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.
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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.
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COMPANY CALL has the meaning set forth in Section 7.4(a) hereof.
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Examples of COMPANY CALL in a sentence

  • Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than: (a) the Parties hereto; and (b) rights pursuant to Section 1 hereof) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

  • In the absence of such a designation, the executor or administrator of such holder’s estate shall be entitled to exercise the Stock Appreciation Right.8. EXERCISE PROCEDURES PRIOR TO IPO DATE; PARTICIPANT PUT RIGHTS; COMPANY CALL RIGHTS; AGREEMENTS RELATING TO COMMON STOCK.

  • COMPANY CALL OPTION.....................................................


More Definitions of COMPANY CALL

COMPANY CALL shall have the meaning set forth in Section 7.2.1(a) hereof.
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COMPANY CALL shall have the meaning assigned to such term in Section 10 hereof.
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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.
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COMPANY CALL means Company Call #1 and Company Call #2, ------------ collectively.
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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 Xxxx Xxxxxxxx, 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.
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Related to COMPANY CALL

  • Company Cash means all cash on hand or on deposit to the credit of the Company on the Closing Date;

  • Company Cure Period has the meaning specified in Section 10.01(b).

  • Company Capital Stock means the Company Common Stock and the Company Preferred Stock.

  • Company Common Shares means the common shares in the capital of the Company.

  • Company Stock Plans has the meaning set forth in Section 3.02(b).

  • Company Share Plans mean (a) the Company’s Stock Related Award Incentive Plan of 1999, as amended; (b) the Company’s 2010 Stock Incentive Plan, as amended; and (c) the Company’s 2015 Stock Incentive Plan, as amended;

  • Company Stock Plan means any stock option plan or other stock or equity-related plan of the Company.

  • Company Common Stock means the common stock, par value $0.01 per share, of the Company.

  • Company 401(k) Plan shall have the meaning set forth in Section 4.11(f).

  • Company SAR means any stock appreciation right linked to the price of Company Common Stock and granted under any Company Stock Plan.

  • Company Equity Award means a Company Stock Option or a Company Stock Award or a phantom stock award, as the case may be.

  • Company Equity Plan means, collectively, (a) the Amended and Restated Cerevel Therapeutics, Inc. 2018 Equity Incentive Plan, (b) the Cerevel Therapeutics, Inc. 2020 Equity Incentive Plan and (c) each other plan that provides for the award to any current or former director, manager, officer, employee, individual independent contractor or other service provider of any Group Company of rights of any kind to receive Equity Securities of any Group Company or benefits measured in whole or in part by reference to Equity Securities of any Group Company.

  • Company Warrants means warrants to purchase shares of Company Common Stock.

  • Company Stock Account means the account established and maintained in the name of each Participant or Beneficiary to reflect his share of the Trust Fund invested in Company Stock.

  • Parent Equity Plan means the Energy Transfer Equity, L.P. Long-Term Incentive Plan.

  • Parent Equity Plans means all employee and director equity incentive plans of Parent and agreements for equity awards in respect of Parent Common Stock granted under the inducement grant exception.

  • Company Equity Plans means any stock option, stock incentive, stock purchase or other equity compensation plan, sub-plan or non-plan agreement sponsored or maintained by the Company or any Subsidiary or controlled Affiliate of the Company or to which any such entity is a party.

  • Company Capitalization means the sum, as of immediately prior to the Equity Financing, of: (1) all shares of Capital Stock (on an as-converted basis) issued and outstanding, assuming exercise or conversion of all outstanding vested and unvested options, warrants and other convertible securities, but excluding (A) this instrument, (B) all other Safes, and (C) convertible promissory notes; and (2) all shares of Common Stock reserved and available for future grant under any equity incentive or similar plan of the Company, and/or any equity incentive or similar plan to be created or increased in connection with the Equity Financing.

  • Company Share means one share of common stock of the Company, $0.01 par value per share.

  • Company Stock Fund means a hypothetical investment fund pursuant to which Deferred Stock Units are credited with respect to a portion of an Award subject to an Election, and thereafter until (i) the date of distribution or (ii) the effective date of a Diversification Election, to the extent a Diversification Election applies to such Deferred Stock Units, as applicable. The portion of a Grantee’s Account deemed invested in the Company Stock Fund shall be treated as if such portion of the Account were invested in hypothetical shares of Common Stock or Special Common Stock otherwise deliverable as Shares upon the Vesting Date associated with Restricted Stock or Restricted Stock Units, and all dividends and other distributions paid with respect to Common Stock or Special Common Stock were held uninvested in cash and credited with interest at the Applicable Interest Rate as of the next succeeding December 31 (to the extent the Account continues to be deemed credited in the form of Deferred Stock Units through such December 31).

  • Company RSU Award means an award of restricted stock units relating to shares of Company Common Stock granted under a Company Equity Incentive Plan (including any dividend equivalent units credited thereon).

  • Company Option Plans means the following stock option plans of the Company: (a) the Amended and Restated 1989 Stock Plan, (b) the Amended and Restated 1996 Stock Incentive Plan and (c) the 2002 Nonqualified Stock Incentive Plan.

  • Company Stock Option Plans means the Company’s 2000 Employee Stock Option Plan, 1997 Employee Stock Option Plan and 1995 Stock Option Plan, in each case as amended.

  • Company Option Plan means, collectively, each stock option plan, program or arrangement of the Company.

  • Compensatory time off means authorized time off earned by or awarded to an employee to compensate in whole or in part for time worked in excess of the minimum work time required of that employee as a condition of his or her employment.

  • Company Equity Awards means the Company Options and the Company RSUs.