IPO Allocation. (a) Subject to compliance with the requirements of applicable securities laws and regulations, and in connection with an IPO, the Company agrees to use its commercially reasonable efforts to cause its managing underwriter(s) for such IPO to make an allocation to the Major Series B Investors of an aggregate of ten percent (10%) of the shares of capital stock to be originally issued and sold in the IPO, excluding any underwriter over-allotment option (the “Allocation”), provided, however, that this Allocation may be reduced or eliminated upon the reasonable determination by outside counsel to the Company that the granting or exercise of the IPO participation right by any Major Series B Investor would violate applicable securities laws, including the Securities Act. Each Major Series B Investor will be entitled to its pro rata portion of any such Allocation, based on the number of Registrable Securities held by such Major Series B Investor. Each Major Series B Investor will be entitled to distribute its portion of any such Allocation among its Affiliates. For the avoidance of doubt, nothing in this paragraph shall limit the number of shares that a Major Series B Investor or its affiliates may acquire in the IPO outside of its participation right provided hereunder. Each Major Series B Investor further acknowledges that nothing in this Agreement constitutes an offer or the commitment to purchase any shares in the IPO.
(b) In case of a reduction of the Allocation, the Company shall deliver written notice to the affected Major Series B Investor of such fact, and use commercially reasonable efforts to offer to such Major Series B Investor, subject to compliance with the requirements of applicable securities laws and regulations, the right to purchase in a separate private placement (which shall be conducted concurrently with the IPO and the closing of which shall be contingent on the closing of the IPO) (the “Private Placement”) up to that number of shares of capital stock that such Major Series B Investor would have purchased but was unable to, pursuant to its pro rata portion of the Allocation, at the same price per share offered to the public in the IPO (such right, the “Private Placement Participation Right”). The Common Stock offered to such Major Series B Investor pursuant to the Private Placement Participation Right shall be on the same terms as which capital stock is offered in the IPO, except that the capital stock offered under the Private Placement Par...
IPO Allocation. In the event of a bona fide, firm -------------- commitment underwritten initial public offering of the capital stock of the Company (the "IPO"), the Company shall, or shall require that the managing underwriters of the IPO, establish a directed share program (the "Program") in connection with the IPO. The Program shall consist of at least that number of shares of capital stock (the "Program Shares") equal to nine percent (9%) of the shares offered in the IPO (exclusive of shares subject to any overallotment option on behalf of the underwriters). The Company shall cause the managing underwriters to give priority to the Investors with respect to the Program Shares in allocating the shares available for purchase in the Program. The Investors shall have the option, but not the obligation, to purchase all or any portion of the Program Shares at the initial price to public set forth on the cover page of the final prospectus distributed in connection with the IPO.
IPO Allocation. Section 3.8 of the Employment Agreement is hereby deleted in its entirety.
IPO Allocation. The Company agrees to provide a preemptive right to Xxxxxxx to allocate 10% of the offering in case of an IPO.
IPO Allocation. The Equity Holders agree that in connection with the Initial Public Offering and subject to the terms of that certain Underwriting Agreement, dated July ___, 2005 with Credit Suisse First Boston LLC and Citigroup Global Markets, Inc., (i) Spectrum will be entitled to include 6,444,444 of their shares of Common Stock of CCIH in the shares to be sold by the selling stockholders in the Initial Public Offering, and (ii) Providence will be entitled to sell 3,222,222 of the remaining shares of Common Stock of CCIH to be sold by the selling stockholders in the Initial Public Offering. In the event that the applicable underwriters exercise their overallotment option to purchase additional shares in the Initial Public Offering, (i) Spectrum and Providence will be entitled to sell, on a pro rata basis, 1,059,379 shares and 529,778 shares, respectively, of Common Stock of CCIH sold upon exercise of the underwriters’ overallotment option, (ii) following the sale of Common Stock of CCIH by Providence and Spectrum, Management will be entitled to sell, on a pro rata basis, 84,310 of their vested shares of restricted Common Stock outstanding under the Homebase LLC Restricted Share Plan sold upon the exercise of the underwriters’ overallotment option; and (iii) following the sale of Common Stock of CCIH by Providence, Spectrum and Management, CIT will be entitled to sell the 676,355 shares of Common Stock of CCIH sold upon exercise of the underwriters’ overallotment option.
IPO Allocation. 17 3. Miscellaneous......................................................... 18 3.1 Successors and Assigns......................................... 18 3.2
IPO Allocation. In the event of a bona fide, firm commitment -------------- underwritten initial public offering of the capital stock of the Company (the "IPO"), the Company shall use commercially reasonable best efforts to require that the managing underwriters of the IPO establish a directed share program (the "Program") in connection with the IPO. The Program shall consist of at least that number of shares of capital stock (the "Program Shares") determined by dividing $3,000,000 by the initial price to public set forth on the cover page of the final prospectus distributed in connection with the IPO (the "IPO Price"). The Company shall cause the managing underwriters to give priority to the holders of the Company's Series D Preferred Stock (or Common Stock issuable upon conversion thereof) (the "Series D Holders" as applicable) with respect to the Program Shares in allocating the shares available for purchase in the Program. The Series D Holders shall have the option, but not the obligation, to purchase all or any portion of the Program Shares at the IPO Price.
IPO Allocation. In the event that (a) the Company consummates an initial public offering of its common stock (an “IPO”) on or prior to March 31, 2019, and (b) the Executive remains employed by the Company at the time of such IPO, the Company shall use its commercially reasonable efforts to cause the underwriter(s) in such IPO to allocate a number of IPO shares equal to (i) $50,000 divided by the public offering price per share in the IPO or (ii) such lesser number of IPO shares as the Executive may elect upon reasonable prior notice to the Company. The purchase price per share for such IPO shares allocated to the Executive shall equal the public offering price per share in the IPO, and the closing of any purchase by the Executive of IPO shares shall occur concurrently with the closing of the IPO.
IPO Allocation. In the event of a bona fide, firm commitment underwritten initial public offering of the capital stock of the Company (the "IPO"), the Company shall, or shall require that the managing underwriters of the IPO, establish a directed share program (the "Program") in connection with the IPO. The Program shall consist of at least that number of shares of capital stock (the "Program Shares") equal to two and one half percent (2.5%) of the shares offered in the IPO (exclusive of shares subject to any overallotment option on behalf of the underwriters). The Investors shall have the option, but not the obligation, to direct the allocation of 2.5% of the Program Shares, or to purchase all or any portion of the Program Shares at the initial price to public set forth on the cover page of the final prospectus distributed in connection with the IPO.
IPO Allocation. In the event of an initial public offering (regardless of whether such initial public offering is a Qualifying IPO), the holders of Class C Preferred Shares and Class D Preferred Shares (and Common Shares issued upon conversion of Class C Preferred Shares and Class D Preferred Shares) shall have the option, pro rata based upon the total number of Class C Preferred Shares and Class D Preferred Shares (and Common Shares issued upon conversion of Class C Preferred Shares and Class D Preferred Shares) held on the date of such offering, to purchase up to 5%, in the aggregate, of the shares of Capital Stock of the Company offered in such offering (the "IPO Allocation"), at the initial public offering price, under the terms set forth substantially in the form of Exhibit D hereto. Any shares so purchased shall be subject to the restrictions contained in Section 11.3(a) of this Agreement.
