Taxes and Cancellation of Shares Sample Clauses

Taxes and Cancellation of Shares. Suttxx xxxnowledges that, as an independent contractor, upon exercise of the options he may become subject to (and is solely responsible for) payment of tax on the excess of the fair market value of the shares purchased over the option exercise price. Rockford may become entitled to a deduction in the same amount pursuant to provision of the Internal Revenue Code of 1986 and Internal Revenue Service ("IRS") regulations thereunder (the "Code") that attribute to Rockford the options granted by Monument. Rockford may elect to cancel (from the shares presented by Monument for transfer to Suttxx xxxsuant to an option exercise) up to that percentage of shares that is equal to the maximum marginal rate of taxes Suttxx xxxld be required by the Code to pay to the IRS upon exercise of the options; Rockford will then pay the fair market value of any canceled shares to the IRS for Suttxx'x xxxount. At the time of any exercise Suttxx xxx pay the cash value attributed to the canceled shares to Rockford and Rockford will then transfer to Suttxx xxx the shares presented for transfer. Rockford will make an election to cancel shares only upon advise of its professional advisors that such action is necessary to protect its deduction (and then only in the amount required by the Code); such an election will not constitute an admission by either Suttxx xx Rockford that Suttxx xx an employee of Rockford and Suttxx will at all times be an independent contractor to Rockford.
Sample 1
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Taxes and Cancellation of Shares. Suttxx xxxnowledges that, as an independent contractor, upon exercise of the options he may become subject to (and is solely responsible for) payment of tax on the excess of the fair market value of the shares purchased over the option exercise price. Rockford may become entitled to a deduction in the same amount pursuant to provisions of the Internal Revenue Code of 1986 and Internal Revenue Service ("IRS") regulations thereunder (the "Code") that attribute to Rockford the options granted by Bartxx. Xxttxx xxxees that Rockford may elect to cancel (from the shares presented by Bartxx xxx
Sample 1

Related to Taxes and Cancellation of Shares

  • Surrender and Cancellation of Shares (a) In the event the over-allotment option (the “Over-Allotment Option”) granted to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Buyer acknowledges and agrees that it shall surrender for cancellation any and all rights to such number of Shares (up to an aggregate of 937,500 Shares and pro rata based upon the percentage of the Over-Allotment Option exercised) such that immediately following such surrender, the Buyer (and all other initial shareholders prior to the IPO, if any) will own an aggregate number of Shares (not including ordinary shares issuable upon exercise of any warrants or any ordinary shares purchased by the Buyer in the Company’s IPO or in the aftermarket) equal to 20% of the issued and outstanding ordinary shares of the Company immediately following the IPO.

  • Cancellation of Shares If the Corporation shall make available, at the time and place and in the amount and form provided in this Agreement, the consideration for the Purchased Shares to be repurchased in accordance with the provisions of this Agreement, then from and after such time, the person from whom such shares are to be repurchased shall no longer have any rights as a holder of such shares (other than the right to receive payment of such consideration in accordance with this Agreement). Such shares shall be deemed purchased in accordance with the applicable provisions hereof, and the Corporation shall be deemed the owner and holder of such shares, whether or not the certificates therefor have been delivered as required by this Agreement.

  • Reclassification of Shares If the Company at any time shall, by combination, reclassification, exchange or subdivision of securities or otherwise, change any of the securities as to which purchase rights under this Warrant Agreement exist into the same or a different number of securities of any other class or classes, this Warrant Agreement shall thereafter represent the right to acquire such number and kind of securities as would have been issuable as the result of such change with respect to the securities which were subject to the purchase rights under this Warrant Agreement immediately prior to such combination, reclassification, exchange, subdivision or other change.

  • Combination of Shares If the number of shares of Common Stock outstanding at any time after the date hereof is decreased by a combination of the outstanding shares of Common Stock, the per share Exercise Price shall be appropriately increased and the number of shares of Warrant Shares shall be appropriately decreased in proportion to such decrease in outstanding shares.

  • Distribution of Shares (a) Subject to the provisions of Paragraphs 6, 7, 10, 11, 12, 13 and 14 hereof, and to such minimum purchase and other requirements as may from time to time be indicated in the Fund's Prospectus, Distributor, acting as principal for its own account and not as agent for the Fund, shall have the right to purchase Shares from the Fund. Distributor shall sell Shares only in accordance with the Fund's Prospectus, on a "best efforts" basis. Distributor shall purchase Shares from the Fund at a price equal to the net asset value, shall sell Shares at the public offering price as defined in Paragraph 8, and shall retain all sales charges.

  • Aggregation of Shares If after the date hereof, and subject to the provisions of Section 4.6 hereof, the number of outstanding shares of Common Stock is decreased by a consolidation, combination, reverse stock split or reclassification of shares of Common Stock or other similar event, then, on the effective date of such consolidation, combination, reverse stock split, reclassification or similar event, the number of shares of Common Stock issuable on exercise of each Warrant shall be decreased in proportion to such decrease in outstanding shares of Common Stock.

  • Withdrawal of Shares and Cancellation of Certificates Upon receipt of Written Instructions, PFPC shall cancel outstanding certificates surrendered by the Fund to reduce the total amount of outstanding shares by the number of shares surrendered by the Fund.

  • Disposition of Shares In the case of an NSO, if Shares are held for at least one year, any gain realized on disposition of the Shares will be treated as long-term capital gain for federal income tax purposes. In the case of an ISO, if Shares transferred pursuant to the Option are held for at least one year after exercise and of at least two years after the Date of Grant, any gain realized on disposition of the Shares will also be treated as long-term capital gain for federal income tax purposes. If Shares purchased under an ISO are disposed of within one year after exercise or two years after the Date of Grant, any gain realized on such disposition will be treated as compensation income (taxable at ordinary income rates) to the extent of the difference between the Exercise Price and the lesser of (1) the Fair Market Value of the Shares on the date of exercise, or (2) the sale price of the Shares. Any additional gain will be taxed as capital gain, short-term or long-term depending on the period that the ISO Shares were held.

  • Conversion or Cancellation of Shares At the Effective Time, by virtue of the Merger and without any action on the part of any shareholder:

  • Acquisition of Shares The Borrower will not acquire any equity, share capital, assets or obligations of any corporation or other entity or permit its Shares to be held by any party other than the Shareholder.

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