Examples of Xxxx Common Stock in a sentence
In the event an Indemnifying Party elects to effect an Indemnity Share Transfer, unless otherwise agreed by the Shareholder, the XXXX Common Stock transferred to XXXX in respect of such Indemnity Share Transfer shall first consist of Restricted Securities, to the extent the Indemnifying Party owns sufficient Restricted Shares to fully satisfy such claim for Damages, and then of any shares of XXXX Common Stock that are not Restricted Securities.
All Damages finally determined to be due and owing to any XXXX Indemnitee pursuant to Article VIII may be satisfied, in whole or in part, at the election of the Indemnifying Party, by the transfer to XXXX of XXXX Common Stock held by the Indemnifying Party (an “Indemnity Share Transfer”).
No certificates or scrip representing fractional shares of XXXX Common Stock shall be issued upon the conversion of Company Common Stock pursuant to Section 2.1(b), Section 2.2 or Section 2.3 and such fractional share interests shall not entitle the owner thereof to vote or to any other rights of a holder of shares of XXXX Common Stock.
Such Shareholder acknowledges that the shares of XXXX Common Stock constituting the XXXX Share Consideration are not registered under the Securities Act or any applicable state securities Law, and that such shares of XXXX Common Stock may not be sold except pursuant to the registration provisions of the Securities Act or pursuant to an applicable exemption therefrom and pursuant to state securities Laws, as applicable.