Option Excess Price definition

Option Excess Price means the aggregate amount paid or payable by the Company in respect of Exercisable Option Shares, as determined pursuant to Section 5 or 6 hereof, as applicable.

Option Excess Price means the excess, if any, of the Section 7 Repurchase Price or the Section 8 Repurchase Price, depending on which Repurchase Price is (or would be) used to repurchase the Option Shares, over the exercise price applicable to such Options multiplied by the number of Exercisable Option Shares. For purposes hereof, "Exercisable Option Shares" shall mean the shares of Common Stock which, at the time of determination, could be purchased by the Optionholder upon exercise of his or her outstanding exercisable Options.

Option Excess Price is the (x) Applicable Percentage multiplied by (y) the excess, if any, of Book Value Per Share over the Option Exercise Price, multiplied by (z) the number of Exercisable Option Shares thereunder.

Examples of Option Excess Price in a sentence

• In the event the foregoing Option Excess Price is zero or a negative number, all outstanding exercisable stock options granted to the Management Stockholder under the Option Plan shall be automatically terminated without any payment in respect thereof.

• Except as otherwise provided herein, the closing of each purchase and sale of shares of Stock and the payment of the Option Excess Price, if any, pursuant to this Agreement shall take place at the principal office of the Company on the tenth business day following delivery of the notice by either Party to the other of its exercise of the right to purchase or sell such Stock hereunder or to cause the payment of the Option Excess Price, if any.

• Upon payment of the foregoing Option Excess Price, such Options shall be terminated.

• In the event the Management Stockholder Entity elects to sell under this Section 5(a)(ii) and the foregoing Option Excess Price is zero or a negative number, all outstanding exercisable Options granted to the Management Stockholder shall be automatically terminated without any payment in respect thereof.

• In the event the foregoing Option Excess Price is zero or a negative number, all outstanding exercisable Options granted to the Management Stockholder under the Option Plan shall be automatically terminated without any payment in respect thereof.

More Definitions of Option Excess Price

Option Excess Price. The definition of “Option Excess Price” as set forth in Section 7 of the Stockholder’s Agreement is hereby deleted in its entirety and replaced it with the following:

Option Excess Price as set forth in Section 7 of the Stockholder’s Agreement is hereby deleted in its entirety and replaced it with the following:

Option Excess Price with respect to each share of Stock that may be acquired by exercise of an Option shall mean the excess, if any, of (i) the Section 5 Repurchase Price or the Section 6 Repurchase Price, depending on which Repurchase Price would be used to repurchase Stock pursuant to Section 5 or 6, as the case may be (regardless of whether or not any Stock is actually subject to repurchase pursuant to such Sections), over (ii) the exercise price applicable to such Option. For purposes hereof, "Exercisable Option Shares" as of any date of determination shall mean shares of Common Stock which, at such time, could be purchased upon exercise of all outstanding Options granted to the Purchaser.

Option Excess Price means the aggregate amount paid or payable by the Company in respect of Exercisable Option Shares, as determined pursuant to Section 5(b)(B). “Option Exercise Price” shall mean the then-current per share exercise price of the shares of Common Stock covered by the applicable Options. 16 “Option Plan” shall have the meaning set forth in the third “whereas” paragraph. “Option Rollover Agreement” shall have the meaning set forth in the third “whereas” paragraph. “Option Stock” shall have the meaning set forth in Section 2(a) hereof. “Other Management Stockholders” shall have the meaning set forth in the fourth “whereas” paragraph. “Other Management Stockholders Agreements” shall have the meaning set forth in the fourth “whereas” paragraph. “Parent” shall have the meaning set forth in the second “whereas” paragraph. “Parties” shall have the meaning set forth in the introductory paragraph. “Permitted Transfer” shall have the meaning set forth in Section 3(a). “Permitted Transferee” shall mean any Person who is a transferee of Stock pursuant to a Permitted Transfer. “Person” shall mean “person,” as such term is used for purposes of Section 13(d) or 14(d) of the Exchange Act. “Piggyback Notice” shall have the meaning set forth in Section 8(b) hereof. “Piggyback Rights” shall have the meaning set forth in Section 8(a) hereof. “Pre-Merger Plans” shall have the meaning set forth in the third “whereas” paragraph. “Proposed Registration” shall have the meaning set forth in Section 8(b) hereof. “Public Offering” shall mean the sale of shares of Common Stock to the public subsequent to the date hereof pursuant to a registration statement under the Act which has been declared effective by the SEC (other than a registration statement on Form X-0, X-0 or any successor or similar form). “Purchased Stock” shall have the meaning set forth in the third “whereas” paragraph. “Put Period” shall have the meaning set forth in Section 4(a) hereof. “Redemption Notice” shall have the meaning set forth in Section 4(b) hereof. “Registration Rights Agreement” shall have the meaning set forth in Section 8(a) hereof. “Repurchase Calculation Date” shall mean (i) prior to the occurrence of a Public Offering, the last day of the month preceding the month in which the date of repurchase occurs, and (ii) on and after the occurrence of a Public Offering, the closing trading price on the date immediately preceding the date of repurchase. 17 “Repurchase Notice” shall have the meaning set forth in S...

Option Excess Price means the excess, if any, of the Special Treatment Repurchase Price or the Ordinary Repurchase Price, depending on which Repurchase Price is being used to repurchase the remainder of the Stock, over the Option Price (as defined in the Option Plan) multiplied by the number of Exercisable Option Shares.

Option Excess Price means the aggregate amount paid or payable by Holdco in respect of Exercisable Option Shares pursuant to Section 5 or 6, as applicable.

Option Excess Price shall have the meaning specified in Section 6(b)(B) hereof.