LIMITATION ON PURCHASES. The following limitations shall apply to all purchases of shares of Common Stock in the Minority Stock Offering:
A. The maximum number of shares of Common Stock which may be purchased in the Subscription Offering by any Person, or Persons through a single account, in the First Priority and Third Priority shall not exceed $200,000 divided by the Purchase Price.
B. The number of shares of Common Stock which may be purchased by any Person or group of persons Acting in Concert in the Community and/or Syndicated Community Offering shall not exceed $200,000 divided by the Purchase Price.
C. The maximum number of shares of Common Stock which may be subscribed for or purchased in all categories in the Minority Stock Offering by any Person together with any Associate or group of persons Acting in Concert shall not exceed the lesser of $400,000 divided by the Purchase Price per share or 5% of the total shares issued in the Minority Stock Offering, except for Employee Plans, which in the aggregate may subscribe for up to 5% of the outstanding shares of Common Stock.
D. The maximum number of shares of Common Stock which may be purchased in all categories in the Minority Stock Offering by Officers and Directors of the Mutual Holding Company, the Stock Holding Company and the Bank and their Associates in the aggregate shall not exceed 28% of the total number of shares of Common Stock issued in the Minority Stock Offering.
E. A minimum of 25 shares of Common Stock must be purchased by each Person purchasing shares in the Minority Stock Offering to the extent those shares are available; provided, however, that the minimum number of shares requirement will not apply if the number of shares of Common Stock purchased times the price per share exceeds $500.
F. If the number of shares of Common Stock otherwise allocable pursuant to Sections 6 through 10, inclusive, to any Person or that Person's Associates would be in excess of the maximum number of shares permitted as set forth above, the number of shares of Common Stock allocated to each such Person shall be reduced to the lowest limitation applicable to that Person, and then the number of shares allocated to each group consisting of a Person and that Person's Associates shall be reduced so that the aggregate allocation to that Person and his Associates complies with the above maximums, and such maximum number of shares shall be reallocated among that Person and his Associates as they may agree, or in the absence of an agree...
LIMITATION ON PURCHASES. The Seller may in its sole and absolute discretion place a limitation on the value of any purchase/s made / to be made by the Purchaser from time to time, and shall be entitled to withdraw, amend or vary such limitation at any time without prior notice.
LIMITATION ON PURCHASES. In the event the Company delivers a Purchase Notice or Additional Purchase Notice to Buyer for more than thirty percent (30%) of the average of the five (5) previous Business Days dollar volume of the Common Stock on the Trading Market on which the Common Stock is then listed or quoted as reported by Bloomberg L.P. based on a Trading Day from 9:30 AM (NYC time) to 4:02 PM (NYC time) for the nearest preceding Business Day (“Volume Limitation”), the Buyer, in its sole discretion, may either accept or reject the Purchase Notice or Additional Purchase Notice, in whole or in part. Furthermore, provided the Company can deliver the Purchase Shares or Additional Purchase Shares via DWAC, the Company shall be obligated to require Regular Purchases and/or Additional Purchases for an aggregate number of Purchase Shares and/or Additional Purchase Shares representing a dollar value of an aggregate amount of not less than $1,000,000 per month, subject to the Volume Limitation. Upon failure of the Company to comply with its obligation to sell to Buyer a number of Purchase Shares with an aggregate value of at least $1,000,000, the Company will pay to the Buyer as liquidated damages the sum of $50,000 for each thirty (30) day period such failure continues. If for any reason the Transfer Agent does not timely deliver the Shares via DWAC, Buyer, in its sole discretion, may then cancel the Purchase and the Company will be required to pay Buyer as liquidated damages, and not as a penalty the sum of $5,000. If the Buyer elects not to cancel the Purchase Notice and/or an Additional Purchase Notice, the Company will pay to the Buyer as liquidated damages the sum of $5,000 per day until the Transfer Agent delivers the Purchase Shares to Buyer. In the event the Principal Market is closed or there is no trading in the Common Stock or trading has been halted for any reason whatsoever, Buyer, in its sole discretion, may reject a part of or all of the Purchase Notice or Additional Purchase Notice.
LIMITATION ON PURCHASES. The parties acknowledge that purchases of Subscriber Devices by Gateway Operators will be made pursuant to written purchase agreements between Motorola and such Gateway Operators (such agreements, the "Purchase Agreements"). Motorola has the right, without receiving the consent of Iridium, to modify, amend, waive, extend or otherwise change the Purchase Agreements, and the Gateway Operators' obligations thereunder, except that Motorola agrees that it will not consent to modifications, deletions or additions to paragraph 5.2 of the Purchase Agreements. To the extent that Motorola has not filled firm orders placed by Gateway Operators for reasons under Motorola's control and the Gateway Operators and Motorola have been unable to work out a reasonable extension of time for delivery dates after good faith attempts to do so, (as described in Paragraph 5.3 of the Purchase Agreements with Gateway Operators), Iridium shall be entitled to reduce the number of Subscriber Devices specified in clauses (I)(x) and (II)(x) of Section 1 of this Agreement by the amount of any such production.
LIMITATION ON PURCHASES. (a) The Company shall not be obligated to purchase any Shares or any Rights at any time pursuant to Section 2.1(d), 4 or 5 hereof, regardless of whether it has delivered a. notice of its election to purchase any such Shares or Rights, to the extent that the purchase of such Shares or Rights (together with any other purchases of Common Stock, Other Rights or other securities of the Company pursuant to Section 2,1 (d), 4 or 5 hereof, or pursuant to the Other Purchasers’ Agreements, of which the Company has at such time been given or has given notice) would (i) conflict with or result in a violation of, any law, rule, regulation, policy, guideline, order, writ, injunction, decree or judgment promulgated or entered by any federal, state, local or foreign court or governmental authority applicable to the Company or any of its subsidiaries or any of its or their properties or assets or (ii) result in a default (or require the consent of any Third Party in order to avoid a default) under any material contract, deed, mortgage, trust, financing or credit agreement, arrangement or agreement of the Company or any of its subsidiaries (any of such results described in (i) or (ii) being sometimes hereinafter referred to as a “Violation”). The Company shall purchase such Shares or Rights as promptly as practicable upon determining that such purchase would not be a Violation.
LIMITATION ON PURCHASES. The Buyer agrees that beginning on the date of this Agreement and ending on the time of filing of a Current Report on Form 8-K disclosing the terms of the Transaction Documents and the terms of the Initial Purchase (the “Form 8-K”), the Buyer and its agents, representatives and affiliates shall not in any manner whatsoever enter into or effect, directly or indirectly, any purchase or sale of any Common Stock or derivative securities of the Common Stock or take any action designed to cause or to result in the stabilization or manipulation of the price of any security of the Company. The Company covenants and agrees that it shall file the Form 8-K no later than prior to the commencement of trading on the Principal Market on January 11, 2018. The Company confirms that, following the filing of the Form 8-K, it shall have disclosed in the SEC Filings all information that it believes constitutes or might constitute material, non-public information that the Company or any other Person acting on its behalf has provided to any of the Buyers or its agents or counsel.
LIMITATION ON PURCHASES. 8 12. Payment for Common Stock.................................................................. 10
LIMITATION ON PURCHASES. In addition to the maximum amount of Conversion Stock that may be subscribed for as set forth in Sections 8, 10, 11, 12 and 13, the following limitations shall apply to all purchases of shares of Conversion Stock:
A. The maximum number of shares of Conversion Stock which may be subscribed for or purchased in all categories in the conversion by any Person or Participant together with any Associate or group or persons Acting in Concert shall not exceed 1.0% of the Conversion Stock offered (the "Maximum Overall Purchase Limitation"), except for the Employee Plans which may subscribe for up to 10% of the Conversion Stock issued and except for certain Eligible Account Holders and Supplemental Eligible Account Holders which may subscribe for or purchase shares in accordance with Sections 8 and 10 herein, respectively; provided, however, in the event that the Maximum Overall Purchase Limitation is increased to more than 2.0% of the shares of Conversion Stock offered, orders for Conversion Stock in the Community Offering and in the Syndicated Community Offering (or, alternatively an underwritten firm commitment public offering), if any, shall, as determined by the BANK, first be filled to a maximum of 2.0% of the total number of shares of Conversion Stock offered and thereafter remaining shares shall be allocated on an equal number of shares basis per order until all orders have been filled.
B. The maximum number of shares of Conversion Stock which may be purchased in all categories in the Conversion by Officers and Directors of the BANK and their Associates in the aggregate shall not exceed 25% of the total number of shares of Conversion Stock issued.
C. A minimum of 25 shares of Conversion Stock must be purchased by each Person purchasing shares in the Conversion to the extent those shares are available; provided, however, that in the event the minimum number of shares of Conversion Stock purchased times the price per share exceeds $500, then such minimum purchase requirement shall be reduced to such number of shares of Conversion Stock which when multiplied by the price per share shall not exceed $500, as determined by the Board. If the number of shares of Conversion Stock otherwise allocable pursuant to Sections 8, 10, 11, 12 and 13, to any Person or that Person's Associates would be in excess of the maximum number of shares permitted as set forth above, the number of shares of Conversion Stock allocated to each such person shall be reduced to the lowest limit...
LIMITATION ON PURCHASES. (a) The Company shall not be obligated to purchase any Shares at any time pursuant to Section 2.1(b), 4 or 5 hereof, regardless of whether it has delivered a notice of its election to purchase any such Shares, to the extent that the purchase of such Shares (together with any other purchases of Common Stock, rights or other securities of the Company pursuant to Section 2.1(b), 4 or 5 hereof, or pursuant to the Other Purchasers’ Agreements, of which the Company has at such time been given or has given notice) would conflict with or result in a violation of, any law, rule, regulation, policy, guideline, order, writ, injunction, decree or judgment promulgated or entered by any federal, state, local or foreign court or governmental authority applicable to the Company or any of its subsidiaries or any of its or their properties or assets or result in a default (or require the consent of any Third Party in order to avoid a default) under any material contract, deed, mortgage, trust, financing or credit agreement, arrangement or agreement of the Company or any of its subsidiaries (any of such results described in (i) or (ii) being sometimes hereinafter referred to as a “Violation”). The Company shall purchase such Shares as promptly as practicable upon determining that such purchase would not be a Violation.
LIMITATION ON PURCHASES. The parties acknowledge that purchases of Products by Gateway Operators and Service Providers will be made pursuant to written purchase agreements between Kyocera and such Gateway Operators and Service Providers (such agreements, the "Purchase Agreements"). To the extent that any Gateway Operator or Service Provider is entitled pursuant to any Purchase Agreement to reduce the number of Products it is obligated to take delivery of on or prior to December 31, 1998 thereunder for any reason, including but not limited to poor manufacture and delivery delay, and such Gateway Operator or Service Provider makes such reduction (a "Reduction"), Iridium shall be entitled to reduce the number of Products specified in clauses (I)(x) and (II)(x) of Section 1 of this Agreement by the amount of any such Reduction.
