Equity-Based Compensation Plans. Each stock option granted by the Company under the Company’s equity based compensation plan was granted (i) in accordance with the terms of the Company’s equity based compensation plan and (ii) with an exercise price at least equal to the fair market value of the Common Stock on the date such stock option would be considered granted under GAAP and applicable law. No stock option granted under the Company’s equity based compensation plan has been backdated. The Company has not knowingly granted, and there is no and has been no Company policy or practice to knowingly grant, stock options prior to, or otherwise knowingly coordinate the grant of stock options with, the release or other public announcement of material information regarding the Company or its Subsidiaries or their financial results or prospects.
Equity-Based Compensation Plans. Each Party agrees that:
Equity-Based Compensation Plans. Following approval of the Harvest Arrangement Resolution and the Harvest Equity Incentive Plan Resolution at the Harvest Meeting and approval of the ParentCo Arrangement Resolution and the ParentCo Equity Incentive Plan Resolution at the ParentCo Meeting, and prior to the Effective Date, Harvest shall take all steps reasonably necessary to amend the Harvest Equity Incentive Plan, including to exercise any discretion provided thereunder to the extent required, to provide that each Harvest Option outstanding immediately prior to the Effective Time of the Arrangement shall, pursuant to and in accordance with the Plan of Arrangement, be exchanged for a Replacement Option to purchase that number of Resulting Issuer Subordinate Voting Shares or Resulting Issuer Multiple Voting Shares equal to the number of Harvest Subordinate Voting Shares or Harvest Multiple Voting Shares subject to such Harvest Option immediately prior to the Effective Time of the Arrangement, at an exercise price per Resulting Issuer Subordinate Voting Share equal to the exercise price per Harvest Subordinate Voting Share subject to each such Harvest Option immediately before the Effective Time of the Arrangement, with all other terms and conditions of such Replacement Option being the same as the terms and conditions as in the Harvest Equity Incentive Plan, except that the obligations of Harvest in respect of such Replacement Options shall instead continue as obligations of the Resulting Issuer immediately following the Effective Time of the Arrangement.
Equity-Based Compensation Plans. Except as described in the General Disclosure Package and the Prospectus, with respect to stock options or other equity incentive grants granted subsequent to the adoption of the Xxxxxxxx-Xxxxx Act pursuant to the equity-based compensation plans of either of the Company or the Subsidiaries (the “Equity Plans”), (i) no stock options have been granted with an exercise price based upon a price of the common stock of the Company on a date occurring prior to the date of approval of such grant, (ii) each such grant was made in accordance with the material terms of the Equity Plans, the Exchange Act and all other applicable laws and regulatory rules or requirements, and (iii) each such grant has been properly accounted for in accordance with GAAP in the financial statements (including the related notes) of the Company and disclosed in the Company’s filings with the Commission.
Equity-Based Compensation Plans. The Seller shall retain all liabilities related to equity based awards granted to employees of the Company Group under any of Seller's equity based compensation plans except to the extent such liability is (i) reflected as a liability in the Closing Balance Sheet and (ii) included in the definition of Closing Controllable Net Assets.
Equity-Based Compensation Plans. (a) Aastra agrees that it will encourage all Aastra Optionholders to exercise their Aastra Options in accordance with their terms prior to the Effective Time and, subject to the terms of the Aastra 2006 Option Plan, will accelerate vesting for all Aastra Optionholders who exercise their Aastra Options immediately prior to the Effective Time.
Equity-Based Compensation Plans. The parties agree to take the ------------------------------- following actions on or before the Spinoff Date with respect to those equity- based compensation plans currently maintained by MRI as well as those to be adopted by MFCI and MHCI:
Equity-Based Compensation Plans. Scout and SNFCo shall take the ------------------------------- following actions on or before the Distribution Date with respect to the Scout, Inc. 1991 Stock Incentive Plan, the Scout, Inc. 1994 Stock Option/Stock Issuance Plan and the Scout, Inc. 1996 Outside Directors Stock Incentive Plan (the "Scout Plans"), other than the Scout, Inc. Executive Annual Incentive Plan (the "EAIP"), the Scout, Inc. 1996 Executive Shareholder Value Program (the "ESVP"), the Scout, Inc. Senior Executive Annual Incentive Plan (the "SEAIP") and the Scout, Inc. 1996 Senior Executive Shareholder Value Program (the "SESVP"), as well as those equity-based compensation plans to be adopted by SNFCo as of the Distribution Date (the "SNFCo Plans"):
Equity-Based Compensation Plans. Each Transitioned Employee shall be eligible to participate in any equity-based compensation plan or arrangement of Vendor on a basis comparable to similarly situated Vendor employees.
Equity-Based Compensation Plans. Each stock option granted by the Company under the Company’s equity-based compensation plans was granted (i) in accordance with the terms of the plan pursuant to which the option purported to be granted and (ii) with an exercise price at least equal to the fair market value of the Common Stock on the date of grant as determined pursuant to such plan. No stock option granted under the Company’s stock option plan has been backdated.
