Common use of REDELIVERY OF OPTION HOLDER SHARES Clause in Contracts

REDELIVERY OF OPTION HOLDER SHARES. If OPTION HOLDER shall have previously elected to purchase OPTION GRANTOR Shares pursuant to the exercise of the OPTION GRANTOR Option by the issuance and delivery of OPTION HOLDER Shares, then OPTION GRANTOR shall, if so requested by OPTION HOLDER, in fulfillment of its obligation pursuant to Section 8(a)(y) (that is, with respect to the Exercise Price only and without limitation to its obligation to pay additional consideration under clause (b) of Section 8(a)(ii)(A)(I)), redeliver the certificates for such OPTION HOLDER Shares to OPTION HOLDER, free and clear of all liens, claims, charges and encumbrances of any kind or nature whatsoever; provided, however, that if at any time less than all of the OPTION GRANTOR Shares so purchased by OPTION HOLDER pursuant to the OPTION GRANTOR Option are to be repurchased by OPTION GRANTOR pursuant to Section 8(a)(y), then (i) OPTION GRANTOR shall be obligated to redeliver to OPTION HOLDER the same proportion of such OPTION HOLDER Shares as the number of OPTION GRANTOR Shares that OPTION GRANTOR is then obligated to repurchase bears to the number of OPTION GRANTOR Shares acquired by OPTION HOLDER upon exercise of the OPTION GRANTOR Option and (ii) OPTION HOLDER shall issue to OPTION GRANTOR new certificates representing those OPTION HOLDER Shares which are not due to be redelivered to OPTION HOLDER pursuant to this Section 8(b) to the extent that excess OPTION HOLDER Shares are included in the certificates redelivered to OPTION HOLDER by OPTION GRANTOR.

Appears in 15 contracts

Samples: Payment Agreement (Interstate Power Co), Payment Agreement (Ies Industries Inc), Option Holder Stock Option and Trigger Payment Agreement (WPL Holdings Inc)

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REDELIVERY OF OPTION HOLDER SHARES. If OPTION HOLDER shall have previously elected to purchase OPTION GRANTOR Shares pursuant to the exercise of the OPTION GRANTOR Option by the issuance and delivery of OPTION HOLDER Shares, then OPTION GRANTOR shall, if so requested by OPTION HOLDER, in fulfillment of its obligation pursuant to Section 8(a)(y) (that is, with respect to the Exercise Price only and without limitation to its obligation to pay additional consideration under clause (b) of Section 8(a)(ii)(A)(I)), redeliver the certificates for such OPTION HOLDER Shares to OPTION HOLDER, free and clear of all liens, claims, charges and encumbrances of any kind or nature whatsoever; provided, however, that if at any time less than all of the OPTION GRANTOR Shares so purchased by OPTION HOLDER pursuant to the OPTION GRANTOR Option are to be repurchased by OPTION GRANTOR pursuant to Section 8(a)(y), then (i) OPTION GRANTOR shall be obligated to redeliver to OPTION HOLDER the same proportion of such OPTION HOLDER Shares as the number of OPTION GRANTOR Shares that OPTION GRANTOR is then obligated to repurchase bears to the number of OPTION GRANTOR Shares acquired by OPTION HOLDER upon exercise of the OPTION GRANTOR Option and (ii) OPTION HOLDER shall issue to OPTION GRANTOR new certificates representing those OPTION HOLDER Shares which are not due to be redelivered to OPTION HOLDER pursuant to this Section 8(b) to the extent that excess OPTION HOLDER Shares are included in the certificates redelivered to OPTION HOLDER by OPTION GRANTOR.. (c)

Appears in 2 contracts

Samples: Payment Agreement (Interstate Power Co), Payment Agreement (Interstate Power Co)

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REDELIVERY OF OPTION HOLDER SHARES. If OPTION HOLDER shall have previously elected to purchase OPTION GRANTOR Shares pursuant to the exercise of the OPTION GRANTOR Option by the issuance and delivery of OPTION HOLDER Shares, then OPTION GRANTOR shall, if so requested by OPTION HOLDER, in fulfillment of its obligation pursuant to Section 8(a)(y) (that is, with respect to the Exercise Price only and without limitation to its obligation to pay additional consideration under clause (b) of Section 8(a)(ii)(A)(I)), redeliver rede liver the certificates for such OPTION HOLDER Shares to OPTION HOLDER, free and clear of all liens, claimsclahms, charges and encumbrances and.encumbrances of any kind kiid or nature whatsoever; provided, however, that if at any time less than all of the OPTION GRANTOR Shares so purchased by by. OPTION HOLDER pursuant to the OPTION GRANTOR Option are to be repurchased by OPTION GRANTOR pursuant to Section 8(a)(y), then (i) OPTION GRANTOR shall be obligated to redeliver to OPTION HOLDER the same proportion of such OPTION HOLDER Shares as the number of OPTION GRANTOR Shares that OPTION GRANTOR is then obligated to repurchase bears to the number of OPTION GRANTOR Shares acquired by OPTION HOLDER upon exercise of the OPTION GRANTOR Option and (ii) OPTION HOLDER shall issue to OPTION GRANTOR new certificates representing those OPTION HOLDER Shares which are not due to be redelivered to OPTION HOLDER pursuant to this Section 8(b) to the extent that excess OPTION HOLDER Shares are included in the certificates redelivered to OPTION HOLDER by OPTION GRANTOR. .

Appears in 1 contract

Samples: Agreement and Plan of Merger

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