Stock Subscription Agreement. All of the conditions to consummation of the transactions contemplated by the Stock Subscription Agreement shall have been satisfied.
Stock Subscription Agreement. Within ninety (90) days following appropriate corporate approvals, the Executive shall be entitled to purchase up to 10,000 shares of Common Stock (the "Shares") of Holdings at $100 per share, on the terms and conditions set forth in a subscription agreement to be entered into with Holdings in the form attached hereto as Exhibit A (the "Management Subscription Agreement"). At the time the Executive purchases the Shares pursuant to this Section 3.3, if Executive so desires, Holdings shall lend (the "Loan") to the Executive, on a full recourse basis, an amount equal to the purchase price of the Shares for application against such purchase price, provided that prior to or contemporaneous with such Loan the Executive executes and delivers to Holdings a promissory note in the form attached hereto as Exhibit B (the "Note"), evidencing the Executive's obligation to repay the Loan, which shall have a term of ten years, with interest at a rate of 7% per annum, provided that in the event of (a) a termination pursuant to Sections 5.1, 5.2, 5.3, 5.5 or 5.6, the Note shall become due and payable immediately, and (b) a termination pursuant to Section 5.4, the Note shall become due and payable upon the earlier of a Change of Control (as defined in Section 5.5 hereof) or a registered underwritten public offering of Holdings' Common Stock. For purposes of clarity, the Executive shall not be obligated to make any repayments on the Note (whether principal or accrued interest) prior to the time when the Note becomes due and payable in full pursuant to its terms, including the terms set forth in the preceding sentence.
Stock Subscription Agreement. Wxxx agrees to pay, in full, upon execution hereof, all principal and accrued and unpaid interest due and owing on that First Amended Promissory Note dated September 14, 2005 in the original principal amount of $110,000.00 bearing interest at 5%. The total amount due as of December 15, 2006 is $122,375.00.
Stock Subscription Agreement. If Sections 1.4(b) and 1.6 provide for Robexx Xxxx Xxxlds, III to receives shares of Buyer's Common Stock, then concurrently with the execution and delivery of this agreement, Robexx Xxxx Xxxlds, III and Buyer shall execute the stock subscription agreement (the "Stock Subscription Agreement") substantially in the form attached hereto as EXHIBIT 2.2.
Stock Subscription Agreement. The Subscription Agreement has been executed and delivered by each of the parties thereto and is in full force and effect and there is no default or breach by the Company thereunder.
Stock Subscription Agreement. Stock Subscription Agreement for the First Funding dated the same date hereof
Stock Subscription Agreement. A Stock Subscription Agreement to be drafted and agreed in form and manner that is substantially the same as the Stock Subscription Agreement for the First Funding, mutatis mutandis.
Stock Subscription Agreement. The Executive shall be entitled to purchase from the Company shares of common stock of the Company ("Common Stock") at a per share price equal to the closing price on the day of purchase (the "Shares") on the terms and conditions set forth in the Management Subscription Agreement to be entered into in the form attached hereto as Exhibit B. The Company agrees to lend the Executive 50% of the amount needed to purchase the Shares up to a maximum of $1,500,000 on the terms set forth on Exhibit C.
Stock Subscription Agreement. In addition, the Employee and Employer shall enter into a stock subscription agreement allowing the Employee to purchase 1,887,000 shares of the Employer's common stock. The said stock shall be purchased with a note (due 5 years from the date of the note) at a simple interest rate of 6% payable annually. The stock price will be the fair market value as determined by the Employee's Board of Directors at the same board meeting that this agreement is ratified. The Employer shall have a repurchase right for the stock at the aforementioned stock price which shall reduce ratably over a four year period. The stock above referenced shall have a provision calling for the repurchase rights of the company to expire under specific events relating to a change in control which result in a liquidity event to the company's shareholders. In the event that a change in control takes place in which the shareholders receive an equitable value in excess of 75 million dollars, repurchase rights covering shares representing 25% of the employee's total share purchase shall lapse. In the event of a change of ownership resulting in an equitable value in excess of 250 million dollars, repurchase rights covering shares representing 50% of the employee's total share purchase shall lapse.
Stock Subscription Agreement. In addition, the Employee and Employer shall enter into a stock subscription agreement allowing the Employee to purchase 318,718 shares of the Employer's common stock. The said stock shall be purchased with a note, (due 5 years from the date of the note) at a simple interest rate of 6% payable annually. The stock price will be the fair market value as determined by the Employer's Board of Directors at the same board meeting that this agreement is ratified. The Employer shall have a repurchase right for the stock at the aforementioned stock price, which shall reduce from the Employee start date proportionately by month after a 12-month cliff, over a four year period.
