Exercise Restriction definition

Exercise Restriction means restrictions on the ability of a Participant to exercise a vested Performance Right as specified for the purposes of clause 4.1(a);
Sample 1
Exercise Restriction shall have the meaning set forth in Section 6.8(d).
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Exercise Restriction means that the Converted Options, regardless of vested status, (1) will not be exercisable until the earliest to occur of (a) the effective date of an underwritten initial public offering of a class of Parent’s equity securities (an “IPO”), (b) immediately prior to a change of control of Parent, and (c) the first anniversary of the Closing Date (such earliest date, the “Earliest Exercise Date”), and (2) in the case that the continued service of the holder of Converted Options terminates with Parent or its affiliates for any reason prior to the Earliest Exercise Date, will remain exercisable following such termination of service until the earlier of (a) the date that is three months after the earlier of an IPO or the first anniversary of the Closing Date, or such longer period as provided in the option agreement governing such Converted Option and (b) the effective date of a change of control of Parent. ***CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION.***
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Examples of Exercise Restriction in a sentence

  • If a Participant purports to exercise an Option in contravention of any applicable Exercise Restriction, the Option will be deemed to have been exercised on the first date the Exercise Restriction ceases to apply, subject to payment of the relevant Exercise Price.

  • If a Participant purports to exercise a Performance Right in contravention of any applicable Exercise Restriction, the Performance Right will be deemed to have been exercised on the first date the Exercise Restriction ceases to apply, subject to payment of the relevant Exercise Price.

  • If a Participant purports to exercise a Performance Right in contravention of any applicable Exercise Restriction, the Performance Right will be deemed to have been exercised on the first date the Exercise Restriction ceases to apply.

  • The foregoing beneficial ownership would be higher but for the Exercise Restriction.

  • Rights may be exercised at any time between the latter to occur of the Vesting Date or the elapsing of the Exercise Restriction (if applicable) and the end of their Term, by the Participant submitting an Exercise Notice.

  • An Invitation may specify an Exercise Restriction which is a period during which Rights may not be exercised, and any attempt to do so will be considered void, subject to the early release of Exercise Restrictions as provided for in these Rules.

  • If a Participant purports to exercise an Option in contravention of any applicable Exercise Restriction, the Option will be deemed to have been exercised on the first date the Exercise Restriction ceases to apply.

  • Because notification made in accordance with the Company’s intention is, in principle, required to make it possible to lift the Exercise Restriction Provisions and to exercise the Stock Acquisition Rights, it is basically possible to control the timing of when the exercise of the Stock Acquisition Rights begins and, consequently, it is possible to conduct recapitalization that responds to future changes in the business management environment.

  • If a Participant purports to exercise an Option in contravention of any applicable Exercise Restriction, theOption will be deemed to have been exercised on the first date the Exercise Restriction ceases to apply,subject to payment of the relevant Exercise Price.

  • The Company is able to conduct recapitalization that responds to future changes in the business management environment because, in principle, the Exercise Restriction Provisions and the Exercise Commitment Provisions enable the Company to control the exercise of the rights of the Stock Acquisition Rights Holder.


More Definitions of Exercise Restriction

Exercise Restriction has the meaning set forth in Section 4.23.
Sample 1

Related to Exercise Restriction

  • Put Restriction means the days between the beginning of the Pricing Period and Closing Date. During this time, the Company shall not be entitled to deliver another Put Notice.

  • Forfeiture Restrictions means any prohibitions and restrictions set forth herein with respect to the sale or other disposition of Shares issued to the Recipient hereunder and the obligation to forfeit and surrender such shares to the Company.

  • Payment Restriction shall have the meaning set forth in Section 6.1.

  • Transfer Restriction means any condition to or restriction on the ability of the Subscriber to pledge, sell, assign or otherwise transfer the Shares under any organizational document, policy or agreement of, by or with the Company, but excluding the restrictions on transfer described in paragraph 6(c) of this Subscription Agreement with respect to the status of the Shares as “restricted securities” pending their registration for resale or transfer under the Securities Act in accordance with the terms of this Subscription Agreement.

  • Resale Restriction Termination Date shall have the meaning specified in Section 2.05(c).

  • Period of Restriction means the period during which the transfer of Shares of Restricted Stock are subject to restrictions and therefore, the Shares are subject to a substantial risk of forfeiture. Such restrictions may be based on the passage of time, the achievement of target levels of performance, or the occurrence of other events as determined by the Administrator.

  • Transfer Restrictions means restrictions that prohibit the sale, exchange, transfer, assignment, pledge, hypothecation, fractionalization, hedge or other disposal (including through the use of any cash-settled instrument), whether voluntarily or involuntarily by the Grantee, of an Award or any shares of Common Stock, cash or other property delivered in respect of an Award.

  • Trade Restrictions means trade, economic or investment sanctions, export controls, anti-terrorism, non- proliferation, anti-money laundering and similar restrictions in force pursuant to laws, rules and regulations imposed under Laws to which the Parties are subject.

  • Age-restricted unit means a housing unit designed to meet the needs of, and exclusively for, the residents of an age-restricted segment of the population such that: 1) all the residents of the development wherein the unit is situated are 62 years of age or older; or 2) at least 80 percent of the units are occupied by one person who is 55 years of age or older; or 3) the development has been designated by the Secretary of the U.S. Department of Housing and Urban Development as “housing for older persons” as defined in Section 807(b)(2) of the Fair Housing Act, 42 U.S.C. § 3607.

  • SEC Restrictions has the meaning set forth in Section 2(b).

  • Transfer Restriction Event shall have the meaning specified in Section 2.11.

  • Dealing Restrictions means restrictions imposed by statute, order, regulation or Government directive, or by the Model Code or any code adopted by the Company based on the Model Code and for this purpose the Model Code means the Model Code on dealings in securities set out in Listing Rule 9, annex 1 (of the London Stock Exchange), as varied from time to time;

  • Company Restricted Shares means shares of Company Common Stock granted under a Company Equity Plan, or issued upon “early exercise” of an option granted under a Company Equity Plan, that remain subject to one or more unsatisfied vesting or vesting-equivalent forfeiture or repurchase conditions.

  • Conversion Right has the meaning set forth in Section 4.05(a) hereof.

  • Company Restricted Share means each restricted share of Company Common Stock outstanding as of the Effective Time granted pursuant to any equity or compensation plan or arrangement of the Company.

  • restrictive condition means any condition registered against the title deed of land restricting the use, development or subdivision of the land concerned:

  • Prone restraint means a restraint in which a student is held face down on the floor.

  • Conversion Rights means exchange of, or the rights to exchange, the Principal Amount of the Loan, or any part thereof, for fully paid and nonassessable Common Stock on the terms and conditions provided in the Debentures.

  • Restricted Shares shall have the respective meanings set forth in Section 2.14.

  • Acceleration Right means the Participant’s right, in certain circumstances, to exercise its outstanding Option as to all or any of the Common Shares in respect of which such Option has not previously been exercised and which the Participant is entitled to exercise, including in respect of Common Shares not otherwise vested at such time;

  • Ownership Restrictions means collectively the Ownership Limit as applied to Persons other than the Initial Holder or Look-Through Entities, the Initial Holder Limit as applied to the Initial Holder and the Look-Through Ownership Limit as applied to Look-Through Entities.

  • Restriction Notice has the meaning set forth in Section 8.04(f) hereof.

  • Restriction of Use means, in respect of any day, any difference from the normal capability of all or any part of the Routes (where the normal capability of the Routes is expressed in the Applicable Timetable Planning Rules relevant to that day notified to each Timetable Participant on or before D-26) which results in:

  • Vested Shares means "Vested Shares" as defined in the Award Agreement.

  • Repurchase Option has the meaning set forth in Section 1.3(a) hereto.

  • Inconvertibility Event means the occurrence, as determined by the Calculation Agent in its sole and absolute discretion, of any action, event or circumstance whatsoever which, from a legal or practical perspective: