights in lieu of the issuance or delivery of any certificate for the Shares upon the exercise of Exchange Rights unless: (a) the shareholders of the Company have approved the Exchange Rights applicable to the Units that may be acquired upon exercise of the Option; (b) the Shares have been admitted to listing on all stock exchanges on which Shares are then listed, unless the General Partner determines in its sole discretion that such listing is neither necessary nor advisable; (c) all required registration or other qualification of the sale of the Shares under any federal or state law or under the rulings or regulations of the Securities and Exchange Commission or any other governmental regulatory body that the General Partner in its sole discretion deems necessary or advisable has been obtained; and (d) all approvals or other clearances from federal or state governmental agency that the General Partner in its sole discretion determines to be necessary or advisable have been obtained.
Appears in 7 contracts
Samples: Unit Option Agreement (Crescent Real Estate Equities Co), Unit Option Agreement (Crescent Real Estate Equities Co), Unit Option Agreement (Crescent Real Estate Equities Co)
Exchange Rights. The Units issued upon the exercise of the Option shall have the Exchange Rights associated with the Limited Partnership Interest represented by the Units. Employee acknowledges that, upon exercise of the Exchange Rights, Crescent pursuant to the Partnership Agreement has the option in its sole discretion to deliver cash or Shares in exchange for Units as to which Employee exercises Exchange Rights. Crescent will deliver cash in exchange for the Units as to which the Employee has exercised Exchange Rights in lieu of the issuance or delivery of any certificate for the Shares upon the exercise of Exchange Rights unless:
(a) the shareholders of the Company Crescent have approved the Exchange Rights applicable to the Units that may be acquired upon exercise of the Option;
(b) the Shares have been admitted to listing on all stock exchanges on which Shares are then listed, unless the General Partner determines in its sole discretion that such listing is neither necessary nor advisable;
(c) all required registration or other qualification of the sale of the Shares under any federal or state law or under the rulings or regulations of the Securities and Exchange Commission or any other governmental regulatory body that the General Partner in its sole discretion deems necessary or advisable has been obtained; and
(d) all approvals or other clearances from federal or state governmental agency that the General Partner in its sole discretion determines to be necessary or advisable have been obtained.
Appears in 3 contracts
Samples: Unit Option Agreement (Crescent Real Estate Equities Co), Unit Option Agreement (Crescent Real Estate Equities Co), Unit Option Agreement (Crescent Real Estate Equities Co)
Exchange Rights. The Units issued upon the exercise of the Option shall have the Exchange Rights associated with the Limited Partnership Interest represented by the Units. Employee Alberts acknowledges that, upon exercise of the Exchange Rights, Crescent pursuant Crexxxxx xursuant to the Partnership Agreement has the option in its sole discretion to deliver cash or Shares in exchange for Units as to which Employee Alberts exercises Exchange Rights. Crescent will deliver cash in exchange for excxxxxx xor the Units as to which the Employee Alberts has exercised Exchange Rights in lieu of the issuance or delivery of delxxxxx xf any certificate for the Shares upon the exercise of Exchange Rights unless:
(a) the shareholders of the Company have approved the Exchange Rights applicable to the Units that may be acquired upon exercise of the Option;
(b) the Shares have been admitted to listing on all stock exchanges on which Shares are then listed, unless the General Partner determines in its sole discretion that such listing is neither necessary nor advisable;
(c) all required registration or other qualification of the sale of the Shares under any federal or state law or under the rulings or regulations of the Securities and Exchange Commission or any other governmental regulatory body that the General Partner in its sole discretion deems necessary or advisable has been obtained; and
(d) all approvals or other clearances from federal or state governmental agency agencies that the General Partner in its sole discretion determines to be necessary or advisable have been obtained.
Appears in 1 contract
Samples: Unit Option Agreement (Crescent Real Estate Equities Co)