Grouped Into 30 Collections of Similar Clauses From Business Contracts
This page contains Purchase of Shares clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Purchase of Shares. For the sum of $25,000 (the "Purchase Price"), which the Company acknowledges receiving in cash, the Company hereby sells and issues the Shares to the Subscriber, and the Subscriber hereby purchases the Shares from the Company, subject to the forfeiture provisions of Section 3 below, on the terms and subject to the conditions set forth in this Agreement. Concurrently with the Subscriber's execution of this Agreement, the Company is delivering to the Subscriber a certificate registered in the Sub...scriber's name representing the Shares (the "Original Certificate"), receipt of which the Subscriber hereby acknowledges.View More
Purchase of Shares. For the sum of $25,000 (the "Purchase Price"), which the Company acknowledges receiving in cash, the Company hereby sells and issues the Shares to the Subscriber, and the Subscriber hereby purchases the Shares from the Company, subject to the forfeiture provisions of Section 3 below, forfeiture, on the terms and subject to the conditions set forth in this Agreement. Concurrently with the Subscriber's execution of this Agreement, the Company is delivering shall, at its option, deliver to the Subs...criber a certificate registered in the Subscriber's name representing the Shares (the "Original Certificate"), receipt of which the Subscriber hereby acknowledges. or effect such delivery in book-entry form. View More
Purchase of Shares. For the sum of $25,000 (the "Purchase Price"), which the Company acknowledges receiving in cash, the Company hereby issues and sells and issues the Shares to the Subscriber, and the Subscriber hereby purchases the Shares from the Company, subject to the forfeiture provisions of Section 3 below, forfeiture, on the terms and subject to the conditions set forth in this Agreement. Concurrently with the Subscriber's execution All references in this Agreement to shares of this Agreement, the Company i...s delivering to the Subscriber being forfeited shall take effect as surrenders for no consideration of such shares as a certificate registered in the Subscriber's name representing the Shares (the "Original Certificate"), receipt matter of which the Subscriber hereby acknowledges. Cayman Islands law. View More
Purchase of Shares. For the sum of $25,000 $10,000 (the "Purchase Price"), which the Company acknowledges receiving in cash, the Company hereby sells and issues the Shares to the Subscriber, and the Subscriber hereby purchases the Shares from the Company, subject to the forfeiture provisions of Section 3 below, Company on the terms and subject to the conditions set forth in this Agreement. Concurrently with the Subscriber's execution of this Agreement, the Company is delivering shall, at its option, deliver to the ...Subscriber a certificate registered in the Subscriber's name representing the Shares shares (the "Original Certificate"), receipt of which the Subscriber hereby acknowledges. or effect such delivery in book-entry form. View More
Purchase of Shares. (a) Number of Shares. Subject to the terms and conditions set forth herein, the Holder is entitled, upon surrender of this Warrant at the principal office of the Company (or at such other place as the Company shall notify the Holder in writing), to purchase from the Company up to ( ) fully paid and nonassessable shares of the Company's Common Stock, par value $0.001 per share (the "Common Stock"). (b) Exercise Price. The exercise price for the shares of Common Stock issuable pursuant to this Sec...tion 1 (the "Shares") shall be $ per share (the "Exercise Price"). The Shares and the Exercise Price shall be subject to adjustment pursuant to Section 9 hereof.View More
Purchase of Shares. (a) Number of Shares. Subject to the terms and conditions set forth herein, the Holder is entitled, upon surrender of this Warrant at the principal office of the Company (or at such other place as the Company shall notify the Holder in writing), to purchase from the Company up to ( ) 21,066 fully paid and nonassessable shares of the Company's Common Stock, par value $0.001 $0.00001 per share (the "Common Stock"). (b) Exercise Price. The exercise price for the shares of Common Stock issuable purs...uant to this Section 1 (the "Shares") shall be $ $7.46 per share (the "Exercise Price"). The Shares and the Exercise Price shall be subject to adjustment pursuant to Section 9 7 hereof. View More
Purchase of Shares. (a) Number of Shares. Subject to the terms and conditions set forth herein, the Holder is entitled, upon surrender of this Warrant at the principal office of the Company (or at such other place as the Company shall notify the Holder in writing), to purchase from the Company up to ( ) 986,640 fully paid and nonassessable shares of the Company's Common Series B Preferred Stock, par value $0.001 $0.0001 per share (the "Common "Preferred Stock"). (b) Exercise Price. The exercise price for the shares... of Common Preferred Stock issuable pursuant to this Section 1 (the "Shares") shall be $ $0.0001 per share (the "Exercise Price"). The Shares and the Exercise Price shall be subject to adjustment pursuant to Section 9 8 hereof. View More
Purchase of Shares. (a) Number of Shares. Subject to the terms and conditions set forth herein, including the Vesting Schedule (as defined below), the Holder is entitled, upon surrender of this Warrant at the principal office of the Company (or at such other place as the Company shall notify the Holder in writing), to purchase from the Company up to ( ) 1,100,000 fully paid and nonassessable shares of the Company's Common Stock, par value $0.001 $0.0001 per share (the "Common Stock"). Stock"), subject to appropriat...e adjustment for future stock splits, dividends, combinations, recapitalizations and the like with respect to the Common Stock. (b) Exercise Price. The exercise price for the shares of Common Stock issuable pursuant to this Section 1 (the "Shares") shall be $ $0.01 per share (the "Exercise Price"). The Shares and the Exercise Price shall be subject to adjustment pursuant to Section 9 8 hereof. View More
Purchase of Shares. (a) Number of Shares. On the Offering Commencement Date for the applicable Plan Period, the Company will grant to each eligible employee who is then a participant in the Plan an option (an "Option") to purchase on the last business day of such Plan Period (the "Exercise Date") at the applicable purchase price (the "Option Price") up to that whole number of shares of Common Stock determined by multiplying $2,083 by the number of full months in the Plan Period and dividing the result by the closin...g price (as determined below) on the Offering Commencement Date; provided, however, that no employee may be granted an Option which permits his or her rights to purchase Common Stock under this Plan and any other employee stock purchase plan (as defined in Section 423(b) of the Code) of the Company and its subsidiaries, to accrue at a rate which exceeds $25,000 of the fair market value of such Common Stock (determined at the date such Option is granted) for each calendar year in which the Option is outstanding at any time; and, provided, further, however, that the Committee may, in its discretion, set a fixed maximum number of shares of Common Stock that each eligible employee may purchase per Plan Period which number may not be greater than the number of shares of Common Stock determined by using the formula in the first clause of this Section 9(a) and which number shall be subject to the second clause of this Section 9(a). (b) Option Price. The Board or the Committee shall determine the Option Price for each Plan Period, including whether such Option Price shall be determined based on the lesser of the closing price of the Common Stock on (i) the first business day of the Plan Period or (ii) the Exercise Date, or shall be based solely on the closing price of the Common Stock on the Exercise Date; provided, however, that such Option Price shall be at least 85% of the applicable closing price. In the absence of a determination by the Board or the Committee, the Option Price will be 85% of the lesser of the closing price of the Common Stock on (i) the first business day of the Plan Period or (ii) the Exercise Date. The closing price shall be (a) the closing price (for the primary trading session) on any national securities exchange on which the Common Stock is listed or (b) the average of the closing bid and asked prices in the over-the-counter-market, whichever is applicable, as published in The Wall Street Journal or another source selected by the Board or the Committee. If no sales of Common Stock were made on such a day, the price of the Common Stock shall be the reported price for the next preceding day on which sales were made. (c) Exercise of Option. Each employee who continues to be a participant in the Plan on the Exercise Date shall be deemed to have exercised his or her Option at the Option Price on such date and shall be deemed to have purchased from the Company the number of whole shares of Common Stock reserved for the purpose of the Plan that his or her accumulated payroll deductions on such date will pay for, but not in excess of the maximum numbers determined in the manner set forth above. (d) Return of Unused Payroll Deductions. Any balance remaining in an employee's payroll deduction account at the end of a Plan Period will be automatically refunded to the employee, except that any balance that is less than the purchase price of one share of Common Stock will be carried forward into the employee's payroll deduction account for the following Offering, unless the employee elects not to participate in the following Offering under the Plan, in which case the balance in the employee's account shall be refunded.View More
Purchase of Shares. (a) Number of Shares. On the Offering Commencement Date for the applicable of each Plan Period, the Company will grant to each eligible employee who is then a participant in the Plan Incentive ESPP an option (an "Option") to purchase on the last business day of such Plan Period (the "Exercise Date") at the applicable purchase price (the "Option Price") up to that a whole number of shares of Non-Voting Common Stock determined by multiplying $2,083 by the number of full months in the Plan Period a...nd dividing the result Elected Amount by the closing price (as determined below) on the Offering Commencement Date; provided, however, that no employee may be granted an Option which permits his or her rights to purchase Common Stock under this Plan and any other employee stock purchase plan (as defined in Section 423(b) of the Code) of the Company and its subsidiaries, to accrue at a rate which exceeds $25,000 of the fair market value of such Common Stock (determined at the date such Option is granted) for each calendar year in which the Option is outstanding at any time; and, provided, further, however, that the Committee may, in its discretion, set a fixed maximum number of shares of Common Stock that each eligible employee may purchase per Plan Period which number may not be greater than the number of shares of Common Stock determined by using the formula in the first clause of this Section 9(a) and which number shall be subject to the second clause of this Section 9(a). Price. (b) Option Price. The Board or the Committee shall determine the Option Price for each Plan Period, including whether such Option Price shall be determined based on the lesser of the closing price of the Common Stock on (i) the first business day of the Plan Period or (ii) the Exercise Date, or shall be based solely on the closing price of the Common Stock on the Exercise Date; provided, however, that such Option Price shall be at least 85% of the applicable closing price. In the absence of a determination by the Board or the Committee, the Option Price will be 85% ninety percent (90%) of the lesser of the closing price of the Non-Voting Common Stock on (i) the first business day of the Plan Period Offering Commencement Date or (ii) the Exercise Date. The closing price shall be (a) the closing price (for the primary trading session) on any national securities exchange on which the Non-Voting Common Stock is listed or (b) the average of the closing bid and asked prices in the over-the-counter-market, whichever is applicable, as published in The Wall Street Journal or another source selected by the Board or the Committee. listed. If no sales of Non-Voting Common Stock were made on such a day, the price of the Non-Voting Common Stock shall be the reported price for the next preceding most recent previous day on which sales were made. (c) Exercise of Option. Each employee who continues to be a participant in the Plan Incentive ESPP on the Exercise Date shall be deemed to have exercised his or her Option at the Option Price on such date and shall be deemed to have purchased from the Company the number of whole shares of Non-Voting Common Stock reserved for the purpose of the Plan Incentive ESPP that his or her accumulated payroll deductions on such date Elected Amount will pay for, but not in excess of the maximum numbers determined in the manner set forth above. for. (d) Return of Unused Payroll Deductions. Elected Amount. Any balance remaining in an employee's payroll deduction account at of the end of Elected Amount representing a Plan Period will be automatically refunded to the employee, except that any balance that is less than the purchase price of one fractional share of Common Stock interest will be carried forward into the employee's payroll deduction account for the following Offering, Offering unless the participating employee elects not to participate in the following Offering under the Plan, Offering, in which case the balance in will be returned to the employee's account shall be refunded. participating employee without interest following the Exercise Date. View More
Purchase of Shares. (a) Number of Shares. On the Offering Commencement Date for the applicable Plan of each Offering Period, the Company will grant to each eligible employee who is then a participant in the Plan an option (an "Option") to purchase on the last business day of such Plan Offering Period (the "Exercise Date") at the applicable purchase price (the "Option Price") up to that whole a maximum number of shares of Common Stock Shares to be determined by multiplying $2,083 by the number of full months in the ...Plan Period and dividing the result by the closing price (as determined below) on the Offering Commencement Date; Committee; provided, however, that no employee may be granted an 3 Option which permits his or her the employee's rights to purchase Common Stock Shares under this Plan and any other employee stock purchase plan (as defined in Section 423(b) of the Code) of the Company and its subsidiaries, to accrue at a rate which exceeds $25,000 of the fair market value of such Common Stock Shares (determined at the date such Option is granted) for each calendar year in which the Option is outstanding at any time; and, provided, further, however, that the Committee may, in its discretion, set a fixed maximum number of shares of Common Stock that each eligible employee may purchase per Plan Period which number may not be greater than the number of shares of Common Stock determined by using the formula in the first clause of this Section 9(a) and which number shall be subject to the second clause of this Section 9(a). time. (b) Option Price. The Board or the Committee shall determine the Option Price for each Plan Offering Period, including whether such Option Price shall be determined based on the lesser of the closing price of the Common Stock Shares on (i) the first business day of the Plan Offering Period or (ii) the Exercise Date, or shall be based solely on the closing price of the Common Stock Shares on the Exercise Date; provided, however, that such Option Price shall be at least 85% of the applicable closing price. In the absence of a determination by the Board or the Committee, the Option Price will be 85% of the lesser of the closing price of the Common Stock Shares on (i) the first business day of the Plan Offering Period or (ii) the Exercise Date. The closing price shall be (a) the closing price (for the primary trading session) on any national securities exchange on which the Common Stock is Shares are listed or (b) the average of the closing bid and asked prices in the over-the-counter-market, over-the-counter market, whichever is applicable, as published in The Wall Street Journal or another source selected by the Board or the Committee. If no sales of Common Stock Shares were made on such a day, the price of the Common Stock Shares shall be the reported price for the next preceding day on which sales were made. (c) Exercise of Option. Each employee who continues to be a participant in the Plan on the Exercise Date shall be deemed to have exercised his or her Option at the Option Price on such date and shall be deemed to have purchased from the Company the number of whole shares of Common Stock Shares reserved for the purpose of the Plan that his or her accumulated payroll deductions on such date will pay for, but not in excess of the maximum numbers determined in the manner set forth above. (d) Return of Unused Payroll Deductions. Any balance remaining in an employee's payroll deduction account at the end of a Plan an Offering Period will be automatically refunded to the employee, except that any balance that is less than the purchase price of one share of Common Stock Share will be carried forward into the employee's payroll deduction account for the following Offering, unless the employee elects not to participate in the following Offering under the Plan, in which case the balance in the employee's account shall be refunded. View More
Purchase of Shares. (a) Number (a)Number of Shares. On the Offering Commencement Date for the applicable Plan of each Offering Period, the Company will grant to each eligible employee who is then a participant in the Plan an option (an "Option") to purchase on the last business day of such Plan Offering Period (the "Exercise Date") at the applicable purchase price (the "Option Price") up to that whole a maximum number of shares of Common Stock Shares to be determined by multiplying $2,083 the Committee. 3 (b)Option... Price. Unless otherwise determined by the number of full months in Committee, the Plan Period and dividing Option Price will be the result by the closing average price (as determined below) on the Offering Commencement Date; provided, however, that no employee may be granted an Option which permits his or her rights to purchase Common Stock under this Plan and any other employee stock purchase plan (as defined in Section 423(b) of the Code) of Shares actually purchased in connection with the Company and its subsidiaries, to accrue at a rate which exceeds $25,000 of the fair market value of such Common Stock (determined at the date such Option is granted) for each calendar year in which the Option is outstanding at any time; and, provided, further, however, that the applicable Offering Period. The Committee may, in its sole discretion, set a fixed maximum number of shares of Common Stock that each eligible employee may purchase per Plan Period which number may not be greater than the number of shares of Common Stock determined by using the formula in the first clause of this Section 9(a) and which number shall be subject to the second clause of this Section 9(a). (b) Option Price. The Board or the Committee shall otherwise determine the Option Price for each Plan an Offering Period, including whether such Option Price shall be determined based on the lesser of the closing price of the Common Stock Shares on (i) the first business day of the Plan Offering Period or (ii) the Exercise Date, or shall be based solely on the closing price of the Common Stock Shares on the Exercise Date; provided, however, that such Option Price shall be at least 85% of Date. If the applicable closing price. In the absence of a determination by the Board or the Committee, Committee bases the Option Price will be 85% of the lesser of on the closing price of the Common Stock Shares on (i) the first business day of the Plan Period or (ii) the Exercise Date. The Date, the closing price shall be (a) the closing price (for the primary trading session) on any national securities exchange on which the Common Stock is Shares are listed or (b) the average of the closing bid and asked prices in the over-the-counter-market, over-the-counter market, whichever is applicable, as published in The Wall Street Journal or another source selected by the Board or the Committee. If no sales of Common Stock Shares were made on such a day, the price of the Common Stock Shares shall be the reported price for the next preceding day on which sales were made. (c) Exercise (c)Exercise of Option. Each employee who continues to be a participant in the Plan on the Exercise Date shall be deemed to have exercised his or her Option at the Option Price on such date and shall be deemed to have purchased from the Company the number of whole shares of Common Stock reserved for the purpose of the Plan Shares that his or her accumulated payroll deductions on such date will pay for, but not in excess of the maximum numbers determined in the manner set forth above. (d) Return (d)Purchased Shares; Reinvestment. As soon as practicable following the Exercise Date, the number of Shares purchased by each participating employee shall be deposited into such employee's account. Unless otherwise permitted by the Committee in its sole discretion, dividends that are declared on the Shares held in such account shall be reinvested in whole or fractional Shares. (e)Return of Unused Payroll Deductions. Any balance remaining in an employee's payroll deduction account at the end of a Plan an Offering Period will be automatically refunded to the employee, except that any balance that is less than the purchase price of one share of Common Stock Share will be carried forward into the employee's payroll deduction account for the following Offering, unless the employee elects not to participate in the following Offering under the Plan, in which case the balance in the employee's account shall be refunded. View More
Purchase of Shares. (a) Participants will acquire Shares from the Company under the Plan (the "Plan Shares") at a price equal to the Company's current estimated value per Share or, $25.04 per Share. Following any subsequent valuation of the Shares, the shares issued pursuant to the Plan will be priced at 100% of the most recently determined estimated value per share of the Shares. No selling commissions or dealer manager fees on the Class A, Class D or Class T shares or will be payable with respect to shares purcha...sed pursuant to the Plan. Participants may acquire Shares from the Company under the Plan until the earliest of (a) all the Plan Shares registered in the Initial Offering or any Future Offering are issued, (b) the Initial Offering and any Future Offering of Plan Shares terminate and the Company elects to deregister with the SEC the unsold Plan Shares, or (c) there is more than a de minimis amount of trading in the Shares, at which time any registered Plan Shares then available under the Plan will be sold at a price equal to the fair market value of the Shares, as determined by the Board of Directors by reference to the applicable sales price with respect to the most recent trades occurring on or prior to the relevant Distribution date. Participants in the Plan may also purchase fractional Shares so that 100% of the Distributions will be used to acquire Shares. However, a Participant will not be able to acquire Plan Shares to the extent that any such purchase would cause such Participant to exceed the Aggregate Share Ownership Limit or the Common Share Ownership Limit as set forth in the Charter or otherwise would cause a violation of the Share ownership restrictions set forth in the Charter. (b) Shares to be distributed by the Company in connection with the Plan may (but are not required to) be supplied from: (a) the Plan Shares which will be registered with the SEC in connection with the Company's Initial Offering, (b) Shares to be registered with the SEC in a Future Offering for use in the Plan (a "Future Registration"), (c) Shares purchased by the Company for the Plan in a secondary market (if available) or on a stock exchange (if listed) (collectively, the "Secondary Market"). (c) Shares purchased in any Secondary Market will be purchased at the then-prevailing market price, which price will be utilized for purposes of issuing Shares in the Plan. Shares acquired by the Company in any Secondary Market or registered in a Future Registration for use in the Plan may be at prices lower or higher than the Share price which will be paid for the Plan Shares pursuant to the Initial Offering. 1 (d) If the Company acquires Shares in any Secondary Market for use in the Plan, the Company shall use its reasonable efforts to acquire Shares at the lowest price then reasonably available for Shares of the class acquired. However, the Company does not in any respect guarantee or warrant that the Shares so acquired and purchased by the Participant in the Plan will be at the lowest possible price. Further, irrespective of the Company's ability to acquire Shares in any Secondary Market or to make a Future Offering for Shares to be used in the Plan, the Company is in no way obligated to do either, but may do so in its sole discretion.View More
Purchase of Shares. (a) Participants will acquire Plan Shares from the Company under the Plan (the "Plan Shares") at a price equal to the Company's current estimated net asset value per Share or, $25.04 per Share. Following any subsequent valuation of the Shares, the shares issued pursuant to the Plan will be priced at 100% of the most recently determined estimated value ("NAV") per share of the Shares. No selling commissions or dealer manager fees on Class A Shares and the Class A, Class D or Class T shares or wil...l be payable with respect to shares purchased pursuant to the Plan. Participants may acquire Shares from Shares, respectively, most recently disclosed by the Company under in a public filing with the Commission as of the date the Plan Shares are issued. Participants will acquire Plan Shares at such respective prices until the earliest of (a) (i) all the Plan Shares registered in the Initial Offering or and any Future Offering are issued, (b) (ii) the Initial Offering and any Future Offering of Plan Shares terminate and the Company elects to deregister with the SEC Commission the unsold Plan Shares, or (c) there is more than (iii) the shares of the Company's common stock are listed on a de minimis amount of trading in the Shares, national securities exchange, at which time any registered Plan Shares then available under the Plan will be sold at a price equal to the fair market value of the such class of Shares, as determined by the Company's Board of Directors by reference to the applicable sales price with in respect to the most recent trades occurring on or prior to the relevant Distribution date. distribution date, or (iv) the Company's Board, in its sole discretion, determines for any reason to modify the Plan to provide for a higher or lower price at which Plan Shares may be purchased. Any such price modification may be arbitrarily determined by the Board, or may be determined on a different basis, including but 1 not limited to a price equal to an estimated value per share of such class of Shares or the then current NAV per share of such class of Shares, as calculated in accordance with policies and procedures developed by the Board. Participants in the Plan may also purchase fractional Shares so that 100% of the Dividends or Distributions will be used to acquire Shares. However, a Participant will not be able to acquire Plan Shares to the extent that any such purchase would cause such Participant to exceed the Aggregate Share Ownership Limit or the Common Share Ownership Limit as set forth in the Charter or otherwise would cause a violation of the Share ownership restrictions set forth in the Charter. (b) The estimated NAV per share will not represent the fair value of the Company's assets less liabilities in accordance with U.S. generally accepted accounting principles ("GAAP"), and any such estimated NAV per share is not a representation, warranty or guarantee that: (i) a Participant would be able to realize the estimated NAV per share if the Participant attempts to sell his or her Shares; (ii) a Participant would ultimately realize distributions per share equal to the estimated NAV per share upon the Company's liquidation or sale; (iii) the Shares would trade at the estimated NAV per share on a national securities exchange; or (iv) a third party would offer the estimated NAV per share in an arm's-length transaction to purchase all or substantially all of the Shares. Participants should not rely on the estimated NAV per share as being an accurate measure of the then-current value of the Shares in deciding whether to reinvest distributions pursuant to this Plan. Shares to be distributed by the Company in connection with the Plan may (but are not required to) be supplied from: (a) the Plan Shares which will be registered with the SEC Commission in connection with the Company's Initial Offering, (b) Shares to be registered with the SEC Commission in a Future Offering for use in the Plan (a "Future Registration"), or (c) Shares of the Company's common stock purchased by the Company for the Plan in a secondary market (if available) or on a stock exchange (if listed) (collectively, the "Secondary Market"). (c) Shares purchased in any Secondary Market will be purchased by the Company at the then-prevailing market price, which price will be utilized for purposes of issuing such Shares in the Plan. Shares acquired by the Company in any Secondary Market or registered in a Future Registration for use in the Plan may be at prices lower or higher than the Share price which will be paid for the Plan Shares pursuant to the Initial Offering. 1 (d) If the Company acquires Shares in any Secondary Market for use in the Plan, the Company shall use its reasonable efforts to acquire Shares at the lowest price then reasonably available for Shares of the class acquired. available. However, the Company does not in any respect guarantee or warrant that the Shares so acquired and purchased by the Participant in the Plan will be at the lowest possible price. price and such price may not represent the estimated NAV per share of the Shares or the fair value of the Company's assets less liabilities in accordance with GAAP. Further, irrespective of the Company's ability to acquire Shares in any Secondary Market or to make a Future Offering for Shares to be used in the Plan, the Company is in no way obligated to do either, but may do so in its sole discretion. View More
Purchase of Shares. (a) Participants will acquire Shares from the Company under the Plan (the "Plan Shares") at a price equal to the Company's current estimated value NAV per Share or, $25.04 per Share. Following any subsequent valuation applicable to the class of Shares held by the Participant, calculated as of the Shares, the shares issued pursuant to the Plan will be priced at 100% of the most recently determined estimated value per share of the Shares. distribution date. No selling commissions or dealer manager... fees on the Class A, Class D or Class T shares or will be payable with respect to shares purchased pursuant to the Plan. Participants may acquire Shares from the Company under the Plan until the earliest of (a) all the Plan Shares registered in the Initial Offering or any Future Offering are issued, (b) the Initial Offering and any Future Offering of Plan Shares terminate and the Company elects to deregister with the SEC the unsold Plan Shares, or (c) there is more than a de minimis amount of trading in the Shares, at which time any registered Plan Shares then available under the Plan will be sold at a price equal to the fair market value of the Shares, as determined by the Board of Directors by reference to the applicable sales price with respect to the most recent trades occurring on or prior to the relevant Distribution date. Participants in the Plan may also purchase fractional Shares so that 100% of the Distributions will be used to acquire Shares. However, a Participant will not be able to acquire Plan Shares to the extent that any such purchase would cause such Participant to exceed the Aggregate Share Ownership Limit or the Common Share Ownership Limit as set forth in the Charter or otherwise would cause a violation of the Share ownership restrictions set forth in the Charter. (b) Shares to be distributed by the Company in connection with the Plan may (but are not required to) be supplied from: (a) (i) the Plan Shares which will be registered with the SEC in connection with the Company's Initial a Public Offering, (b) (ii) Shares to be registered with the SEC in a Future Offering for use in the Plan (a "Future Registration"), (c) (iii) Shares purchased by the Company for the Plan in a secondary market (if available) or on a stock exchange (if listed) (collectively, the "Secondary Market"). Market") or (iv) Shares which have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or the securities laws of any state, and which will be issued in reliance upon exemptions from the registration requirements of the Securities Act and state securities laws. (c) Shares purchased in any Secondary Market will be purchased at the then-prevailing market price, price for Shares of the class purchased, which price will be utilized for purposes of issuing Shares in the Plan. Shares acquired by the Company in any Secondary Market or registered in a Future Registration for use in the Plan may be at prices lower or higher than the Share price which will be paid for the Plan Shares of that class pursuant to the Initial Public Offering or Private Offering. 1 (d) If the Company acquires Shares in any Secondary Market for use in the Plan, the Company shall use its reasonable efforts to acquire Shares at the lowest price then reasonably available for Shares of the class acquired. However, the Company does not in any respect guarantee or warrant that the Shares so acquired and purchased by the Participant in the Plan will be at the lowest possible price. Further, irrespective of the Company's ability to acquire Shares in any Secondary Market or to make a Future Offering for Shares to be used in the Plan, the Company is in no way obligated to do either, but may do so in its sole discretion. View More
Purchase of Shares. (a) Participants will acquire Plan Shares from the Company under the Plan (the "Plan Shares") at a price equal to the Company's current estimated value $9.0355 per Share or, $25.04 per Share. Following any subsequent valuation of the Shares, the shares issued pursuant to the Plan will be priced at 100% of the most recently determined estimated value per share of the Shares. No selling commissions or dealer manager fees on the Class A, Class D or Class T shares or will be payable with respect to ...shares purchased pursuant to the Plan. Participants may acquire Shares from the Company under the Plan until the earliest of (a) (i) all the Plan Shares registered in the Initial Offering or and any Future Offering are issued, (b) (ii) the Initial Offering and any Future Offering of Plan Shares terminate and the Company elects to deregister with the SEC Commission the unsold Plan Shares, or (c) there is more than (iii) the shares of the Company's common stock are listed on a de minimis amount of trading in the Shares, national securities exchange, at which time any registered Plan Shares then available under the Plan will be sold at a price equal to the fair market value of the such class of Shares, as determined by the Company's Board of Directors by reference to the applicable sales price with in respect to the most recent trades occurring on or prior to the relevant Distribution date. distribution date, or (iv) the Company's Board, in its sole discretion, determines for any reason to modify the Plan to provide for a higher or lower price at which Plan Shares may be purchased. Any such price modification may be arbitrarily determined by the Board, or may be determined on a different basis, including but not limited to a price equal to an estimated value per share of such class of Shares or the then current net asset value per share of such class of Shares, as calculated in accordance with policies and procedures to be developed by the Board. Participants in the Plan may also purchase fractional Shares so that 100% of the Dividends or Distributions will be used to acquire Shares. However, a Participant will not be able to acquire Plan Shares to the extent that any such purchase would cause such Participant to exceed the Aggregate Share Ownership Limit or the Common Share Ownership Limit as set forth in the Charter or otherwise would cause a violation of the Share ownership restrictions set forth in the Charter. (b) Shares to be distributed by the Company in connection with the Plan may (but are not required to) be supplied from: (a) the Plan Shares which will be registered with the SEC Commission in connection with the Company's Initial Offering, (b) Shares to be registered with the SEC Commission in a Future Offering for use in the Plan (a "Future Registration"), or (c) Shares of the Company's common stock purchased by the Company for the Plan in a secondary market (if available) or on a stock exchange (if listed) (collectively, the "Secondary Market"). (c) Shares purchased in any Secondary Market will be purchased by the Company at the then-prevailing market price, which price will be utilized for purposes of issuing such Shares in the Plan. Shares acquired by the Company in any Secondary Market or registered in a Future Registration for use in the Plan may be at prices lower or higher than the Share price which will be paid for the Plan Shares pursuant to the Initial Offering. 1 (d) If the Company acquires Shares in any Secondary Market for use in the Plan, the Company shall use its reasonable efforts to acquire Shares at the lowest price then reasonably available for Shares of the class acquired. available. However, the Company does not in any respect guarantee or warrant that the Shares so acquired and purchased by the Participant in the Plan will be at the lowest possible price. Further, irrespective of the Company's ability to acquire Shares in any Secondary Market or to make a Future Offering for Shares to be used in the Plan, the Company is in no way obligated to do either, but may do so in its sole discretion. View More
Purchase of Shares. Subject to the terms and conditions hereinafter set forth, the holder of this Warrant is entitled, upon surrender of this Warrant at the principal office of the Company (or at such other place as the Company shall notify the holder hereof in writing), to purchase from the Company up to ______________fully paid and nonassessable Shares (as defined below) at the Exercise Price (as defined below).
Purchase of Shares. Subject 1.1 Agreement to Purchase and Sell Shares. On the Effective Date and subject to the terms and conditions hereinafter set forth, the holder of this Warrant is entitled, upon surrender Agreement and the Plan, Purchaser hereby purchases from the Company, and the Company hereby sells to Purchaser, _____________ (_______) shares of this Warrant the Company's Common Stock (the "Shares"), at the principal office price of ___________($____) per share (the "Purchase Price Per Share") for a Total ...Purchase Price of ___________($________) (the "Purchase Price"). As used in this Agreement, the term "Shares" includes the Shares purchased under this Agreement and all securities received (a) in replacement of the Shares, (b) as a result of stock dividends or stock splits with respect to the Shares, and (c) in replacement of the Shares in a merger, recapitalization, reorganization or similar corporate transaction. 1.2 Payment. Purchaser hereby delivers payment of the Purchase Price as follows (check and complete as appropriate): ☐ in cash (by check) in the amount of $_________________, receipt of which is acknowledged by the Company. ☐ by cancellation of indebtedness of the Company (or at such other place as owed to Purchaser in the amount of $__________________________________. ☐ by the waiver hereby of compensation due or accrued for services rendered in the amount of $_______________________________. ☐ by delivery of _________ fully-paid, nonassessable and vested shares of the Common Stock of the Company shall notify owned by Purchaser free and clear of all liens, claims, encumbrances or security interests, valued at the holder hereof in writing), to purchase from current Fair Market Value of $___________ per share (a) for which the Company up has received "full payment of the purchase price" within the meaning of SEC Rule 144, (if purchased by use of a promissory note, such note has been fully paid with respect to ______________fully paid and nonassessable Shares (as defined below) at such vested shares), or (b) that were obtained by Purchaser in the Exercise Price (as defined below). open public market. View More
Purchase of Shares. Subject to the terms and conditions hereinafter set forth, the holder of this Warrant is entitled, upon surrender of this Warrant at the principal office of the Company (or at such other place as the Company shall notify the holder hereof in writing), to purchase from the Company up to ______________fully __________ fully paid and nonassessable Shares (as defined below) shares of the Company's Common Stock, (each a "Share" and collectively the "Shares") at an exercise price of $1.50 per Share (s...uch price is herein referred to as the Exercise Price (as defined below). "Exercise Price"). View More
Purchase of Shares. Subject to the terms and conditions hereinafter set forth, forth and as set forth in the holder of this Warrant Purchase Agreement, the Holder is entitled, upon surrender of this Warrant at the principal office of the Company (or at such other place as the Company shall notify the holder hereof Holder in writing), to purchase from the Company up to ______________fully paid and nonassessable Shares (as defined below) at _________________ (_______________) shares of the Exercise Price (as defined ...below). common stock ("Common Stock") of the Company (the "Warrant Shares"). View More
Purchase of Shares. Subject to the terms and conditions hereinafter set forth and set forth in the Note Purchase Agreement, the holder of this Warrant is entitled, upon surrender of this Warrant at the principal office of the Company (or at such other place as the Company shall notify the holder hereof in writing), to purchase from the Company up to the number of fully paid and nonassessable Shares (as defined below), that equals the quotient obtained by dividing (a) the Warrant Coverage Amount (as defined below) b...y (b) $0.73.View More
Purchase of Shares. Subject to the terms and conditions hereinafter set forth and set forth in the Note and Warrant Purchase Agreement, the holder of this Warrant is entitled, upon surrender of this Warrant at the principal office of the Company (or at such other place as the Company shall notify the holder hereof in writing), to purchase from the Company up to the number of fully paid and nonassessable Shares (as defined below), that equals the quotient obtained by dividing (a) the Warrant Coverage Amount (as defi...ned below) by (b) $0.73. the Exercise Price (as defined below). View More
Purchase of Shares. Subject to the terms and conditions hereinafter set forth herein and set forth in the Note Purchase Subscription Agreement, the holder of this Warrant is entitled, upon surrender of this Warrant at the principal office of the Company (or Company, or at such other place as the Company shall notify the holder hereof in writing), writing, to purchase from the Company up to the number of fully paid and nonassessable Shares (as non-assessable Shares, defined below), below, that equals the quotient ob...tained by dividing dividing: (a) the Warrant Coverage Amount (as Amount, defined below) below, by (b) $0.73. the Exercise Price, defined below. View More
Purchase of Shares. Subject to the terms and conditions hereinafter set forth and set forth in the Note Purchase Agreement, the The holder of this Warrant is entitled, upon surrender of this Warrant at the principal office of the Company (or at such other place as the Company shall notify the holder hereof in writing), to purchase from the Company up to the number of fully paid and nonassessable Shares (as defined below), that equals the quotient obtained by dividing (a) the Warrant Coverage Amount (as defined belo...w) by (b) $0.73. the Exercise Price (as defined below). View More
Purchase of Shares. Subject to the terms and conditions hereinafter set forth, the holder of this Warrant is entitled, upon surrender of this Warrant at the principal office of the Company (or at such other place as the Company shall notify the holder hereof in writing), to purchase from the Company up to 1,600,000 fully paid and nonassessable shares of the Company's Common Stock (each a "Share" and collectively the "Shares") at an exercise price of $0.1 per Share (such price, as adjusted from time to time, is here...in referred to as the "Exercise Price").View More
Purchase of Shares. Subject to the terms and conditions hereinafter set forth, the holder of this Warrant Holder is entitled, upon surrender of this Warrant at the principal office of the Company (or at such other place as the Company shall notify the holder Holder hereof in writing), to purchase from the Company up to 1,600,000 [ ] fully paid and nonassessable shares of the Company's Class A Common Stock Stock, no par value (each a "Share" and collectively the "Shares") at an exercise price of $0.1 $[ ]2 per Share... (such price, as adjusted from time to time, is herein referred to as the "Exercise Price"). View More
Purchase of Shares. Subject to the terms and conditions hereinafter set forth, the holder Holder of this Warrant is entitled, upon surrender of this Warrant at the principal office of the Company (or at such other place as the Company shall notify the holder Holder hereof in writing), to purchase from the Company Company, pursuant to the terms of the Alliance Agreement, up to 1,600,000 1,500,000 fully paid and nonassessable shares of the Company's Common Stock (each a "Share" and collectively the "Shares") at an ex...ercise price of $0.1 $ 1.01 per Share (such price, as adjusted from time to time, is herein referred to as the "Exercise Price"). View More
Purchase of Shares. Subject to the terms and conditions hereinafter set forth, the holder Holder of this Warrant is entitled, upon surrender of this Warrant at the principal office of the Company (or at such other place as the Company shall notify the holder hereof in writing), to purchase from the Company up to 1,600,000 250,000 fully paid and nonassessable non-assessable shares of the Company's Common Stock (each a "Share" and collectively the "Shares") at an exercise price of $0.1 per Share (such price, as adjus...ted from time equal to time, is herein referred to as the "Exercise Price"). $0.10. View More
Purchase of Shares. (a) In General. On each Offering Termination Date, each Participant shall be deemed to have purchased a number of whole Shares equal to the quotient obtained by dividing the -5- balance credited to the Participant's Account as of the Offering Termination Date, by the Purchase Price, rounded to the next lowest whole Share. Shares deemed purchased by a Participant under the Plan shall be credited to the Participant's Brokerage Account as soon as practicable following the Offering Termination Date.... (b) Terminating Events. The Company shall give Participants at least 30 days' notice (or, if not practicable, such shorter notice as may be reasonably practicable) prior to the anticipated date of the consummation of a Terminating Event. The 20th day following the issuance of such notice by the Company (or such earlier date as the Board or the Committee may reasonably determine) shall constitute the Offering Termination Date for any outstanding Offering. (c) Fractional Shares and Participant Refunds. Fractional Shares shall not be issued under the Plan. Amounts credited to an Account remaining after the application of such Account to the purchase of Shares for any Offering Period, including amounts that remain credited to an Account after the application of Paragraph 3(b)(2), shall be: (1) credited to the Participant's Account for the next succeeding Offering, provided that the Participant continues to be an Eligible Employee and elects to participate in such next succeeding Offering; or (2) returned to the Participant as soon as practicable following the Offering Termination Date, without interest, if the Participant is not an Eligible Employee for the next succeeding Offering, or if the Participant fails to elect to participate in such next succeeding Offering. (d) Transferability of Rights to Purchase Shares. No right to purchase Shares pursuant to the Plan shall be transferable other than by will or by the laws of descent and distribution, and no such right to purchase Shares pursuant to the Plan shall be exercisable during the Participant's lifetime other than by the Participant.View More
Purchase of Shares. (a) In General. On each Offering Termination Date, each Participant shall be deemed to have purchased allocated a number of whole Shares equal to the quotient obtained by dividing the -5- balance credited to the Participant's Account as of the Offering Termination Date, by the Purchase Price, rounded to the next lowest whole Share. Purchase of Shares deemed purchased by a Participant under the Plan shall be credited effective upon credit of such Shares to the Participant's Brokerage Account whic...h shall be made as soon as practicable following the Offering Termination Date. Participants who receive their Compensation in currency other than U.S. dollars shall have their accumulated Payroll Deductions converted to U.S. dollars on the Offering Termination Date for the purpose of determining the number of Shares that shall be purchased on the Offering Termination Date, -6- based on the currency conversion table as determined by the Committee on a uniform and nondiscriminatory basis. (b) Terminating Events. The Company shall give Participants at least 30 days' notice (or, if not practicable, such shorter notice as may be reasonably practicable) prior to the anticipated date of the consummation of a Terminating Event. The 20th day following the issuance of such notice by the Company (or such earlier date as the Board or the Committee may reasonably determine) shall constitute the Offering Termination Date for any outstanding Offering. (c) Fractional Shares and Participant Refunds. Fractional Shares shall not be issued under the Plan. Amounts credited to an Account remaining after the application of such Account to the purchase of Shares for any Offering Period, including amounts that remain credited to an Account after the application of Paragraph 3(b)(2), shall be: (1) used to satisfy all federal, state, provincial, city, municipal and other taxes as the Participating Companies shall determine are required to be withheld by them in connection with the Participant's purchase of Shares pursuant to the Offering; (2) credited to the Participant's Account for the next succeeding Offering, provided that the Participant continues to be an Eligible Employee and elects to participate in such next succeeding Offering; or (2) (3) returned to the Participant as soon as practicable following the Offering Termination Date, without interest, if the Participant is not an Eligible Employee for the next succeeding Offering, or if the Participant fails to elect to participate in such next succeeding Offering. (d) Transferability of Rights to Purchase Shares. No right to purchase Shares pursuant to the Plan shall be transferable other than by will or by the laws of descent and distribution, and no such right to purchase Shares pursuant to the Plan shall be exercisable during the Participant's lifetime other than by the Participant. View More
Purchase of Shares. (a) In General. On each Offering Termination Date, each Participant shall be deemed to have purchased a number of whole Shares equal to the quotient obtained by dividing the -5- balance credited to the Participant's Account as of the Offering Termination Date, by the Purchase Price, rounded to the next lowest whole Share. Shares deemed purchased by a Participant under the Plan shall be credited to the Participant's Brokerage Account as soon as practicable following the Offering Termination Date.... -5- (b) Terminating Events. The Company shall give Participants at least 30 days' notice (or, if not practicable, such shorter notice as may be reasonably practicable) prior to the anticipated date of the consummation of a Terminating Event. The 20th day following the issuance of such notice by the Company (or such earlier date as the Board or the Committee may reasonably determine) shall constitute the Offering Termination Date for any outstanding Offering. (c) Fractional Shares and Participant Refunds. Minimum Number of Shares. Fractional Shares shall not be issued under the Plan. Amounts credited to an Account remaining after the application of such Account to the purchase of Shares for any Offering Period, including amounts that remain credited to an Account after under the application of Paragraph 3(b)(2), Plan shall be: (1) be credited to the Participant's Account for the next succeeding Offering, provided that or, at the Participant continues to be an Eligible Employee and elects to participate in such next succeeding Offering; or (2) Participant's election, returned to the Participant as soon as practicable following the Offering Termination Date, without interest, if the Participant is not an Eligible Employee for the next succeeding Offering, or if the Participant fails to elect to participate in such next succeeding Offering. interest. (d) Transferability of Rights to Purchase Shares. No right to purchase Shares pursuant to the Plan shall be transferable other than by will or by the laws of descent and distribution, and no such right to purchase Shares pursuant to the Plan shall be exercisable during the Participant's lifetime other than by the Participant. View More
Purchase of Shares. Subject to the terms and conditions of this Warrant, the Holder is entitled, upon surrender of this Warrant at the principal office of the Company (or at such other place as the Company shall notify the Holder in writing), to purchase from the Company 1,000,000 shares of the Company's Common Stock, $0.001 par value per share (the "Shares"), subject to adjustment pursuant to Section 8.
Purchase of Shares. Subject to the terms and conditions of this Warrant, the Holder is entitled, upon surrender of this Warrant at the principal office of the Company (or at such other place as the Company shall notify the Holder in writing), to purchase from the Company 1,000,000 450,000 shares of the Company's Common Stock, $0.001 par value per share (the "Shares"), subject to adjustment pursuant to Section 8.
Purchase of Shares. A. Participants will acquire Shares from the Company (including Shares purchased by the Company for the Plan in a secondary market (if available) or on a stock exchange (if listed)) under the Plan (the "Plan Shares") at a price equal to the NAV per Share applicable to the class of Shares purchased by the Participant on the date that the distribution is payable (calculated as of the most recent month end). No upfront selling commissions will be payable with respect to shares purchased pursuant to... the Plan, but such shares will be subject to ongoing stockholder servicing fees. Participants in the Plan may purchase fractional Shares so that 100% of the Distributions will be used to acquire Shares. However, a Participant will not be able to acquire Plan Shares and such Participant's participation in the Plan will be terminated to the extent that a reinvestment of such Participant's distributions in Shares would cause the percentage ownership or other limitations contained in the Charter to be violated. B. Shares to be distributed by the Company in connection with the Plan may (but are not required to) be supplied from: (i) the Plan Shares which will be registered with the SEC in connection with the Public Offering, (ii) Class E Shares issued by the Company pursuant to an applicable exemption from registration under the Securities Act, or (iii) Shares to be registered with the SEC in a Future Offering for use in the Plan (a "Future Registration").View More
Purchase of Shares. A. Participants will acquire Shares from the Company (including Shares purchased by the Company for the Plan in a secondary market (if available) or on a stock exchange (if listed)) under the Plan (the "Plan Shares") at a price equal to the NAV most recently disclosed transaction price per Share applicable to the class of Shares purchased by the Participant (or, with respect to Participants that hold Class N Common Shares acquired in a Private Placement, the most recently disclosed transaction p...rice per Share of the Class I Common Shares) on the date that the distribution Distribution is payable (calculated as of the most recent month end). payable. No upfront selling commissions will be payable with respect to shares Shares purchased pursuant to the Plan, but such shares will Shares may be subject to ongoing stockholder servicing fees. Participants in the Plan may purchase fractional Shares so that 100% of the Distributions will be used to acquire Shares. However, a Participant will not be able to acquire Plan Shares and such Participant's participation in the Plan will be terminated to the extent that a reinvestment of such Participant's distributions Distributions in Shares would cause the percentage ownership or other limitations contained in the Charter to be violated. B. Plan Shares to be distributed by the Company in connection with the Plan may (but are not required to) be supplied from: (i) the Plan Shares which that will be registered with the SEC in connection with the Public Offering, (ii) Class E Shares issued by the Company in a Private Placement pursuant to an applicable exemption from registration under the Securities Act, (ii) Shares that will be registered with the SEC in connection with the Initial Public Offering, or (iii) Shares to be registered with the SEC in connection with a Future Offering for use in the Plan (a "Future Registration"). Public Offering. View More
Purchase of Shares. A. Participants will acquire Shares from the Company (including Shares purchased by the Company for the Plan in a secondary market (if available) or on a stock exchange (if listed)) under the Plan (the "Plan Shares") LEGAL02/41658979v1 at a price equal to the NAV per Share applicable to the class of Shares purchased held by the Participant on the date that the distribution Distribution is payable (calculated as of the most recent month end). No upfront selling commissions will be payable with re...spect to shares Shares purchased pursuant to the Plan, but such shares will be subject to ongoing stockholder servicing fees. Plan. Participants in the Plan may purchase fractional Shares so that 100% of the Distributions will be used to acquire Shares. However, a Participant will not be able to acquire Plan Shares and such Participant's participation in the Plan will be terminated to the extent that a reinvestment of such Participant's distributions Distributions in Shares would cause the percentage ownership or other limitations contained in the Charter to be violated. B. Shares to be distributed by the Company in connection with the Plan may (but are not required to) be supplied from: (i) the Plan Shares which will be registered with the SEC in connection with the Public Offering, (ii) Class E Shares shares issued by the Company pursuant to an applicable exemption from registration under the Securities Act, or (iii) Shares to be registered with the SEC in a Future Public Offering for use in the Plan (a "Future Registration"). Plan. View More
