Common use of Corporate Action Constituting Grant of Awards Clause in Contracts

Corporate Action Constituting Grant of Awards. Corporate action constituting a grant by the Company of an Award to any Participant will be deemed completed as of the date of such corporate action, unless otherwise determined by the Board, regardless of when the instrument, certificate, or letter evidencing the Award is communicated to, or actually received or accepted by, the Participant. In the event that the corporate records (e.g., Board consents, resolutions or minutes) documenting the corporate action approving the grant contain terms (e.g., exercise price, vesting schedule or number of shares) that are inconsistent with those in the Award Agreement or related grant documents as a result of a clerical error in the Award Agreement or related grant documents, the corporate records will control and the Participant will have no legally binding right to the incorrect term in the Award Agreement or related grant documents.

Appears in 15 contracts

Samples: Merger Agreement (Talaris Therapeutics, Inc.), Merger Agreement (Clearday, Inc.), Merger Agreement (Viveon Health Acquisition Corp.)

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Corporate Action Constituting Grant of Awards. Corporate action constituting a grant by the Company of an Award to any Participant will be deemed completed as of the date of such corporate action, unless otherwise determined by the Board, regardless of when the instrument, certificate, or letter evidencing the Award is communicated to, or actually received or accepted by, the Participant. In the event that the corporate records (e.g., Board consents, resolutions or minutes) documenting the corporate action approving constituting the grant contain terms (e.g., exercise price, vesting schedule or number of sharesOrdinary Shares) that are inconsistent with those in the Award Agreement or related grant documents as a result of a clerical error in the papering of the Award Agreement or related grant documentsAgreement, the corporate records will control and the Participant will have no legally binding right to the incorrect term in the Award Agreement or related grant documentsAgreement.

Appears in 4 contracts

Samples: Business Combination Agreement (TradeUP Global Corp), Business Combination Agreement (TradeUP Global Corp), Business Combination Agreement (Grab Holdings LTD)

Corporate Action Constituting Grant of Awards. Corporate action constituting a grant by the Company of an Award to any Participant will be deemed completed as of the date of such corporate action, unless otherwise determined by the Board, regardless of when the instrument, certificate, or letter evidencing the Award is communicated to, or actually received or accepted by, the Participant. In the event that the corporate records of the Company (e.g., Board consents, resolutions or minutes) documenting the corporate action approving constituting the grant contain terms (e.g., exercise price, vesting schedule or number of shares) that are inconsistent with those in the Award Agreement or related grant documents as a result of a clerical error in the preparation of the Award Agreement or related grant documents, the corporate records will control and the Participant will have no legally binding right to the incorrect term in the Award Agreement or related grant documents.

Appears in 2 contracts

Samples: Stock Plan (Life Spectacular, Inc.), Equity Incentive Plan

Corporate Action Constituting Grant of Awards. Corporate action constituting a grant by the Company of an Award to any Participant will be deemed completed as of the date of such corporate action, unless otherwise determined by the Committee or the Board, regardless of when the instrument, certificate, or letter evidencing the Award is communicated to, or actually received or accepted by, the Participant. In the event that the corporate records (e.g., Board or Committee consents, resolutions or minutes) documenting the corporate action approving constituting the grant contain terms (e.g., exercise price, vesting schedule or number of shares) that are inconsistent with those in the Award Agreement or related grant documents as a result of a clerical error in the papering of the Award Agreement or related grant documentsAgreement, the corporate records will control and the Participant will have no legally binding right to the incorrect term in the Award Agreement or related grant documentsAgreement.

Appears in 2 contracts

Samples: Merger Agreement (Trailblazer Merger Corp I), Merger Agreement (Amergent Hospitality Group, Inc)

Corporate Action Constituting Grant of Awards. Corporate action constituting a grant by the Company of an Award to any Participant will be deemed completed as of the date of such corporate action, unless otherwise determined by the BoardCommittee, regardless of when the instrument, certificate, or letter evidencing the Award is communicated to, or actually received or accepted by, the Participant. In the event that the corporate records (e.g., Board Committee consents, resolutions or minutes) documenting the corporate action approving constituting the grant contain terms (e.g., exercise price, vesting schedule or number of sharesshares of Stock) that are inconsistent with those in the Award Agreement or related grant documents as a result of a clerical error in connection with the preparation of the Award Agreement or related grant documentsAgreement, the corporate records will control and the Participant will have no legally binding right to the incorrect term in the Award Agreement or related grant documentsAgreement.

Appears in 1 contract

Samples: Business Combination Agreement (CF Acquisition Corp. VI)

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Corporate Action Constituting Grant of Awards. Corporate action constituting a grant by the Company of an Award to any Participant will be deemed completed as of the date of such corporate action, unless otherwise determined by the Board, regardless of when the instrument, certificate, or letter evidencing the Award is communicated to, or actually received or accepted by, the Participant. In the event that the corporate records (e.g., Board consents, resolutions or minutes) documenting the corporate action approving constituting the grant contain terms (e.g., exercise price, vesting schedule or number of shares) that are inconsistent with those in the Award Agreement or related grant documents as a result of a clerical error in the papering of the Award Agreement or related grant documents, the corporate records will control and the Participant will have no legally binding right to the incorrect term in the Award Agreement or related grant documents.

Appears in 1 contract

Samples: Executive Employment Agreement (Mobileiron, Inc.)

Corporate Action Constituting Grant of Awards. Corporate action constituting a grant by the Company of an Award to any Participant will be deemed completed as of the date of such corporate action, unless otherwise determined by the BoardCommittee, regardless of when the instrument, certificate, or letter evidencing the Award is communicated to, or actually received or accepted by, the Participant. In the event that the corporate records (e.g., Board Committee consents, resolutions resolutions, or minutes) documenting the corporate action approving constituting the grant contain terms (e.g., exercise price, vesting schedule schedule, or number of sharesshares of Stock) that are inconsistent with those in the Award Agreement or related grant documents as a result of a clerical error in connection with the preparation of the Award Agreement or related grant documentsAgreement, the corporate records will control control, and the Participant will have no legally binding right to the incorrect term in the Award Agreement or related grant documentsAgreement.

Appears in 1 contract

Samples: Merger Agreement (Dril-Quip Inc)

Corporate Action Constituting Grant of Awards. Corporate action constituting a grant by the Company of an Award to any Participant will be deemed completed as of the date of such corporate action, unless otherwise determined by the Board, regardless of when the instrument, certificate, or letter evidencing the Award is communicated to, or actually received or accepted by, the Participant. In the event that the corporate records (e.g., Board consents, resolutions or minutes) documenting the corporate action approving the grant contain terms (e.g., exercise price, vesting schedule or number of shares) that are inconsistent with those in the Award Agreement or related grant documents as a result of a clerical error in the papering of the Award Agreement or related grant documents, the corporate records will control and the Participant will have no legally binding right to the incorrect term in the Award Agreement or related grant documents.

Appears in 1 contract

Samples: Restricted Stock Unit Grant Agreement (Entasis Therapeutics Holdings Inc.)

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