Examples of New VASCO in a sentence
This Agreement is subject to the terms and conditions of the Exchange Offer, as defined in the Prospectus, and will become effective and binding on the parties hereto upon acceptance by New VASCO of shares of common stock of Current VASCO tendered pursuant to the Exchange Offer.
This Letter of Transmittal and Release must be used to accept the Exchange Offer (as defined herein to include the terms and conditions set forth herein and in the Prospectus dated _______________, 1997 (the "Prospectus")), of New VASCO if certificates representing Current VASCO Shares (as defined in the Prospectus) are to be physically delivered to Illinois Stock Transfer Company, as exchange agent (the "Exchange Agent").
In rendering our opinion, we have examined and relied upon the accuracy and completeness of the facts, information, covenants and representations contained in originals or copies, certified or otherwise identified to our satisfaction, of the Prospectus filed as part of the Registration Statement (the "Prospectus"), and such other documents and representations of representatives of New VASCO as we have deemed necessary or appropriate.
The Optionholder shall have no rights as a stockholder with respect to the option shares until proper exercise of a New VASCO Option and delivery to the Optionholder of certificates for such shares as herein provided.
New VASCO hereby grants to the Optionholder the right, privilege, and option to purchase the number of shares of its common stock at the respective purchase price per share as set forth on Schedule I hereto and in the manner and subject to the conditions hereinafter provided.
New VASCO shall make immediate delivery of such shares, provided that if any law or regulation requires New VASCO to take any action with respect to the shares specified in such notice before the issuance thereof, then the date of delivery of such shares shall be extended for the period necessary to take such action.
After the expiration of the respective Vesting Period, the applicable New VASCO Option may be exercised at any time, and from time to time, in whole or in part, until the termination thereof as provided in Section 1.4 below.
Allocations under this paragraph shall be made in accordance with section 1.704-1(b)(4)(i) of the Regulations and, consequently, shall not be reflected in the Member's Capital Accounts.
The New VASCO Options may not be exercised prior to the expiration of the respective vesting period ("Vesting Period") as set forth on Schedule I.
The Optionholder hereby agrees to the cancellation of the Current VASCO Options and recognizes that the New VASCO Options granted under this Agreement are not, although the Current VASCO Options may have been, ISOs.