Returned Shares Sample Clauses

Returned Shares. The number of Returned Shares to be returned by the Shareholders to the Acquiror and retired pursuant to Section 12.2 shall be equal to the aggregate amount of the Damages suffered by the Acquiror, divided by the market value of the Acquiror Common Stock to be calculated using the average of the closing bid price as quoted on the Over the Counter Bulletin Board (or such other public trading market on which the Acquiror's Common Stock may be trading at such time) for the thirty (30) trading days immediately prior to the date that such amount of Damages is determined by a court of competent jurisdiction or pursuant to a binding settlement agreement among the Acquiror and the Company Indemnified Parties (the "Market Value"). The Returned Shares shall be returned from the Escrow Amount.
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Returned Shares. 16.1 The Trustee shall hold Returned Shares to be applied towards future Awards in accordance with the provisions hereof for the purpose of the Scheme. When Shares have been deemed to be Returned Shares under the Scheme Rules, the Trustee shall notify the Company accordingly.
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Returned Shares. In the event the Purchaser exercises the Initial Option and the Seller does not repay the $125 Million Note in cash as provided in section 8.3.5 of the Plan, and the Company takes the Pledged Stock in full and complete satisfaction of the $125 Million Note, then the Seller hereby grants to the Purchaser the option to purchase the Returned Shares at the purchase price described in Section 1.04(b) below (the “Returned Shares Option”). The Seller hereby agrees to deliver a notice (the “Return Notice”) to the Purchaser within one (1) business day of the Seller’s receipt of any Returned Shares, which notice shall include the number of Returned Shares received by the Seller. If the Initial Option has been exercised by the Purchaser, the Purchaser may exercise the Returned Shares Option, in whole and not in part, from 9:30 a.m. prevailing local time in New York City on the business day immediately following the date on which the Purchaser receives the Return Notice through 4:00 p.m. prevailing local time in New York City on the applicable Expiration Date, by delivery of an Exercise Notice to the Seller in the manner contemplated in Section 1.01.
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Returned Shares. Upon delivery of the Exercise Notice by the Purchaser in accordance with Section 1.02, the Seller agrees to and shall sell to the Purchaser, and the Purchaser agrees to purchase from the Seller, the Returned Shares subject to the Exercise Notice at the closing as contemplated in Section 1.05 below, on the terms set forth in this Agreement.
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Related to Returned Shares

  • Vested Shares “Vested Shares” shall mean the shares of Restricted Stock which are no longer subject to the Restrictions by reason of Section 3.2.

  • Escrowed Shares a. With respect to the Escrowed Shares, upon an event of default as set forth in the Pledge Agreement, the Escrow Agent shall send written notice to the Transfer Agent ("Escrow Notice") to transfer such number of Escrow Shares as set forth in the Escrow Notice to the Buyers. Upon receipt of an Escrow Notice, the Transfer Agent shall promptly transfer such number of Escrow Shares to the Buyers as shall be set forth in the Escrow Notice delivered to the Transfer Agent by the Escrow Agent. Further, the Transfer Agent shall promptly transfer such shares from the Buyers to any subsequent transferee promptly upon receipt of written notice from the Buyers or their counsel. If the Escrow Shares are not registered for sale under the Securities Act of 1933, as amended, then the certificates for the Escrow Shares shall bear the legend set forth in Section 1b. b. In the event that counsel to the Company fails or refuses to render an opinion as may be required by the Transfer Agent to affect a transfer of the Escrow Shares (either with or without restrictive legends, as applicable), then the Company irrevocably and expressly authorizes counsel to the Buyers to render such opinion. The Transfer Agent shall accept and be entitles to rely on such opinion for the purpose of transferring the Escrow Shares.

  • Restricted Shares Employee hereby accepts the Restricted Shares when issued and agrees with respect thereto as follows:

  • Shares The term “

  • 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.”

  • Reacquired Shares Any shares of Series A Preferred Stock purchased or otherwise acquired by the Corporation in any manner whatsoever shall be retired and canceled promptly after the acquisition thereof. All such shares shall upon their cancellation become authorized but unissued shares of Preferred Stock and may be reissued as part of a new series of Preferred Stock to be created by resolution or resolutions of the Board of Directors, subject to the conditions and restrictions on issuance set forth herein.

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

  • NUMBER OF SHARES AND EXERCISE PRICE The number of shares of Common Stock subject to your option and your exercise price per share referenced in your Grant Notice may be adjusted from time to time for Capitalization Adjustments.

  • Company Shares If the managing underwriter has not limited the number of Registrable Securities to be underwritten, the Company may include securities for its own account or for the account of others in such registration if the managing underwriter so agrees and if the number of Registrable Securities which would otherwise have been included in such registration and underwriting will not thereby be limited.

  • The Shares The Shares to be issued and sold by the Company hereunder have been duly authorized by the Company and, when issued and delivered and paid for as provided herein, will be duly and validly issued, will be fully paid and nonassessable and will conform to the descriptions thereof in the Registration Statement, the Pricing Disclosure Package and the Prospectus; and the issuance of the Shares is not subject to any preemptive or similar rights.

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