Company Common Warrant definition

Company Common Warrant means the warrants exercisable for Company Common Shares issued pursuant to the Warrant Agreement, dated as of December 1, 2006, by and between the Company (f/k/a Freescale Holdings (Bermuda) I, Ltd.) and the Shareholder.

Company Common Warrant shall have the meaning set forth in Section 1.7 of the Agreement.

Company Common Warrant shall have the meaning set forth in Section 4.4(b).

Examples of Company Common Warrant in a sentence

• At the Effective Time, each warrant to purchase Company Common Stock that is then outstanding (a “Company Common Warrant”), shall be assumed by Parent in accordance with the terms (as in effect as of the date of this Agreement) of the Company Common Warrant and each warrant to purchase Company Preferred Stock that is then outstanding (a “Company Preferred Warrant”), shall be assumed by Parent in accordance with the terms (as in effect as of the date of this Agreement) of the Company Preferred Warrant.

• As of the date hereof, (a) the Shareholder is the beneficial or record owner of 205,671,483 Covered Shares, free and clear of any and all Liens, other than those created by (i) this Agreement, (ii) the Investors Agreement and (iii) the Shareholders’ Agreement, (b) such Covered Shares (other than the shares underlying the Company Common Warrant) are fully paid up, and (c) the Shareholder has sole voting power over all of such Covered Shares beneficially owned by the Shareholder.

• From the close of business on February 25, 2015 until the date of this Agreement, no Company Common Shares, Company Stock Options, Company Restricted Share Units or Company Performance Restricted Share Units have been issued or granted except for Company Common Shares issued pursuant to the exercise of Company Stock Options, the Company Common Warrant or the vesting of Company Restricted Share Units, in each case outstanding on February 25, 2015 and in accordance with their terms.

• The Company Common Warrants issued and outstanding immediately before the Effective Time shall be cancelled, extinguished and converted into and represent only the right to receive an amount in cash, without any interest thereon, equal to the Company Common Warrant Merger Consideration, including the Escrow Amount and Expense Fund contribution provisions set forth in Section 1.9(g) and Section 1.9(h) and the indemnification provisions set forth in SECTION 11.

• Upon surrender of the applicable Company Warrant for cancellation together with such letter of transmittal, properly completed and duly executed, and such other documents as may be required pursuant to such instructions, the Paying Agent shall pay the applicable holder of the Company Warrants the Company Common Warrant Net Merger Consideration or Company Preferred Warrant Net Merger Consideration in respect thereof, as applicable, and the Company Warrant so surrendered shall forthwith be canceled.

More Definitions of Company Common Warrant

Company Common Warrant means a warrant to acquire shares of Company Common Stock.

Company Common Warrant means a Company Warrant to purchase Company Common Stock.

Company Common Warrant means any Warrant to purchase Company Common Stock, whether or not Vested.

Company Common Warrant means any Company Warrant, whether granted under the Equity Incentive Plan or otherwise, that is, exercisable in exchange for shares of Company Common Stock.

Company Common Warrant means any Company Warrant to purchase Company Common Stock. Company Series B Warrant. “Company Series B Warrant” shall mean any Company Warrant to purchase Series B Preferred Stock. Company Warrant. “Company Warrant” shall mean any warrant or other right to purchase any equity security of the Company, other than options to purchase Company Common Stock held by employees, former employees, consultants, former consultants or directors of the Company and outstanding under a stock option plan of the Company. Confidentiality Agreement. “Confidentiality Agreement” shall mean that certain Business Development Mutual Nondisclosure Agreement dated April 16, 2002 between Parent and the Company. Consent. “Consent” shall mean any approval, consent, ratification, permission, waiver or authorization (including any Governmental Authorization). Contract. “Contract” shall mean any legally binding written, oral or other agreement, contract, subcontract, lease, assignment, understanding, instrument, note, warranty, insurance policy, benefit plan, commitment or undertaking. Damages. “Damages” shall include the monetary value of any loss, damage, injury, decline in value, lost opportunity, Liability, settlement, judgment, award, fine, penalty, Tax, fee (including reasonable attorneys’ fees), charge, cost (including reasonable costs of investigation) or expense of any nature. Effective Time of Merger I. “Effective Time of Merger I” shall mean the time at which a properly executed certificate of merger for Merger I conforming to the requirements of the DGCL is filed with the Secretary of State of the State of Delaware. Effective Time of Merger II. “Effective Time of Merger II” shall mean the time at which a properly executed certificate of merger for Merger II conforming to the requirements of the DGCL is filed with the Secretary of State of the State of Delaware. Encumbrance. “Encumbrance” shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, option, right of first refusal, preemptive right or legal restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset, any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset), with the exception of any mechanics’ liens arising in the ord...

Company Common Warrant means a warrant exercisable for shares of Company Common Stock.

Company Common Warrant means the outstanding warrants as of immediately prior to the Merger Effective Time to purchase shares of Company Common Stock.