Option Writer definition
Examples of Option Writer in a sentence
The number of shares of Preferred Stock to be acquired by Option Writer, if any, will be determined in accordance with applicable provisions of the Option Agreement.
Such shares of HM Common Stock shall be free and clear of any lien, encumbrance or other restriction (other than as set forth in the Transaction Agreements), and upon conversion as provided in the Certificate of Designations, Option Writer will acquire good title to the requisite number of shares of HM Common Stock, free and clear of any lien, encumbrance or other restriction (other than as set forth in the Transaction Agreements).
The shares of HM Common Stock into which the Preferred Shares may be convertible shall not be subject to any restrictions on sale or transfer by Option Writer pursuant to this Agreement.
Option Writer shall keep all documents or information delivered to Option Writer pursuant to this Section 6.12 (except for the Form 10-K and Annual Report and statements described in clauses (b) and (c) above) in strictest confidence and shall use them solely in connection with the Transaction Agreements, except as otherwise required by law.
Upon issuance pursuant to this Agreement, the Preferred Shares shall be free and clear of any lien, encumbrance or other restriction (other than as set forth in the Transaction Agreements), and upon delivery of and payment for the Preferred Shares as provided in this Agreement, Option Writer will acquire good title to the Preferred Shares purchased under this Agreement, free and clear of any lien, encumbrance or other restriction (other than as set forth in the Transaction Agreements).
Notwithstanding any provision of this Section to the contrary, either Option Writer or HM may make any disclosure required to be made by it under applicable law (including federal securities law) if it determines in good faith that it is necessary to do so, and gives prior notice to the other party and discusses such disclosure with such other party.
In addition, either Option Writer or HM may make any disclosure to which the other party gives its prior written consent.
There is not pending or to its knowledge, threatened against any Option Writer or any of its Subsidiaries or Affiliates, any action, suit or proceeding before any court, tribunal, governmental body, agency or official or any arbitrator or mediator that would reasonably be expected to materially and adversely affect the legality, validity and enforceability against Option Writer of any Transaction Agreement.
All governmental and other consents that are required to have been obtained by Option Writer with respect to the execution and delivery of this Agreement have been obtained and are in full force and effect and all conditions of any such consents have been complied with.
All governmental and other consents that are required to have been obtained by each Option Writer with respect to the execution and delivery of this Agreement have been obtained by such Option Writer and are in full force and effect and all conditions of any such consents have been complied with.