COMPANY CALL definition
COMPANY CALL. In the event of Employee's termination of employment for any reason, the vested Phantom Shares held by the Employee shall be subject to a "call" by Holdings or its designee (the "Company Call") at the fair market value on the Termination Date. The Company Call must be exercised within six months of the Termination Date. The purchase price shall be the equivalent of the fair market value of an equivalent number of common shares of Holdings on the Termination Date. It will be paid one-half in cash within 30 days of the exercise of the Company Call and the remaining one-half will be payable within two years of the date of exercise of the Company Call (the "Deferred Call Payments"). Any Deferred Call Payments shall be credited with an appropriate interest rate or dividend rate. In the event that Holdings is restricted from purchasing such shares for cash under any applicable financing or other agreements, Holdings may issue the Employee a note or such other permissible security (which shall contain commercially reasonable terms) in full satisfaction of such call. In no event shall the Employee be paid less cash at the time of the exercise of the Company Call than the Employee's income tax liability resulting from the sale of the Phantom Shares.
COMPANY CALL has the meaning set forth in Section 7.4(a) hereof.
COMPANY CALL shall have the meaning set forth in Section 7.2.1(a) hereof.
Examples of COMPANY CALL in a sentence
COMPANY CALL OPTION...........................................................
COMPANY CALL OPTION.....................................................
More Definitions of COMPANY CALL
COMPANY CALL. Any time the Shares trade above $2.00 per Share for 20 consecutive trading days, the Company can call all (but not less than all) of the Series A Debentures at a redemption price equal $525 per$500 of principal amount of the Series A Debentures, subject to the individual rights of the investors, within 60 days of such call, to elect to convert rather than to be redeemed.
COMPANY CALL. The Company can call at a price of $0.001 per Warrant any unexercised Warrants and require their exercise as follows if the Common Stock closes above the price indicated below for any consecutive 20 business days Warrants Callable by Company Trading Price If Unexercised $5.50 One-third $6.25 One-third $7.00 All Each call must follow the next by a minimum of 30 days. Warrants that are not exercised when called will be forfeited.
COMPANY CALL means Company Call #1 and Company Call #2, ------------ collectively.
COMPANY CALL. Prior to the second anniversary date, the Company will ------------- have the right, but not the obligation, to purchase ("Call") the securities of a Management Shareholder upon any event of termination other than Death, Permanent Disability or, in the case of ▇▇▇▇ ▇▇▇▇▇▇▇▇, Retirement at age 65 or over. In the event of Voluntary Termination or termination for Cause (a "Just Cause Dismissal"), the Call price will be at the initial rollover value ("Initial Fair Value"). In the event of Involuntary Termination not for Cause, the Call price will be Fair Market Value (based on the Company as a whole and as a going concern) as reasonably determined by the Board of Directors using commonly known and widely accepted valuation methods without taking into account any discount for minority interests. The definition of Just Cause Dismissal will include (i) the continual or deliberate neglect of the performance of an executive's material duties, (ii) failure of an executive to devote substantially all of his working time to the business of the Company, (iii) engaging willfully in misconduct in connection with the performance of any of his duties, (iv) willfully failing to follow the directives of the Board of Directors or the Chief Executive Officer of the Company, (v) breach of confidentiality agreements with the Company, (vi) active disloyalty to the Company, or (vii) engaging in conduct which would be reasonably likely to result in material injury to the reputation of the Company, including commission of a felony, fraud, or embezzlement. The Company will have 60 days following termination in which to exercise its Call right, after which the Company's Call right will expire.
COMPANY CALL shall have the meaning assigned to such term in Section 10 hereof.