Stock Issuances. Executive shall be issued:
4.2.1. Fourteen Million Four Hundred Thousand (14,400,000) shares of the Common Stock of the Company pursuant to the terms of the Employee Stock Purchase Plan (ESSP) to be adopted by the Company and registered under Form S-8. These shares shall vest in equal installments, One Million Two Hundred (1,200,000) sharesquarterly over the three year Term; and,
Stock Issuances. Employee shall be issued:
Stock Issuances. Except as provided herein or upon the exercise of the Warrants, or pursuant to the Option Plan as in effect on the Closing Date, the Loan Parties shall not issue any capital stock or other equity interests or any options or warrants to purchase, or securities convertible into capital or equity interests or establish any stock appreciation rights or similar programs based on the value of the Loan Parties’ equity interests.
Stock Issuances. FNT will not, without the prior written consent of FNF, issue any shares of stock of any type or other ownership interests or securities, or any rights, warrants or options to acquire shares of stock of any type or other ownership interests or securities (including, without limitation, securities convertible into or exchangeable for shares of capital stock of any type or other ownership interests or securities), if after giving effect to such issuances and considering all of the shares of stock of any type or other ownership interests or securities acquirable pursuant to such rights, warrants and options to be outstanding on the date of such issuance (whether or not then exercisable), FNT and FNF would not be affiliated within the meaning of Section 1504(a)(1) of the Internal Revenue Code of 1986, as amended from time to time (the "Code"), or any successor provision, or FNF would not control FNT within the meaning of Section 368(c) of the Code or any successor provision.
Stock Issuances. (i) If the Company shall, at any time or from time to time on or before the Expiration Time, issue (x) shares of Common Stock, (y) rights, options, warrants or other securities entitling the holder thereof to subscribe for, purchase, convert to, exchange for or otherwise acquire Common Stock or (z) rights, options, warrants or other securities entitling the holder thereof to subscribe for, purchase, convert to, exchange for or otherwise acquire such convertible or exchangeable securities (in each case, other than Excluded Securities (as defined in subparagraph 3(d)(iii) of this Warrant Certificate and other than issuances that result in an adjustment under paragraphs 3(a), 3(b) or 3(c) of this Warrant Certificate), without consideration or for a consideration per share of Common Stock less than the Purchase Price in effect immediately prior to the issuance of such Common Stock or such rights, options, warrants or other securities, the Purchase Price in effect immediately prior to each such issuance shall forthwith be adjusted to a price equal to the quotient obtained by dividing: (A) an amount equal to the sum of (I) the total number of shares of Common Stock outstanding immediately prior to such issuance (including any shares of Common Stock deemed to have been issued pursuant to subclauses (B)(1) and (B)(2) of subparagraph 3(d)(ii) of this Warrant Certificate), multiplied by the Purchase Price in effect immediately prior to such issuance, plus (II) the consideration received by the Company upon such issuance, by (B) the total number of shares of Common Stock outstanding (including any shares of Common Stock deemed to have been issued pursuant to subclauses (B)(1) and (B)(2) of subparagraph 3(d)(ii) of this Warrant Certificate).
(ii) For the purposes of any adjustment of the Purchase Price pursuant to this paragraph 3(d), the following provisions shall be applicable:
(A) In the case of the issuance of Common Stock for a consideration in whole or in part other than cash, the consideration other than cash shall be deemed to be the fair market value thereof as determined in good faith by the Board of Directors of the Company, irrespective of any accounting treatment; and
(B) In the case of (x) the issuance of rights, options or warrants entitling the holder thereof to subscribe for, purchase or otherwise acquire Common Stock, (y) securities convertible into or exchangeable for Common Stock or (z) rights, options, warrants or other securities convertible into...
Stock Issuances. Following the Closing Date, Internet Media shall issue up to 603,046,666 shares to the U-Vend Security Holders as provided in Section 1.2.
Stock Issuances. Subsequent to the Closing Date, the Company shall not issue to employees or consultants shares of Common Stock (except pursuant to exercises of options granted prior to the Closing Date) or Options in excess of 500,000 shares without first obtaining the consent of the Required Purchasers.
Stock Issuances. The Loan Parties shall not issue any capital stock or other equity interests or any options or warrants to purchase, or securities convertible into capital or equity interests or establish any stock appreciation rights or similar programs based on the value of the Loan Parties' equity interests, except (i) for capital stock issued to employees as compensation, (ii) options and capital stock issued pursuant to the Stock Option Plan or (iii) where the proceeds of sales of capital stock are applied to the repayment of the Notes.
Stock Issuances. During the Applicable Period, Leeds agrees that he shall not put before the Company's board of directors or any committee thereof for its consideration, nor shall he accept if so voted upon by the Company's board of directors or any committee thereof, the issuance (the "Issuance") of any equity securities of the Company or securities convertible, exchangeable and/or exercisable thereinto, including, without limitation, any Common Stock, preferred stock, options, warrants, and other equity equivalents (collectively, "Securities") to any Leeds Affiliate if the price to be paid for such Securities is below $.25 per share (or the equivalent thereof after giving effect to any splits, mergers, stock dividends, recapitalizations and similar transactions effectuated after the Closing Date (as such term is defined in the Purchase Agreement)); provided, however, that the term Issuance shall not be deemed to include the Company's issuance of Securities to a Leeds Affiliate at a price below $.25 per share (or the equivalent thereof after giving effect to any splits, mergers, stock dividends, recapitalizations and similar transactions effectuated after the Closing Date), subject to and only with the approval of a majority of the Company's Independent Directors, under either of the following circumstances: (A) Common Stock, options and/or warrants, but in no event preferred stock, as compensation for services in lieu of cash, but only to the extent that (i) the value placed on such Common Stock and the exercise price per share for such options or warrants are not, at the time of issuance, below the greater of (1) the last closing sale price of the Common Stock on the trading day nearest the issuance date and (2) the average of the closing sale prices for the Common Stock for the 20 trading days immediately preceding the issuance date, and (ii) any and all such issuances (Common Stock, options and/or warrants) in the aggregate do not exceed 5% of the then outstanding shares of Common Stock; or (B) in connection with the purchase of Securities (but in no event preferred stock) by a Leeds Affiliate, the proceeds of which are necessary for the Company's continued operations, the completion of a merger or an acquisition (excluding exercise by Leeds of his currently outstanding options), or such other appropriate business purpose as is approved by at least a majority of the board of directors; provided, however, that in the case of the immediately preceding item (B), the Purc...
Stock Issuances. The Company shall not issue to employees or consultants shares of Common Stock or Options in excess of 112,000 shares without first obtaining the consent of the Required Purchasers.
