Purchase of Company Stock. Other than pursuant to the Offer and the Shareholders Agreement, Parent shall not, and shall cause its affiliates not to, purchase shares of Company Common Stock or enter into option, lock-up, voting or proxy agreements or any other similar agreements with respect to Company Common Stock at any time prior to the consummation of the Offer.
Purchase of Company Stock. The Company shall in no way prohibit the Parent or any of its affiliates from purchasing shares of Company Stock or entering into option, lock-up, voting or proxy agreements or any other similar agreements with respect to Company Stock at any time prior to the consummation of the Merger.
Purchase of Company Stock. Upon the terms and subject to the conditions contained herein, Seller will sell, transfer, assign and deliver to Purchaser and Purchaser will acquire the Company Stock, free and clear of all Encumbrances, effective as of the end of business on the Closing Date.
Purchase of Company Stock. (a) The Company hereby agrees to sell to the Executive-, or if designated by the Executive, to the Xxxxx Family Trust and/or trusts for the benefit of the Executive's children (the "Purchaser(s)"), 100,000 shares of Series D preferred stock of the Company on the Commencement Date at a price equal to $2.17 per share, payable in cash, and simultaneously therewith the Company agrees to make five loans to the Purchaser(s) of $40,000 each (for an aggregate of $200,000) in principal amount, each such loan to relate to 20,000 shares of such stock, such loans bearing interest at 4% per year, and the principal of and accrued interest on such loans shall be repayable serially, the first on January 1, 1995 and the second through the fifth on each successive January 1 thereafter, Provided that so long as the Executive's employment by the Company has not been terminated prior to the date of maturity of any such loan the repayment of the principal of and all accrued interest on such 'loan shall be forgiven by the Company on such date of maturity.
(b) Upon payment of the purchase price for the preferred stock referred to above, the Purchaser(s) shall have all of the rights of a stockholder with respect to the shares of preferred stock purchased by the Purchaser(s) pursuant to this Section 8, including the right to receive dividends and to vote such shares, except as provided in Subsection (c) hereof.
(c) All certificates representing the shares of preferred stock of the Company purchased by the Purchaser(s) pursuant to this Section 8, shall be kept in the stock records of the Company and shall be delivered to the Purchaser(s) in installments of 20,000 shares each on January 1 in each year in which a loan matures as such loan is repaid or forgiven. Upon such repayment or forgiveness with respect to shares so held in the stock records of the Company, the Company shall deliver to the Purchaser(s) the certificates representing such shares and the Company shall pay any fees and expenses incident to such delivery.
(d) The purchase of such shares by the Purchaser(s) shall be subject to the condition subsequent that the Company shall raise at least $5,000,000 in equity capital through the issuance and sale of Series E preferred stock by no later than December 24, 1993.
Purchase of Company Stock. (i) Upon execution and delivery of this Agreement, Executive will be eligible to receive options to purchase shares of the Company's common stock (the "Common Stock"), in an amount and at an exercise price determined by the Compensation Committee, which shall vest in accordance with, and which shall be subject to the restrictions of, the Company's 2011 Omnibus Incentive Plan, a copy of which is attached hereto as Exhibit A, as such may be amended from time to time or any successor plan.
(ii) Subject to any applicable listing rules or regulations, Executive shall be permitted to participate in any capital raise conducted by the Company and purchase shares of Common Stock at a price 15% below the applicable offering price (or conversion price) of shares offered to investors during such capital raise or offering, consistent with the Company's Employee Share Purchase Plan.
Purchase of Company Stock. (i) Upon execution and delivery of this Agreement, Executive will be eligible to receive options to purchase shares of the Company's common stock, par value $.001 per share (the "Common Stock"), in an amount and at an exercise price determined by the Compensation Committee, which shall vest in accordance with, and which shall be subject to the restrictions of, the Company's 2011 Omnibus Incentive Plan, a copy of which is attached hereto as Exhibit A.
(ii) Executive shall be permitted to participate in any capital raise conducted by the Company and purchase shares of Common Stock at a price 15% below the applicable offering price (or conversion price) of shares offered to investors during such capital raise or offering, consistent with the Company's 2011 Omnibus Incentive Plan.
Purchase of Company Stock. Other than pursuant to the Offer, each of Purchaser and Merger Sub shall not, and each shall cause its respective Affiliates not to, purchase shares of Common Stock or enter into option, lock-up, voting or proxy agreements or any other similar agreements with respect to Common Stock at any time prior to the consummation of the Offer.
Purchase of Company Stock. Prior to the June 30, 2005, Xxxxxxxx shall, subject to the Company’s policies relating to the purchase of shares of the Company’s common stock by persons deemed to be Insiders, increase his holdings of shares of the Company’s common stock (such holdings of shares, the “Alliance Stock”) to a point at which, as of June 30, 2005, such holdings have an aggregate acquisition cost to Xxxxxxxx of at least $1.0 million. Subject to his compliance with applicable State and Federal securities laws, Xxxxxxxx shall be entitled to sell the Alliance Stock commencing on the earlier of (i) October 1, 2007 or (ii) the day after he is no longer employed as CEO of the Company under this Agreement.”
5. Except as expressly modified by this Amendment, the Employment Agreement shall remain unchanged and shall remain in full force and effect.
Purchase of Company Stock. Prior to the Commencement Date, Xxxxxxxx shall, subject to the Company’s policies relating to the purchase of shares of the Company’s common stock by persons deemed to be Insiders, increase his holdings of shares of the Company’s common stock (such holdings of shares, the “Alliance Stock”) to a point at which, as of the Commencement Date, such holdings have an aggregate acquisition cost to Xxxxxxxx of at least $1.0 million. Subject to his compliance with applicable State and Federal securities laws, Xxxxxxxx shall be entitled to sell the Alliance Stock commencing on the earlier of (i) three years from the Commencement Date, or (ii) the day after he is no longer employed as CEO of the Company under this Agreement.
Purchase of Company Stock. At the Closing, and on the terms and subject to all of the conditions of this Agreement, Sellers will severally and not jointly sell, transfer, assign and convey to Buyer, and Buyer will purchase and accept from Sellers, one hundred percent (100%) of the common stock of the Company owned by Sellers (the “Purchased Shares”), free and clear of any and all Liens, other than Permitted Liens.
