Payment in Purchaser’s common stock Sample Clauses

Payment in Purchaser’s common stock. The Sellers agree that in no event and under no circumstances will Purchaser issue Purchaser’s Common Stock to the Sellers in connection with the transactions contemplated by this Agreement in an amount above the Purchaser’s Common Stock Share Limitation Cap. The Sellers hereby irrevocably agree and acknowledge that in the event the amount of Purchaser’s Common Stock issued to the Sellers has reached the Purchaser’s Common Stock Share Limitation Cap, the Sellers will not be entitled to any additional payments, cash or otherwise, and that all provisions regarding the Additional Purchase Price Payment as well as mechanism for their payment shall cease to apply once the Purchaser’s Common Stock Share Limitation Cap is met. In addition to any additional restrictions on the sale or transfer of any Purchaser’s Common Stock under Applicable Law including but not limited to applicable securities laws in the USA, the Sellers each agree that the maximum number of shares of Purchaser’s Common Stock that each Seller may resell will be subject to volume-based trading restrictions calculated on a daily and weekly basis as follows: (i) sales shall not occur on more than three (3) days per calendar week, (ii) sales in any one trading day shall be for a maximum number of shares of Purchaser’s Common Stock that is less than ten percent (10%) of the average daily trading volume on the prior trading day, and (iii) sale in any 5 (five) day period shall be no more than four percent (4%) of the average weekly volume (calculated by 5 (five) times the average daily volume in any business week or five consecutive trading days). · The Sellers bear solely and in entirety all taxes that may arise for them as a result of the issuance of Purchaser’s Common Stock to the Sellers. Each of the Sellers agrees and acknowledges that it is responsible for all such Taxes and will indemnify the Purchaser for any Damages as a result of the Sellers failing to pay such Taxes.
Sample 1
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Related to Payment in Purchaser’s common stock

  • Purchaser Common Stock Each share of common stock, par value $0.001 per share, of the Purchaser (the “Purchaser Common Stock”) issued and outstanding immediately prior to the Effective Time shall be converted into and become one newly and validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation.

  • Buyer Common Stock The shares of Buyer Common Stock issuable pursuant hereto, when issued by Buyer in accordance with this Agreement, will be duly issued, fully paid, and non-assessable.

  • Closing Purchase Price Buyer shall have delivered the Closing Purchase Price in accordance with Section 2.5.

  • Merger Sub Common Stock At the Effective Time, each share of common stock, par value $0.01 per share, of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be automatically converted into one fully paid and nonassessable share of common stock, par value $0.01 per share, of the Surviving Corporation.

  • Adjustment of Exercise Price, Number of Shares of Common Stock or Number of the Company Warrants The Exercise Price, the number of shares covered by each Warrant and the number of Warrants outstanding are subject to adjustment from time to time as provided in Section 3 of the Warrant Certificate. In the event that at any time, as a result of an adjustment made pursuant to Section 3 of the Warrant Certificate, the Holder of any Warrant thereafter exercised shall become entitled to receive any shares of capital stock of the Company other than shares of Common Stock, thereafter the number of such other shares so receivable upon exercise of any Warrant shall be subject to adjustment from time to time in a manner and on terms as nearly equivalent as practicable to the provisions with respect to the shares contained in Section 3 of the Warrant Certificate and the provisions of Sections 7, 11 and 12 of this Agreement with respect to the shares of Common Stock shall apply on like terms to any such other shares. All Warrants originally issued by the Company subsequent to any adjustment made to the Exercise Price pursuant to the Warrant Certificate shall evidence the right to purchase, at the adjusted Exercise Price, the number of shares of Common Stock purchasable from time to time hereunder upon exercise of the Warrants, all subject to further adjustment as provided herein.

  • Settlement in Shares Notwithstanding anything to the contrary in the Agreement, Addendum or the Program, the Award shall be settled only in Shares (and may not be settled in cash).

  • Adjustment in Shares Should any change be made to the Common Stock by reason of any stock split, stock dividend, recapitalization, combination of shares, exchange of shares or other change affecting the outstanding Common Stock as a class without the Corporation’s receipt of consideration, appropriate adjustments shall be made to the total number and/or class of securities issuable pursuant to this Award in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.

  • Common Shares 4 Company...................................................................................... 4

  • Adjustment in Option Shares Should any change be made to the Common Stock by reason of any stock split, stock dividend, recapitalization, combination of shares, exchange of shares or other change affecting the outstanding Common Stock as a class without the Corporation's receipt of consideration, appropriate adjustments shall be made to (i) the total number and/or class of securities subject to this option and (ii) the Exercise Price in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.

  • Common Stock 1 Company........................................................................1

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