Examples of Company MSU in a sentence
Neither Purchaser nor Parent shall assume any Company MSU or substitute for any Company MSU any similar award for Purchaser or Parent stock, in connection with the Offer, Merger or any other Transactions.
Immediately following the Effective Time, each such Converted RSU shall otherwise continue to be governed by the same terms and conditions (including vesting and forfeiture, but excluding any performance vesting conditions) as were applicable to the corresponding Company MSU immediately prior to the Effective Time.
Except as otherwise provided in Section 3.03(d)(i)(B), each such Parent RSU shall continue to have, and shall be subject to, the same terms and conditions as applied to the corresponding Company MSU immediately prior to the Effective Time (including all applicable vesting acceleration provisions); provided that all such Parent RSUs shall be subject to service-based vesting only and shall no longer be subject to any performance-based vesting criteria.
Each holder of a Company MSU shall be credited with a dividend equivalent payment equal to the amount of the Special Dividend multiplied by the number of MSU Achieved Shares underlying such Company MSU, which dividend equivalent payment shall be paid on the day prior to the Closing Date.
Each of Parent, the Exchange Agent, Acquisition Sub, the Company and the Surviving Corporation, as applicable, shall be entitled to deduct and withhold from any amounts otherwise payable pursuant to this Agreement (including under any Company MSU Award Agreement) any amounts as are required to be deducted and withheld with respect to the making of such payment pursuant to the Code or any other applicable Legal Requirement relating to Taxes.
Except as specifically provided above, following the Effective Time, each such restricted stock unit award shall continue to be governed by the same terms and conditions (including time-based vesting terms) as were applicable to such Company MSU immediately prior to the Effective Time.
Each of the Company's two subsidiaries, MSU Public Limited Company ("MSU PLC") and MSU (UK) Limited ("MSU LTD") (with MSU PLC and MSU LTD sometimes collectively referred to as the "Subsidiaries") are companies, duly organized and validly existing under the laws of their respective jurisdictions and have all requisite power and authority to own, lease or operate all properties owned, leased or operated by them, to conduct business as presently being conducted or proposed to be conducted by them.
Each Company MSU that is unexpired, unsettled and outstanding as of the Effective Time, whether vested or unvested, shall, by virtue of the occurrence of the Effective Time and without any action on the part of Parent, Merger Sub, the Company, the holder of such Company MSU or any other Person, be cancelled and automatically converted into the right to receive the Per Share Merger Consideration, without interest and subject to any required withholding of Taxes.
All notices and other communications hereunder shall be in writing and shall be deemed given if delivered personally or by commercial delivery service, or mailed by registered or certified mail (return receipt requested) or sent via facsimile (with confirmation of receipt) to the parties at the address for such party set forth beneath such party's name on Schedule A (or at such other address for a party as shall be specified by like notice) and, in the case of the Company: MSU Devices Inc.
Each Vested Company MSU shall be cancelled and automatically converted into the right to receive the Per Share Merger Consideration, subject to any required withholding of Taxes.