Cash Option Payment definition

Cash Option Payment shall have the meaning set forth in Section 3.3.9.
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Cash Option Payment as defined in Section 4.3(i);
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Cash Option Payment means, with respect to any Company Stock Option, an amount equal to the excess of the Cash Consideration over the per Share exercise price of such Company Stock Option.
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Examples of Cash Option Payment in a sentence

  • Prior to the Effective Time, ABNJ shall obtain the written consent of each option holder to the cancellation of the ABNJ Options in exchange for the Cash Option Payment.

  • Prior to the Effective Time, GLB shall use its reasonably best efforts to obtain the written consent of each option holder to the cancellation of the GLB Options in exchange for the Cash Option Payment, provided that the failure to obtain each consent shall not be a breach of this agreement, provided further that the execution of this Agreement confirms the agreement of Xxxxxx X.

  • Prior to the Effective Time, Allegiance Bank shall obtain the written consent of each option holder to the cancellation of the Allegiance Bank Options in exchange for the Cash Option Payment.

  • The Company shall hold the Estimated Payment Fund in a segregated account on behalf of the Stockholders and use such funds for the sole purposes of (i) delivery of the Cash Option Payment, and (ii) delivery of the Closing Per Share Amount in respect of Shares issued and outstanding immediately prior to Closing.

  • Notwithstanding the foregoing, the Unvested Cash Option Payment shall not automatically be payable by Parent at the Effective Time, and shall instead become payable by or on behalf of the Surviving Corporation on the date set forth in the applicable Vesting Cash Payment Notice (subject to the restrictions and other terms of such vesting schedule, including continued employment).

  • All payments to the holders of Options of their share of the Closing Purchase Price, which is limited to the Cash Option Payment as defined in Exhibit F, shall be made to an account of the Company and shall be distributed by the Sellers' Representative from such account after subtraction for appropriate payroll withholding, to the holders of Options.

  • Notwithstanding the foregoing, holders of all unexercised Guaranty Financial Options that have expired in accordance with the terms of the Guaranty Financial Option Plans prior to the Effective Time shall not be entitled to the Cash Option Payment.

  • The Cash Option Payment shall be paid by Company on the first business day after the thirty (30) day period following the shareholders meeting if the Special Option has not been approved by Company’s shareholders by that time, provided, however, that the Company may with Executive’s consent (such consent not to be unreasonably withheld) extend by a reasonable period of time the period within which the Company may seek to obtain the required shareholder approval.

  • Prior to the Effective Time, Guaranty Financial shall use its reasonably best efforts to obtain the written consent of each option holder to the cancellation of the Guaranty Financial Options in exchange for the Cash Option Payment, provided that the failure to obtain each consent shall not be a breach of this agreement.

  • The Surviving Corporation may in its discretion make all such required payments through its or its Affiliates’ regular payroll system no later than the last day of the calendar month immediately following the calendar month in which the Unvested Cash Option Payment becomes vested under the applicable Vesting Cash Payment Notice.


More Definitions of Cash Option Payment

Cash Option Payment means, in the aggregate for the Seller and the MEP Trustee, an amount in cash (in GBP, converted at the Applicable Exchange Rate) equal to the greater of (1) the Fair Market Value of the applicable Prohibited Consideration (for the avoidance of doubt, together with the Fair Market Value of any other shares and/or other property that, in the absence of the Cash Option, would have otherwise been deliverable, together with such Prohibited Consideration, to the Seller and the MEP Trustee in lieu of the Second Step Buyer Shares pursuant to Section 3.06) and (2) the product of the number of Second Step Buyer Shares as set forth in Section 3.02(b) and the higher of (i) the Original Share Issuance Price (in GBP, converted at the Applicable Exchange Rate) and (ii) the per share price of the Buyer Common Shares (in GBP, converted at the Applicable Exchange Rate) that was agreed upon by the parties in the Buyer Change of Control (for the avoidance of doubt, together with the Fair Market Value of any other shares and/or other property that, in the absence of the Cash Option, would have otherwise been deliverable, together with such Prohibited Consideration, to the Seller and the MEP Trustee in lieu of the Second Step Buyer Shares pursuant to Section 3.06).
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Related to Cash Option Payment

  • Cash Payment has the meaning set forth in Section 2.03(b)(iii) below.

  • Termination Payment has the meaning set forth in Section 6.03.

  • Cash Exchange Payment means an amount in cash equal to the product of (i) the number of shares of Class A Common Stock into which the surrendered Paired Interests are exchangeable and (ii) the VWAP of the Class A Common Stock for the five consecutive full Trading Days immediately prior to the date of delivery of the relevant Notice of Exchange.

  • Earn-Out Payment has the meaning set forth in Section 2.5(a).

  • Cash Settlement Amount means, in respect of every Board Lot, an amount calculated by the Issuer in accordance with the following formula (and, if appropriate, either (I) converted (if applicable) into the Settlement Currency at the Exchange Rate or, as the case may be, (II) converted into the Interim Currency at the First Exchange Rate and then (if applicable) converted into Settlement Currency at the Second Exchange Rate):

  • Earnout Payment has the meaning set forth in Section 2.3(b).

  • Cash Election Amount means the product of the number of Cash Election Shares multiplied by the Cash Election Consideration.

  • Compensation Payment means a payment, whether in monetary form or in the form of a benefit or service, by or on behalf of an insurer to a complainant to compensate the complainant for a proven or estimated financial loss incurred as a result of the insurer’s contravention, non-compliance, action, failure to act, or unfair treatment forming the basis of the complaint, where the insurer accepts liability for having caused the loss concerned, but excludes any –

  • Closing Payment Amount shall have the meaning set forth in Section 3.1(a).

  • Individual Settlement Payment means the amount payable from the Net

  • CVR Payment Amount has the meaning set forth in Section 2.4(a).

  • PAGA Payment means the penalties pursuant to PAGA that the Parties have agreed is a

  • Cash Portion is defined in Section 2.2(a)(iii) hereof.

  • Net Share Settlement Amount For any Settlement Date, an amount equal to the product of (i) the number of Warrants exercised or deemed exercised on the relevant Exercise Date, (ii) the Strike Price Differential for the relevant Valuation Date and (iii) the Warrant Entitlement.

  • Installment Payment has the meaning ascribed to it in Section 2.02(a).

  • Termination Payment Date means the earlier of the first Distribution Date following the liquidation or sale of the Receivables as a result of an Insolvency Event and the occurrence of the Scheduled Series 1995-1 Termination Date.

  • Separation Payment means any lump sum cash payment in excess of Earned Salary and Accrued Obligations payable to Employee under this Agreement.

  • Early Termination Payment is defined in Section 4.3(b) of this Agreement.

  • Cash Amount means an amount of cash equal to the Value on the Valuation Date of the Shares Amount.

  • Cash Purchase Price has the meaning set forth in Section 2.1(b).

  • Settlement Payment means the transfer, or contractual undertaking (including by automated clearing house transaction) to effect a transfer, of cash or other property to effect a Settlement.

  • Series A Distribution Payment Date has the meaning assigned to such term in Section 5.11(b)(i)(A).

  • Excess Cash Payment Date means the date occurring 95 days after the last day of each Fiscal Year of Holdings (commencing with the Fiscal Year of Holdings ended December 31, 2010).

  • Completion Payment means the payment for the 20% of the Charges for each Apprenticeship that under the ESFA Rules is only paid once an Apprentice takes their end point assessment, including as the case may be Apprenticeships funded by Transferred Levy Funds;