Escrowed Share definition

Escrowed Share means a Common Share granted to a Participant pursuant to the Plan.
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Escrowed Share means a share of HCC common -------------- stock delivered to the Escrow Holder by the Exchange Agent on behalf of the Holders in accordance with Sections 2.4 and Section 2.6 of the Agreement, together with any and all other shares of HCC common stock, or other securities of HCC received or receivable in respect of such escrowed share of HCC common stock, including, without limitation, any and all securities, to be issued or distributed in connection with any recapitalization, reclassification, split-up, merger, consolidation, exchange, stock dividend, stock split or similar event declared or effected with respect to shares of HCC common stock.
Sample 1
Escrowed Share means a share of Purchaser Common Stock delivered to the Escrow Holder by the Exchange Agent on behalf of the Holders in accordance with Sections 2.4 and Section 2.6 of the Agreement, together with any and all other shares of Purchaser Common Stock, or other securities of Purchaser received or receivable in respect of such Escrowed Share of Purchaser Common Stock, including, without limitation, any and all securities, to be issued or distributed in connection with any recapitalization, reclassification, split-up, merger, consolidation, exchange, stock dividend, stock split or similar event declared or effected with respect to shares of Purchaser Common Stock.
Sample 1

Examples of Escrowed Share in a sentence

  • Brookfield and its Affiliates, and their directors and officers, shall not be liable to any Participant, permitted transferee or legal representative for any decrease in the value of an Escrowed Share or any Brookfield Share that may occur for any reason.

  • Notwithstanding the foregoing, any Escrowed Share that may be sold in compliance with Rule 144 of the Securities Act of 1933, as amended ("Rule 144"), may be so sold pursuant to and in compliance with Rule 144, provided, OTG receives a legal opinion to such effect reasonably acceptable to OTG.

  • For purposes of this Agreement, each Escrowed Share shall be deemed to have a value equal to the Parent Common Stock Price (as such amount may be appropriately adjusted for stock splits, stock dividends, stock combinations, and the like).

  • Except as otherwise provided herein, for so long as an Escrowed Share shall be deposited with the Escrow Agent, the Shareholder Party owning (directly or indirectly) such Escrowed Share shall not Transfer such Escrowed Share; and any such Transfer so attempted shall be void and of no effect and OTG shall not recognize the transferee thereof as a stockholder of OTG with respect to such Escrowed Share.

  • Unless a Claim Notice is delivered by HTC to the Indemnifying Party in respect of a claim to recover Damages under Section 4.2 on or before the date that is two years after Closing with respect to a claim that has not been the subject of a settlement, joint direction to the Escrow Agent signed by the Vendor and HTC, court order or arbitration decision prior to that date, the Escrow Agent shall release all Escrowed Shares and Escrowed Share Proceeds (if any) to the Vendor.

  • The amount of Escrowed Cash required to replace Escrowed Shares shall equal $1.00 per Escrowed Share (subject to adjustment in the case of stock splits and similar transactions).

  • In the event the Closing does not occur on or before [May] 25, 2014, (i) the Escrow Agent shall return the Escrowed JOEY Shares to SG (ii) the Escrow Agent shall return the Escrowed Share purchase price to the RAR Members, (iii) the Escrow Agent shall return the Escrowed RAR 100% membership interest the RAR Members.

  • As promptly as practicable upon the Escrow Agent’s receipt of such Fractional Share Cash Payment from Spinco, the Escrow Agent shall pay or cause to be paid the Fractional Share Cash Payment, along with the whole shares of Spinco Common Stock pursuant to such Voyager Stockholder’s Escrowed Share Proportion, to each applicable Voyager Stockholder in accordance with this Section 3(f)(ii) and in accordance with Section 3(d)(i).

  • The value of each such Escrowed Share shall be equal to the average of the closing sale prices of the Common Stock on the Nasdaq National Market during the ten (10) trading days immediately preceding the date upon which Buyer and the Indemnitor Shareholder request that the Escrow Agent return such Escrowed Shares to Buyer.

  • For greater certainty, until such release to the Vendor pursuant to this Section 1.4(3), all Escrowed Shares and Escrowed Share Proceeds (if any) shall be available to be released to Voyager in accordance with Section 4.12(2) but only in respect of a claim to recover Damages under Section 4.2 for which a Claim Notice was delivered by HTC to the Indemnifying Party on or before the date that is two years after Closing.

Related to Escrowed Share

  • Escrowed Shares has the meaning set forth in Section 2.4.

  • Escrow Shares shall be deemed to include the Non-Cash Dividends distributed thereon, if any.

  • Escrow Cash is defined in Section 4.1(a).

  • Escrow Amount has the meaning set forth in Section 2.1(c).

  • Aggregate Stock Consideration has the meaning set forth in Section 3.01(b)(iii).

  • Escrow Fund means the escrow fund established pursuant to the Escrow Agreement.

  • Escrow Funds means the Advance funds deposited with the Escrow Agent pursuant to this Agreement.

  • Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).

  • Merger Consideration has the meaning set forth in Section 2.1(a).

  • Escrowed Funds Has the meaning, with respect to any Trust, specified in Section 2.02(b).

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

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

  • Per Share Merger Consideration has the meaning set forth in Section 3.1(a).

  • Stock Consideration has the meaning set forth in Section 2.01(c).

  • Holdback Amount has the meaning set forth in Section 2.1(c).

  • Holdback Shares has the meaning set forth in Section 2.5(b)(v).

  • Per Share Consideration means (i) if the consideration paid to holders of the Common Stock consists exclusively of cash, the amount of such cash per share of Common Stock, and (ii) in all other cases, the volume weighted average price of the Common Stock as reported during the ten (10) trading day period ending on the trading day prior to the effective date of the applicable event. If any reclassification or reorganization also results in a change in shares of Common Stock covered by subsection 4.1.1, then such adjustment shall be made pursuant to subsection 4.1.1 or Sections 4.2, 4.3 and this Section 4.4. The provisions of this Section 4.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers. In no event will the Warrant Price be reduced to less than the par value per share issuable upon exercise of the Warrant.

  • 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.

  • Per Share Cash Consideration has the meaning set forth in Section 3.01(a)(ii).

  • Escrow Deposit has the meaning set forth in Section 2.1.

  • Company Stock Certificate has the meaning set forth in Section 1.7.

  • Cash Consideration has the meaning set forth in Section 2.2.

  • Consideration Shares has the meaning ascribed thereto in Section 2.2.

  • 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).

  • Share Consideration has the meaning given to it in Section 2.2;

  • Closing Stock Consideration means a number of shares of Parent Common Stock equal to (a) the Stock Consideration, minus (b) any shares of Parent Common Stock used to fund the SC Escrow Amount.