Settlement for Fair Value Sample Clauses

Settlement for Fair Value. On any Business Day prior to the Expiration Date (the 'Notification Date"), the Company may irrevocably elect to Net Share Settle an Option (in whole or in part) at the fair market value (as determined below) by orally notifying GS&CQ. of the number of shares of the Option Security for which such election applies, The Company shall deliver written notice of such election by the close of business on the following Business Day by fax to Rachel Parrish at 212-346-2126. Upon receiving such notice, GS&Cx. xxxx xxxxx to xxx Xxxxxxx a "Settlement Warrant Price", and a "Settlement Share Price" both expressed in dollars per share. If the Company accepts such Settlement Warrant Price and Settlement Share Price, the "Settlement Value" shall be the product of (i) the number of shares designated by the Company on its notice, multiplied by (ii) the Settlement Warrant Price. Where an Option is to be settled by Settlement for Fair Value, the options shall settle on the third Business Day following the Notification Date by delivery of a number of shares to the holder of such Option. Where the Company is the writer of such Option, then delivery at shares under this provision is subject to the conditions precedent set forth In paragraph 5 (d)
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Settlement for Fair Value. On any Business Day prior to the Expiration Date, the Company may request that GS&Co. provide a Settlement Value for the Net Share Settlement of an Option or portion thereof, by orally notifying GS&Co. of the number of Contracts (and underlying Option Securities) for which such request applies. The Company shall deliver written confirmation to GS&Co. of such request by 2:30 P.M. New York time on the following Business Day. Upon receipt of such request, GS&Co. will quote to the Company a Settlement Value. If the Company accepts such Settlement Value, it shall notify GS&Co. of its irrevocable election to Cash Settle or Net Share Settle such Option (or portion thereof) and deliver written confirmation of such irrevocable acceptance by 2:30 P.M. New York time on the Business Day (the "Notification Date") following the date GS&Co. quotes such Settlement Value. Where an Option is to be Cash Settled by Settlement for Fair Value, the options shall settle on the third Business Day following the Notification Date by payment in clearing house funds to the holder of the Option of an amount equal to the Settlement Value. Where an Option is to be Net Share Settled by Settlement for Fair Value, the options shall settle on the third Business Day following the Notification Date by delivery to the holder of the Option of a number of shares of the Option Security equal to the Settlement Value in the manner specified in Section 5(a), with such shares valued based on the Market Price on the Business Day following the Notification Date. Where settlement pursuant to this Section 5(e) would entail a delivery of Option Securities by the Company to GS&Co., then delivery of such Option Securities under this Section 5(e) is subject to the conditions precedent set forth in Section 5(d) (with the Notification Date being the Exercise Date for purposes of such conditions) and, if the Company fails to satisfy such conditions, GS&Co. shall have the rights specified in Section 5(d).

Related to Settlement for Fair Value

  • Payment for Stock Payment for shares purchased upon the exercise of this INCENTIVE STOCK OPTION in whole or in part shall be made in cash, except that if authorized by the Human Resources Committee in writing, the exercise price may also be paid by (i) the delivery of shares of Company Common Stock with a fair market value equal to the exercise price or (ii) a combination of cash and Company Common Stock equal to the exercise price. Notification of the amount due and prior to, or concurrently with, the delivery of the Employee of a certificate representing any shares purchased pursuant to the exercise of this INCENTIVE STOCK OPTION, the Employee shall promptly pay to the Company any amount necessary to satisfy applicable federal, state or local tax requirements. Further, upon disposition of shares of Common Stock acquired pursuant to the exercise of this INCENTIVE STOCK OPTION, the Company shall require the payment of the amount of taxes, if any, which are required by law to be withheld or otherwise paid with regard to such disposition.

  • Payment for the Purchases (a) The Purchase Price for the Purchase of Receivables in existence on the close of business on the Business Day immediately preceding the date hereof (the “Initial Cutoff Date”) shall be payable in full by Buyer to Originator on the date hereof, and shall be paid to Originator in the following manner:

  • Adjustment for Stock Split All references to the number of Shares and the purchase price of the Shares in this Agreement shall be appropriately adjusted to reflect any stock split, stock dividend or other change in the Shares which may be made by the Company after the date of this Agreement.

  • No Adjustment for Small Amounts Anything in this Section to the contrary notwithstanding, the Company shall not be required to give effect to any adjustment in the Exercise Price unless and until the net effect of one or more adjustments, determined as above provided, shall have required a change of the Exercise Price by at least one cent, but when the cumulative net effect of more than one adjustment so determined shall be to change the actual Exercise Price by at least one cent, such change in the Exercise Price shall thereupon be given effect.

  • Market Value Adjustment 16 3.07 Transfer of Current Value from the Funds or AG Account ............ 17 3.08 Notice to the Certificate Holder .................................. 18 3.09 Loans ............................................................. 18 3.10 Systematic Withdrawal Option (SWO) ................................ 18 3.11

  • No Adjustment for Cash Dividends No adjustment in respect of any cash dividends shall be made during the term of this Warrant or upon the exercise of this Warrant.

  • No Adjustment for Dividends Except as provided in Section 11.1, no adjustments in respect of any dividends shall be made during the term of a Warrant or upon the exercise of a Warrant.

  • Adjustment for Stock Splits and Combinations If the Company shall at any time or from time to time after the date hereof effect a subdivision of the outstanding Common Stock, the Warrant Price then in effect immediately before that subdivision shall be proportionately decreased. If the Company shall at any time or from time to time after the date hereof combine the outstanding Common Stock, the Warrant Price then in effect immediately before the combination shall be proportionately increased. Any adjustment under this subsection shall become effective at the close of business on the date the subdivision or combination becomes effective.

  • Payment for Awards To the extent that an Award is granted in the form of Stock Units, no cash consideration shall be required of the Award recipients.

  • Adjustment for Stock Splits STOCK SUBDIVISIONS OR COMBINATIONS OF SHARES. The Purchase Price of this Warrant shall be proportionally decreased and the number of shares of Common Stock issuable upon exercise of this Warrant (or any shares of stock or other securities at the time issuable upon exercise of this Warrant) shall be proportionally increased to reflect any stock split or other subdivision of the Company's Common Stock. The Purchase Price of this Warrant shall be proportionally increased and the number of shares of Common Stock issuable upon exercise of this Warrant (or any shares of stock or other securities at the time issuable upon exercise of this Warrant) shall be proportionally decreased to reflect any reverse stock split, consolidation or combination of the Company's Common Stock.

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