Option to Purchase Option Shares Sample Clauses

Option to Purchase Option Shares. (a) For the purposes of covering any overallotments in connection with the distribution and sale of the Firm Shares as contemplated by the Prospectus, the Company hereby grants an option to the several Underwriters (which may be exercised, at its option, by the Representative, individually) to purchase all or any part of the Option Shares from the Company. This option may be exercised in whole or in part at anytime and from time to time within 30 days after the effective date of the Registration Statement upon written notice (each, an "Option Share Notice") by the Representative to the Company setting forth the aggregate number of Option Shares to be purchased, the names and denominations in which the certificates for such Option Shares are to be registered and the time and date for such purchase. Such time and date shall be determined by the Representative but shall be at least two and no more than five full business days before the date specified for closing in the Option Share Notice (each an "Option Closing Date"). Delivery of the Option Shares against payment therefor shall take place at the offices of the Representative, 00 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000. The number of Option Shares to be purchased by each Underwriter, if any, shall bear the same percentage to the total number of Option Shares being purchased by the several Underwriters pursuant to this subsection (a) as the number of Firm Shares such Underwriter is purchasing bears to the total number of Firm Shares being purchased pursuant to subsection (a) of Section 1, as adjusted, in each case by the Representative in such manner as the Representative may deem appropriate. The purchase price to be paid for the Option Shares will be the same price per Option Share as the price per Firm Share set forth in Section 1 hereof. (b) Payment for any Option Shares purchased will be made to the Company by the effectuation of a federal wire transfer, against receipt of the certificates for such securities by the Representative for the respective accounts of the several Underwriters registered in such names and in such denominations as the Representative may request. The Representatives' written confirmation of the effectuation of such federal wire transfer, detailing the specific federal wire number, shall be satisfactory evidence that payment of the purchase price for the Option Shares has been made for purposes of the Option Closing Date and, upon presentation of such confirmation, the Company shal...
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Option to Purchase Option Shares. (a) On or before the fifth anniversary of the Closing Date, Holdings shall have the right, but not the obligation, to purchase from Seller and to require Seller to sell to Holdings (such right, the "Option"), from time to time, all or any portion of the Option Shares by delivering a written notice (the "Option Notice") to the Seller setting forth the number of Option Shares to be purchased. (b) The purchase price for the Option Shares (the "Option Shares Purchase Price") shall be an amount equal to the product of: (1) Six Hundred Percent (600%) of the Net Income Before Taxes of the Business for the calendar year immediately preceding the date the Option Notice is given by Buyer, less all Indebtedness of Buyer on the date the Option Notice is given; and (2) the percentage of outstanding share capital of the Company represented by the Option Shares covered by the Option Notice (the "Minority Share Percentage"). (c) The Option Shares Purchase Price with respect to any exercise, once determined, shall be payable to the Seller as follows: (i) If the Option Shares Closing (as defined in Section 3.6(f) below) occurs on or before April 1, 2004, one-quarter (1/4) of such Option Shares Purchase Price shall be paid on each of April 1, 2004, April 1, 2005, April 1, 2006 and April 1, 2007; (ii) If the Option Shares Closing occurs after April 1, 2004 but on or before April 1, 2005, one-third (1/3) of such Option Shares Purchase Price shall be paid on each of April 1, 2005, April 1, 2006 and April 1, 2007; (iii) If the Option Shares Closing occurs after April 1, 2005 but on or before April 1, 2006, one-half (1/2) of such Option Shares Purchase Price shall be paid each of April 1, 2006 and April 1, 2007; (iv) If the Option Shares Closing occurs after April 1, 2006 but on or before April 1, 2007, all of such Option Shares Purchase Price shall be paid on April 1, 2007; and (v) If the Option Shares Closing occurs after April 1, 2007, all of such Option Shares Purchase Price shall be paid at the Option Shares Closing. (d) Upon delivery of an Option Notice, Buyer shall also prepare and deliver to Seller a certificate setting forth the amount and method of calculating the Option Shares Purchase Price (the "Option Shares Purchase Price Certificate"). (e) The Option Shares Purchase Price shall be paid in immediately available cash funds expressed in U.S. Dollars, or upon agreement between the Parties, in Stonepath Shares or a combination thereof. Any portion of the Option Shares ...
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Option to Purchase Option Shares. 1 1.1 The Option, the Option Shares and Additional Preferred Stock 1 1.2 Exercise of the Option 2 1.3 Option Price 2 1.4 Closings 2
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Option to Purchase Option Shares. 1.1 The Option, the Option Shares and Additional Preferred Stock.
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Option to Purchase Option Shares. (a) Purchaser may, at its sole option, at any time prior to the expiration of 90 days after the Initial Closing, deliver a written notice of its intention to purchase up to 15,000 Option Shares (the "Exercise Notice") to the Company. The Exercise Notice shall specify the number of Option Shares to be purchased and a Business Day between 10 and 20 calendar days after such notice upon which the Option Closing shall occur. (b) If Purchaser delivers the Exercise Notice in accordance with Section 2.2(a), then, subject to the terms and conditions herein set forth, at the Option Closing, the Company will sell to Purchaser, and Purchaser will purchase from the Company, the number of Option Shares to be purchased by the Purchaser as specified in the Exercise Notice. (c) The purchase price payable for the Option Shares shall be $1,000 per share (the aggregate amount of such purchase price being referred to herein as the "Option Purchase Price"). (d) Delivery of the Option Shares shall be made at Option Closing by delivery to Purchaser, against payment of the Option Purchase Price therefor as provided herein, of one or more share certificates, registered in the name of Purchaser, representing the Option Shares so purchased. (e) Payment of the Option Purchase Price for the Option Shares to be purchased hereunder shall be made by or on behalf of Purchaser by wire transfer of immediately available funds to an account of the Company (the number for which account shall have been furnished to Purchaser at least two Business Days prior to the Option Closing Date).
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Option to Purchase Option Shares. (a) Purchaser may, at its sole option, at any time prior to the expiration of 90 days after the Initial Closing, deliver a written notice of its intention to purchase up to 15,000 Option Shares (the "EXERCISE NOTICE") to the Company. The Exercise Notice shall specify the number of Option Shares to be purchased and a Business Day between 10 and 20 calendar days after such notice upon which the Option Closing shall occur.
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Option to Purchase Option Shares 
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Related to Option to Purchase Option Shares

  • Option Shares For the purposes of covering any over-allotments in connection with the distribution and sale of the Firm Shares, the Company hereby grants to the Underwriters an option to purchase up to [●] additional shares of Common Stock, representing fifteen percent (15%) of the Firm Shares sold in the offering, from the Company (the “Over-allotment Option”). Such [●] additional shares of Common Stock, the net proceeds of which will be deposited with the Company’s account, are hereinafter referred to as “Option Shares.” The purchase price to be paid per Option Share shall be equal to the price per Firm Share set forth in Section 1.1.1 hereof. The Firm Shares and the Option Shares are hereinafter referred to together as the “Public Securities.” The offering and sale of the Public Securities is hereinafter referred to as the “Offering.”

  • Option to Purchase Subject to Section 3.5, the Receiver hereby grants to the Assuming Institution an exclusive option for the period of ninety (90) days commencing the day after Bank Closing to purchase any or all owned Bank Premises, including all Furniture, Fixtures and Equipment located on the Bank Premises. The Assuming Institution shall give written notice to the Receiver within the option period of its election to purchase or not to purchase any of the owned Bank Premises. Any purchase of such premises shall be effective as of the date of Bank Closing and such purchase shall be consummated as soon as practicable thereafter, and in no event later than the Settlement Date. If the Assuming Institution gives notice of its election not to purchase one or more of the owned Bank Premises within seven (7) days of Bank Closing, then, not withstanding any other provision of this Agreement to the contrary, the Assuming Institution shall not be liable for any of the costs or fees associated with appraisals for such Bank Premises and associated Fixtures, Furniture and Equipment.

  • Exercise of Repurchase Option The Repurchase Option shall be exercised by written notice signed by an officer of the Company or by any assignee or assignees of the Company and delivered or mailed as provided in Section 17(a). Such notice shall identify the number of shares of Stock to be purchased and shall notify Purchaser of the time, place and date for settlement of such purchase, which shall be scheduled by the Company within the term of the Repurchase Option set forth in Section 2(a) above. The Company shall be entitled to pay for any shares of Stock purchased pursuant to its Repurchase Option, at the Company's option, in cash or by offset against any indebtedness owing to the Company by Purchaser, or by a combination of both. Upon delivery of such notice and payment of the purchase price in any of the ways described above, the Company shall become the legal and beneficial owner of the Stock being repurchased and all rights and interest therein or related thereto, and the Company shall have the right to transfer to its own name the Stock being repurchased by the Company, without further action by Purchaser.

  • Repurchase Option (a) In the event Executive ceases to be employed by the Company, Employer or their respective Subsidiaries for any reason (the “Separation”), the Unvested Shares (whether held by Executive or one or more of Executive’s transferees, other than the Company) will be subject to repurchase, in each case by the Company and the Investors pursuant to the terms and conditions set forth in this Section 3 (the “Repurchase Option”). The Company may assign its repurchase rights set forth in this Section 3 to any Person. (b) In the event of a Separation the purchase price for each Unvested Share will be the lesser of (i) Executive’s Original Cost for the Carried Unit(s) in respect of which such Share was issued to Executive and (ii) the Fair Market Value of such Share as of the date of the Repurchase Notice (defined below). (c) The Board may elect to purchase all or any portion of the Unvested Shares by delivering written notice (the “Repurchase Notice”) to the holder or holders of the Unvested Shares within ninety (90) days after the Separation. The Repurchase Notice will set forth the number of Unvested Shares to be acquired from each holder, the aggregate consideration to be paid for such Unvested Shares and the time and place for the closing of the transaction. The number of Unvested Shares to be repurchased by the Company shall first be satisfied to the extent possible from the Unvested Shares held by Executive at the time of delivery of the Repurchase Notice. If the number of Unvested Shares then held by Executive is less than the total number of Unvested Shares which the Company has elected to purchase, the Company shall purchase the remaining Unvested Shares elected to be purchased from the other holder(s) of Unvested Shares under this Agreement, pro rata according to the number of Unvested Shares held by such other holder(s) at the time of delivery of such Repurchase Notice (determined as nearly as practicable to the nearest share). The number of Unvested Shares to be repurchased hereunder will be allocated among Executive and the other holders of Unvested Shares (if any) pro rata according to the number of Unvested Shares to be purchased from such Person.

  • Purchase Option The Company hereby agrees to issue and sell to the Representative (and/or their designees) on the Effective Date an option ("Representative's Purchase Option") for the purchase of an aggregate of ______ units ("Representative's Units") for an aggregate purchase price of $100. Each of the Representative's Units is identical to the Firm Units except that the Warrants included in the Representative's Units ("Representative's Warrants") have an exercise price of $____ (___% of the exercise price of the Warrants included in the Units sold to the public). The Representative's Purchase Option shall be exercisable, in whole or in part, commencing on the later of the consummation of a Business Combination and one year from the Effective Date and expiring on the five-year anniversary of the Effective Date at an initial exercise price per Representative's Unit of $___, which is equal to _________ (___%) of the initial public offering price of a Unit. The Representative's Purchase Option, the Representative's Units, the Representative's Warrants and the shares of Common Stock issuable upon exercise of the Representative's Warrants are hereinafter referred to collectively as the "Representative's Securities." The Public Securities and the Representative's Securities are hereinafter referred to collectively as the "Securities." The Representative understands and agrees that there are significant restrictions against transferring the Representative's Purchase Option during the first year after the Effective Date, as set forth in Section 3 of the Representative's Purchase Option.

  • Exercise of Purchase Option AIR shall have an option (an “Option”) to acquire any real property owned or leased (subject to any consent rights granted to the landlord under any lease under which DevCo or an Affiliate is the tenant, provided, however, that no Option will apply to any Leased Property that is then leased to DevCo or its Affiliates pursuant to a Master Lease) by DevCo or any of its Subsidiaries, which was originally acquired by DevCo or its Subsidiaries after the Effective Date, which had not achieved Stabilization as of such acquisition but which has subsequently achieved Stabilization (each, an “Option Property”). Within fifteen (15) days following the date on which Stabilization for an Option Property has been achieved, DevCo shall send AIR a written notice advising AIR that such Option Property has reached Stabilization (an “Option Notice”), upon receipt of which AIR will have sixty (60) days (the “Option Exercise Period”) to exercise its Option to purchase such Option Property by delivering to DevCo written notice of the same. If AIR timely delivers a written notice to DevCo that it intends to exercise its Option and proceed with the acquisition of the Option Property, AIR will pay to DevCo the Current FMV for the subject Option Property, and the Parties will close on such Option pursuant to a purchase and sale agreement, which shall be in the form attached to the form of Standard Lease (which is attached hereto as Exhibit A). The Parties shall apply the closing mechanics set forth in Section 10(b) above (as if the Option Property were a ROFO Property, for such purposes). In the event DevCo fails to timely deliver an Option Notice to AIR, then, within thirty (30) days following the date on which AIR becomes aware that Stabilization of the subject Option Property has occurred, AIR shall have the right to send an Option Notice to DevCo (notifying DevCo that AIR believes the subject Option Property has reached Stabilization), and the Option Exercise Period will commence as of the date of such Option Notice. In the event that a Party receiving an Option Notice disputes that Stabilization of the subject Option Property has occurred or is continuing as of the date of such Option Notice, such Party will send to the other Party a Dispute Notice (as defined in and pursuant to Section 18(b)) containing an explanation of such dispute within fifteen (15) days following its receipt of the Option Notice. The Parties shall endeavor to resolve the dispute, and, if they are unable to so resolve it, will proceed to arbitration to resolve such dispute, all in accordance with the terms of Section 18.

  • Substitute Purchase Option In case of any consolidation of the Company with, or merger of the Company with, or merger of the Company into, another corporation (other than a consolidation or merger which does not result in any reclassification or change of the outstanding Common Stock), the corporation formed by such consolidation or merger shall execute and deliver to the Holder a supplemental Purchase Option providing that the holder of each Purchase Option then outstanding or to be outstanding shall have the right thereafter (until the stated expiration of such Purchase Option) to receive, upon exercise of such Purchase Option, the kind and amount of shares of stock and other securities and property receivable upon such consolidation or merger, by a holder of the number of shares of Common Stock of the Company for which such Purchase Option might have been exercised immediately prior to such consolidation, merger, sale or transfer. Such supplemental Purchase Option shall provide for adjustments which shall be identical to the adjustments provided in Section 6. The above provision of this Section shall similarly apply to successive consolidations or mergers.

  • Exercise of Purchase Options Nothing contained in this Purchase Option shall be construed as requiring the Holder(s) to exercise their Purchase Options or Warrants underlying such Purchase Options prior to or after the initial filing of any registration statement or the effectiveness thereof.

  • Option; Option Price On the terms and subject to the conditions of the Plan and this Agreement, including, without limitation, Section 18 of this Agreement, the Optionee shall have the option (the “Option”) to purchase Shares at the price per Share (the “Option Price”) and in the amounts set forth on the signature page hereto. Payment of the Option Price may be made in the manner specified by Section 5.9 of the Plan. The Option is not intended to qualify for federal income tax purposes as an “incentive stock option” within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”). Except as otherwise provided in Section 7 of this Agreement, the Option shall remain exercisable as to all Vested Options (as defined in Section 4) until the expiration of the Option Term (as defined in Section 3). Except as otherwise provided in the Plan or this Agreement, upon a Termination of Relationship, the unvested portion of the Option (i.e., that portion which does not constitute Vested Options) shall terminate.

  • Delivery of Option Shares The Company shall deliver a certificate for the Option Shares to the Employee as soon as practicable after payment therefor.

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