Stock Subscription. This agreement is entered into in order to sell shares of RAD Diversified REIT, Inc. in exchange for an unsecured note ("Note") pursuant to Maryland corporation code. Such Note is attached hereto as Exhibit A, the entirety of which is incorporated into and made part of this Agreement.
Stock Subscription. Shareholder agrees to purchase from MidAmerican Realty Services Company ("MRSC"), and MRSC hereby agrees to sell to Shareholder, in accordance with the terms of this Exhibit Agreement, a total of 125 shares of MRSCs common stock (the "Shares").
Stock Subscription. Each undersigned Stockholder hereby subscribes for and hereby purchases the shares of Purchaser Common Stock set forth opposite the name of such Stockholder on Schedule II hereto.
Stock Subscription. The Purchaser hereby subscribes for shares of Corporation Common Stock. The Shares are being issued as consideration under the License Agreement.
Stock Subscription. Pursuant to a Securities Purchase and Holders Agreement (the "Stockholders Agreement") to be executed at the Closing, the Executive (or, at Executive's
Stock Subscription. It is contemplated that Go Public will be the only shareholder in the shell companies created pursuant to the Joint Venture and that in such case, the 50% split paid to WLG will be for legal expenses. However, WLG may purchase up to 50% of the stock of any shell company at any time before sale of the shell company to an unaffiliated third party by giving notice to Go Public and the shell company of WLG’s desire to subscribe to such stock. The amount paid for such stock shall not exceed the par value per share times the amount of shares subscribed, or if the shares have no par value, then an aggregate subscription price of one dollar ($1). However, in no case shall WLG’s share of the sale proceeds (whether paid as legal fees or as gains attributable to the shell companies’ stock) exceed 50%.
Stock Subscription. Each ------------------------------------------------------ Class II Stockholder reflected as a purchaser of Common Stock on the signature pages hereto (a "PURCHASER") severally agrees to purchase, and the Company agrees to sell to such Purchaser, the number of shares of Common Stock set forth opposite his or her name on Annex A hereto, at the purchase price of $14.50 per ------------- share (collectively, the "Subscription Stock"). Each Purchaser severally agrees ----- to make payment for the Subscription Stock by delivery to the Company of a certified check or wire transfer in the amount of the purchase price therefore.
Stock Subscription. (a) Pursuant to Executive's prior employment agreement dated February 7, 1994 (the "Prior Agreement"), the Executive was granted an aggregate of 85,000 shares of Common Stock of the Corporation (after giving effect to the 1,700-for-1 stock split effected by the Company on June 20, 1997) on March 31, 1994 (the "Shares"). Subject to the remaining provisions hereof, the Shares are subject to Forfeiture Restrictions (as defined below) that lapse 25% per year until March 31, 1998, and all Forfeiture Restrictions shall lapse on such date, provided that the Executive is an employee of the Corporation on the applicable lapse date. As of the date hereof, the Forfeiture Restrictions have lapsed with respect to 63,750 of the Shares.
(b) The Shares may not be sold, assigned, pledged, exchanged, hypothecated or otherwise transferred, encumbered or disposed of to the extent then subject to the Forfeiture Restrictions (as hereinafter defined), and in the event of termination of the Executive's services hereunder for any reason, the Executive shall, for no consideration, forfeit to the Corporation all Shares to the extent then subject to the Forfeiture Restrictions. The prohibition against transfer and the obligation to forfeit and surrender Shares to the Corporation for no consideration upon termination of the Executive's services hereunder are herein referred to as the "Forfeiture Restrictions." The Forfeiture Restrictions shall be binding upon and enforceable against any transferee of Shares.
(c) If (A) the holders of a majority of the outstanding Common Stock of the Corporation sell all of their stock or approve the sale by the Corporation of all or substantially all of the assets of the Corporation, or if the Corporation consummates a public offering of Common Stock, and (B) such sale or public offering occurs prior to the time that all Forfeiture Restrictions have lapsed with respect to the Shares, then the Forfeiture Restrictions shall lapse immediately prior to the closing of
Stock Subscription. Executive agrees to purchase from the ------------------ Company, and the Company hereby agrees to sell to Executive, in accordance with the terms of this agreement, a total of one hundred fifty thousand (150,000) shares of the Company's common stock (the "Shares").
Stock Subscription. It is contemplated that Segunda Oportunidad and RGB will be the only shareholders in the shell companies created pursuant to the Joint Venture and that in such case, the 50% split paid to RGB will be for expenses. However, RGB may purchase up to 50% of the stock of any shell company at any time before sale of the shell company to an unaffiliated third party by giving notice to Segunda Oportunidad and the shell company of RGB’s desire to subscribe to such stock. The amount paid for such stock shall not exceed the par value per share times the amount of shares subscribed, or if the shares have no par value, then an aggregate subscription price of one dollar ($1). However, in no case shall RGB’s share of the sale proceeds (whether paid as service fees or as gains attributable to the shell companies’ stock) exceed 50%.
