Cashless Basis definition

Cashless Basis under Section 4(a)(ii)
Cashless Basis means that in lieu of exercising some or all of your 105,000 vested stock options for cash, you shall be entitled to receive up to a total number of shares of common stock of the Company computed using the following formulas: X = 35,000 (A - $1.2375) ; and -------------------- A X = 35,000 (A - $2.125) ; and ------------------- A X = 35,000 (A - $3.125) ------------------- A where X equals the number of shares of common stock to be issued to you and A equals the fair market value of one share of common stock on the date of exercise. In addition, you may elect to have the Company withhold from the total number of shares due under the above formulas a number of shares having a fair market value equal to the minimum amount necessary to satisfy the Company's aggregate federal, state, local and foreign tax withholding and FICA and FUTA obligations due as a result of a Cashless Basis exercise. With respect to the option letter agreement dated March 1, 2000, you shall be entitled to exercise the 60,000 options that are vested as of your Termination Date on or before February 15, 2005. You acknowledge and agree that you shall forfeit any right to those 30,000 unvested stock options under the option letter agreement dated March 1, 2000, as shown in Exhibit A hereto. You acknowledge and agree that there has been no change of control at any time up to and including your Termination Date and that you shall have no rights to accelerated vesting or otherwise upon any change of control occurring after your Termination Date. The Company agrees to take any action necessary to effectuate the terms of this paragraph 4.
Cashless Basis means that the Company will issue to the holder upon surrender of the Warrants for cashless exercise that number of shares determined by dividing the difference of the market price of the shares of Common Stock issuable upon exercise of the Warrants and the warrant exercise price by the market price of the Common Stock on the date of Exercise. For example, if 100,000 Warrants are tendered for cashless exercise at the time the market price of Common Stock is $1.50, the difference would be $75,000 and therefore the number of shares to be issued by the Company shall be 50,000.

Examples of Cashless Basis in a sentence

  • The Redeemable Warrants may be exercised at any time after notice of redemption shall have been given by the Company pursuant to Section 6.2 hereof and prior to the time and date fixed for redemption; provided, however, that the Company has the option to require all Registered Holders of the Redeemable Warrants who elect to exercise their Redeemable Warrants prior to the date scheduled for redemption to exercise their Redeemable Warrants on a Cashless Basis.

  • In addition, you may elect to have the Company withhold from the total number of shares due under the above formulas a number of shares having a fair market value equal to the minimum amount necessary to satisfy the Company's aggregate federal, state, local and foreign tax withholding and FICA and FUTA obligations due as a result of a Cashless Basis exercise.

  • The undersigned elects to exercise on a Cashless Basis if permitted by and in accordance with Section 3(ii) of the attached warrant and shall receive _________shares.

  • If, by reason of any exercise of Warrants on a Cashless Basis Exercise, the holder of any Warrant would be entitled, upon the exercise of such Warrant, to receive a fractional interest in a Warrant Share, the Company shall round down, to the nearest whole number, the number of shares of Common Stock to be issued to such holder.

  • Except to the extent that Cashless Basis Exercise applies pursuant to Section 3.3.3, the holder shall pay or cause to be paid in full the Exercise Price per Warrant as to which an exercise relates in lawful money of the United States, by good certified check or good bank draft payable to the order of the Warrant Agent or by wire transfer of immediately available funds to the Warrant Agent.

Related to Cashless Basis

  • Cashless Exercise Ratio means a fraction, the numerator of which is the excess of the Current Market Value per share of Common Stock on the Exercise Date over the Exercise Price per share as of the Exercise Date and the denominator of which is the Current Market Value per share of the Common Stock on the Exercise Date.

  • Cashless Exercise means a Cashless Exercise as defined in Section 6.3(b)(i).

  • Random selection basis means a mechanism for selection of employees that:

  • Option Exchange Ratio means the quotient obtained by dividing (i) the Cash Amount Per Share by (ii) the Acquiror Common Stock Price.

  • Eligible Basis has the meaning given to it in Section 42(d) of the Code.