Option Cash Amount definition

Option Cash Amount means the excess, if any, of the Merger Consideration over the exercise price per share of the applicable Qualifying 2000/2010 Option; provided, however, that the Option Cash Amount shall be paid net of any applicable mandatory tax withholdings.

Option Cash Amount has the meaning set forth in Section 2.4(a) to this Agreement.

Option Cash Amount means the product of (1) the excess, if any, of the Common Stock Merger Consideration over the exercise price per share of the applicable Cash Out Option, and (2) the number of shares of Common Stock subject to the applicable Cash Out Option; provided, however, that the Option Cash Amount shall be paid net of any applicable tax withholdings as set forth in Section 2.03(b)(ii) below, which the Surviving Corporation or the Parent, as the case may be, shall promptly pay when due to the appropriate Governmental Entity for the account of each holder of the Cash Out Option.

Examples of Option Cash Amount in a sentence

• The “Option Cash Amount” shall mean the excess, if any, of the Merger Consideration over the exercise price per share of the applicable Qualifying 2000/2010 Option; provided, however, that the Option Cash Amount shall be paid net of any applicable mandatory tax withholdings.

• The Option Cash Amount payable for the Vested Option Portion of each Option so surrendered shall be equal to the product of (i) the Offer Price minus the exercise price per Share of the Vested Option Portion of such Option and (ii) the number of Shares covered by the Vested Option Portion of such Option.

• The Option Value Amount shall be payable at the Effective Time as follows: 40% of such amount (the "Option Cash Amount") shall be payable in cash, and 60% of such amount (the "Option Stock Amount") shall be payable in the number of NHL Shares obtained by dividing the Option Stock Amount by $15.42; provided that any fractional share resulting from such calculation shall be paid in cash, with the value of a whole share for such purpose assumed to be $15.42.

• Payment of the aggregate Per Share Option Cash Amount for each holder of a Seasons Option immediately prior to the Effective Time shall be delivered to each holder of such Seasons Option and shall be made by check from Parent or Merger Sub upon the later of (i) the Closing or (ii) the delivery by such holder of a cross-receipt and a release, each in a form reasonably acceptable to Parent or Merger Sub.

• Holders of Seasons Common Stock may elect to receive shares of NBC Common Stock or cash in exchange for their shares of Seasons Common Stock in accordance with the procedures set forth in Section 2.2, provided that in the aggregate (and including the aggregate Per Share Option Cash Amount payable pursuant to Section 2.6) the cash consideration payable with respect to NBC Common Stock shall not exceed $9,900,000 (the “Cash Consideration Amount”), subject to Section 2.3(d).

More Definitions of Option Cash Amount

Option Cash Amount means the product of (1) the excess, if any, of the Merger Consideration over the exercise price per share of the applicable Cash Out Option, and (2) the number of shares subject to the applicable Cash Out Option; provided, however, that the Option Cash Amount shall be paid net of any applicable tax withholdings as set forth in clause (ii) below, which the Surviving Corporation or the Parent, as the case may be, shall promptly pay when due to the appropriate Governmental Entity for the account of each holder of the Cash Out Option. For the avoidance of doubt, to the extent the exercise price per share of the applicable Cash Out Option exceeds the Merger Consideration, such Cash Out Options shall be cancelled and cease to exist without the payment of any consideration.

Option Cash Amount shall have the meaning set forth in Section 2.2(h).

Option Cash Amount will be equal to the net amount of (A) the product of (i) the excess, if any, of the Merger Consideration over the applicable exercise price per Share otherwise issuable upon exercise of such Option, multiplied by (ii) the number of Shares subject to such Option, less (B) any applicable withholdings for Taxes. Notwithstanding the foregoing, if the exercise price per Share of any Option equals or exceeds the Merger Consideration, effective as of the Effective Time, such Option shall automatically be cancelled, without any consideration being payable in respect thereof, and have no further force or effect.

Option Cash Amount shall be equal to the net amount of the product of (i) the excess, if any, of the Merger Consideration over the exercise price per share of such Option, multiplied by (ii) the number of shares subject to such Option. If the exercise price per share of any Option equals or exceeds the Merger Consideration, the Option Cash Amount therefor shall be zero. Prior to the Effective Time, INX will provide notice, in a form reasonably acceptable to Parent, to all holders of Options informing them of such cancellation and Option Cash Amount. As used in this Agreement, “Options” means any option granted, and, immediately before the Effective Time not exercised, expired or terminated, to a current or former employee, director or independent contractor of INX or any former Subsidiary of INX or predecessor thereof to purchase Common Shares pursuant to the Stock Plans. As used in this Agreement, “Stock Plans” means the INX Inc. Incentive Plan (as amended and restated effective July 28, 2003, as amended) (the “2003 Incentive Plan”), the INX Inc. 2011 Incentive Plan (and together with the 2003 Incentive Plan, the “Incentive Plan”) and any other stock option, stock bonus, stock award, or stock purchase plan, program, agreement or arrangement of INX or any predecessor thereof or any other similar agreement entered into by INX.

Option Cash Amount means an amount equal to (x) the Cash Amount, minus (y) the Common Cash Amount.

Option Cash Amount shall be equal to the net amount of the product of (i) the excess, if any, of the Merger Consideration over the exercise price per share of such Option, multiplied by (ii) the number of shares subject to such Option. If the exercise price per share of any Option equals or exceeds the Merger Consideration, the Option Cash Amount therefor shall be zero. As used in this Agreement, “Options” means any option granted, and, immediately before the Effective Time not exercised, expired or terminated, to a current or former employee, director or independent contractor of XETA or any former subsidiary of XETA or predecessor thereof to purchase Common Shares pursuant to the Stock Plans. As used in this Agreement, “Stock Plans” means the 2004 Omnibus Stock Incentive Plan (as amended and restated December 18, 2008) (the “Omnibus Plan”), the 2000 Stock Option Plan (as amended and restated on December 30, 2008) and any other stock option, stock bonus, stock award, or stock purchase plan, program, agreement or arrangement of XETA or any of its subsidiaries or any predecessor thereof or any other similar agreement entered into by XETA or any of its subsidiaries. True and complete copies of each Stock Plan have previously been provided to Parent.

Option Cash Amount with respect to an Option shall be equal to the net amount, without interest, of (A) the product of (i) the excess, if any, of the Merger Consideration over the applicable exercise price per Share otherwise issuable upon exercise of such Option, multiplied by (ii) the number of Shares subject to such Option, less (B) any applicable withholdings for Taxes. If the exercise price per Share of any Option equals or exceeds the Merger Consideration, the Option Cash Amount therefor shall be zero.