Repurchase of Shares by the Company Sample Clauses

Repurchase of Shares by the Company. (a) The Board of Directors shall have authority to cause the Company to conduct a capital reduction, including the repurchase of any number of issued and Outstanding Shares; provided, however, that the Company shall not purchase or redeem any Shares for cash or other property if any such purchase or redemption would be inconsistent with the requirements of Section 18-607 or Section 18-804 of the Act.
Sample 1Sample 2Sample 3See All (4)
AutoNDA by SimpleDocs
Repurchase of Shares by the Company. Except as otherwise provided in this Agreement or in any Share Designation, the Company, and the Board of Directors on behalf of the Company, without the consent of any Shareholder or any other Person, but subject to Section 9.3, shall have the authority to acquire, by purchase, redemption or otherwise, any Shares (or any rights, options or warrants relating to any class or series of any Shares) that are redeemable at the option of the Company.
Sample 1Sample 2See All (4)
Repurchase of Shares by the Company. The Fund agrees to repurchase the shares so tendered for repurchase in accordance with, and subject to the limitation on, its obligations as set forth in the Registration Statement relating to the Shares.
Sample 1
Repurchase of Shares by the Company. (a) If at any time following the Closing Elixir believes, in its sole discretion, that it is, or may be, subject to a material regulatory examination, review, process, investigation, compliance obligation, prohibition or other regulatory requirement (in each case, a “material regulatory requirement”) arising out of, or resulting from, its direct ownership of Securities and which may subject Melco, Elixir or any of their Affiliates, directors or officers to licensing, gaming or other requirements in the United States of America and it believes, in its sole discretion, that it is, or will be, unable to cooperate or comply, as the case may be, with such requirements without an unreasonable amount of time, expense or effort, Elixir may, if advised by counsel in writing that such transfer would substantially eliminate such time, expense or effort, take all necessary steps to transfer ownership of the affected Securities to a voting trust. The parties agree that a “probity” or “suitability” review or process by United States federal or state gaming regulators with respect to Melco and/or Elixir or any of their subsidiaries, Affiliates, directors or officers shall be deemed to be a “material regulatory requirement”. If Elixir believes, in its sole discretion, that, taking into account the time, expense and effort that may be required to transfer the affected Securities to a voting trust, such a course of action is not commercially advisable, or if such transfer would not substantially eliminate such time, expense or effort, and the material regulatory requirement is continuing, the Company will use its best efforts to, as expeditiously as possible, (i) assist Elixir to sell all of the Shares, Warrant Shares and Warrants to a third party at a price not less than (A) with respect to such Shares, the Subscription Amount, or ratable portion thereof, (B) with respect to such Warrant Shares, the aggregate exercise amount and (C) with respect to such Warrants, the relevant portion of the Subscription Amount, if any, that was allocated to the Warrants (A, B and C, together the “Targeted Proceeds”), or, in the event such a transaction cannot be consummated within 90 days, (ii) repurchase all of the Shares, Warrant Shares and Warrants for cash consideration in an amount not less than the Targeted Proceeds, subject to the Board of Directors’ determination in good faith, after consultation with outside legal counsel, that such repurchase would not be inconsistent with its fi...
Sample 1
Repurchase of Shares by the Company. Upon the terms and subject to the conditions set forth herein, simultaneously with the signing of this Agreement, the Company shall purchase from the Seller, and the Seller shall sell, transfer and deliver to the Company the Shares, free and clear of any and all liens, mortgages, deeds of trust, security interests, pledges, charges and liabilities of any kind. In consideration for the Shares, the Company shall cancel a currently outstanding inter-company loan to the Seller in the principal amount of $970,000 and any and all interest accrued thereon evidenced by that certain promissory note, dated May 2, 1994, as amended, (the "Note").
Sample 1
Repurchase of Shares by the Company. (a) Repurchase by Company of Buy-Back Securities: Prior to the Initial -------------------------------------------- Public Offering, the Company shall have the option (the "BUY BACK OPTION"), but --------------- shall not be required, to purchase all but not less than all the Buy-Back Securities of such Management Holder at the Fair Market Value thereof (the "BUY --- BACK PRICE"): (1) if the employment of a Management Holder is terminated for any ---------- reason whether due to death, disability, retirement, resignation or removal; (2) the Management Holder files a bankruptcy petition or is adjudicated bankrupt; (3) any of the Buy-Back Securities are Transferred or encumbered in any other way except as permitted by this Agreement available. Notwithstanding this Section 6, if the Management Holder shall exercise any Put Option pursuant to Section 10, such Section shall take precedence over exercise of the Company's Buy Back Option.
Sample 1
Repurchase of Shares by the Company. For a period of six months after the Holder exercises the warrant and purchases Shares of Common Stock, the Company will have the right to repurchase the Shares from the Holder at the Purchase Price paid by the Holder if the Company has cured the default under the Note by paying to the Holder the full amount of the outstanding balance due under the Note.
Sample 1
AutoNDA by SimpleDocs

Related to Repurchase of Shares by the Company

  • Purchase of Warrants by the Company The Company shall have the right, except as limited by law, other agreement or herein, to purchase or otherwise acquire Warrants at such times, in such manner and for such consideration as it may deem appropriate.

  • Sale of Shares by the Fund Unless you are otherwise notified by the Fund, any right granted to you to accept orders for Shares or to make sales on behalf of the Fund or to purchase Shares for resale will not apply to (i) Shares issued in connection with the merger or consolidation of any other investment company with the Fund or its acquisition, by purchase or otherwise, of all or substantially all of the assets of any investment company or substantially all the outstanding shares of any such company, and (ii) to Shares that may be offered by the Fund to shareholders of the Fund by virtue of their being such shareholders.

  • Repurchase of Shares If any share is repurchased by any of the Funds or is tendered thereto for redemption within seven business days after confirmation by us of the original purchase order from you for such security, you shall forthwith refund to us the full compensation paid to you on the original sale.

  • Sale of Shares by the Trust The Trust reserves the right to issue any Shares at any time directly to the holders of Shares ("Shareholders"), to sell Shares to its Shareholders or to other persons at not less than net asset value and to issue Shares in exchange for substantially all the assets of any corporation or trust or for the shares of any corporation or trust.

  • Purchase of Common Stock by the Issuer If the Issuer at any time while this Warrant is outstanding shall, directly or indirectly through a Subsidiary or otherwise, purchase, redeem or otherwise acquire any shares of Common Stock at a price per share greater than the Per Share Market Value, then the Warrant Price upon each such purchase, redemption or acquisition shall be adjusted to that price determined by multiplying such Warrant Price by a fraction (i) the numerator of which shall be the number of shares of Outstanding Common Stock immediately prior to such purchase, redemption or acquisition minus the number of shares of Common Stock which the aggregate consideration for the total number of such shares of Common Stock so purchased, redeemed or acquired would purchase at the Per Share Market Value; and (ii) the denominator of which shall be the number of shares of Outstanding Common Stock immediately after such purchase, redemption or acquisition. For the purposes of this subsection (h), the date as of which the Per Share Market Price shall be computed shall be the earlier of (x) the date on which the Issuer shall enter into a firm contract for the purchase, redemption or acquisition of such Common Stock, or (y) the date of actual purchase, redemption or acquisition of such Common Stock. For the purposes of this subsection (h), a purchase, redemption or acquisition of a Common Stock Equivalent shall be deemed to be a purchase of the underlying Common Stock, and the computation herein required shall be made on the basis of the full exercise, conversion or exchange of such Common Stock Equivalent on the date as of which such computation is required hereby to be made, whether or not such Common Stock Equivalent is actually exercisable, convertible or exchangeable on such date.

  • Sale of Shares by the Issuer The rights granted to Distributors shall be nonexclusive in that the Issuer reserves the right to sell its shares to investors on applications received and accepted by the Issuer. Further, the Issuer reserves the right to issue shares in connection with the merger or consolidation, or acquisition by the Issuer through purchase or otherwise, with any other investment company, trust, or personal holding company.

  • REPURCHASES BY THE COMPANY Without limiting the generality of Section 2.15, the Company may, from time to time, repurchase Notes in open market purchases or in negotiated transactions without delivering prior notice to Holders.

  • Sales of Shares by the Trust In addition to sales by the Distributor, the Trust reserves the right to issue shares at any time directly to its shareholders as a stock dividend or stock split or to sell shares to its shareholders or other persons at not less than net asset value to the extent that the Trust, its officers, or other persons associated with the Trust participate in the sale, or to the extent that the Trust or the transfer agent for its shares receive purchase requests for shares.

  • Repurchase or Redemption of Shares by the Fund 4.1 Any of the outstanding Shares may be tendered for redemption at any time, and the Fund agrees to repurchase or redeem the Shares so tendered in accordance with its Declaration of Trust as amended from time to time, and in accordance with the applicable provisions of the Prospectus. The price to be paid to redeem or repurchase the Shares shall be equal to the net asset value determined as set forth in the Prospectus. All payments by the Fund hereunder shall be made in the manner set forth in Section 4.2 below.

  • REPURCHASE OR REDEMPTION OF SHARES BY THE TRUST (a) Any of the outstanding Shares of the Funds may be tendered for redemption at any time, and the Funds agree to redeem or repurchase the Shares so tendered in accordance with its obligations as set forth in the Organic Documents and the Prospectus relating to the Shares.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!