Option Exchange Agreements definition

Option Exchange Agreements means any of the Option Exchange Agreements, dated as of or prior to the Closing Date, entered into by and between Holdings and certain employees of Holdings and its Subsidiaries in connection with the Prior Acquisition.
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Option Exchange Agreements means the option exchange agreements to be entered into among XR, Red Eagle and existing holders of XR Options, in form and substance satisfactory to XR and Red Eagle, acting reasonably, providing for the cancellation of all outstanding XR Options as at the Effective Time in exchange for a Replacement Option to purchase from Red Eagle one Red Eagle Share on the basis of one (1) Red Eagle Share for each two (2) XR Shares, on the same terms and conditions as the cancelled XR Options, including exercise price, term to expiry and manner of exercising, except that all Replacement Options shall immediately vest and any Replacement Option not issued to an Eligible Person, as defined under the Red Eagle Stock Option Plan, shall expire 90 days following the Effective Date;
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Option Exchange Agreements has the meaning ascribed thereto in section 3.1(ff) hereof;
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Examples of Option Exchange Agreements in a sentence

  • All of the Optionholders shall have executed and delivered and performed their obligations under the Option Exchange Agreements.

  • Raptor has the corporate power and authority to execute and deliver this Agreement and the Stock Option Exchange Agreements and to perform its obligations hereunder and thereunder.

  • The execution and delivery of this Agreement and the Stock Option Exchange Agreements, as applicable, and, subject to approval by the stockholders of Axent (the "Requisite Axent Shareholder Approval"), the performance of this Agreement and the Stock Option Exchange Agreements and the consummation of the transactions contemplated hereby and thereby by Axent and the Transitory Subsidiary have been duly and validly authorized by the necessary corporate action on the part of Axent and Transitory Subsidiary.

  • Each of Axent and the Transitory Subsidiary has the corporate power and authority to execute and deliver this Agreement and the Stock Option Exchange Agreements, as applicable, and to perform its obligations hereunder and thereunder.

  • Holdco shall have received the closing deliveries of Nitec and the Nitec Shareholders specified in Section 2.8 of this Agreement, including, without limitation, the Warrant Agreement and the Option Exchange Agreements, each of which shall be in full force and effect.

  • Option Exchange Agreements dated as of December 31, 1997 between World Access, Inc.

  • Each of the Warrant Exchange Agreements, USF Exchange Agreement, Capital Call Exchange Agreement, Bridge Note Exchange Option Agreement and Option Exchange Agreements shall be fully executed, in full force and effect, and the conditions to the transactions contemplated thereby (other than consummation of the Merger) have been satisfied or waived.

  • The Plato Israel Option Exchange Agreements, upon execution and delivery thereof, shall be valid and enforceable against such employees in accordance with their terms under applicable law and no such employee shall have any right or option to receive any stock or other securities of Plato Israel.

  • On or as soon as practicable after the Completion Date the Purchaser shall deposit with the Escrow Agent 860,000 shares of Purchaser Stock (the "Escrow Shares") registered in the names of the Warrantors which shall represent the aggregate of all of the shares of the Purchaser's Stock due to each of the Warrantors pursuant to clause 3 of the Purchase Agreement or pursuant to the Option Exchange Agreements.

  • The Purchaser shall have entered into Option Exchange Agreements with all employees listed on Schedule 4.1(d).


More Definitions of Option Exchange Agreements

Option Exchange Agreements means the agreements pursuant to which, subject to the condition precedent of the Amalgamation becoming effective, all of the outstanding Tornado Options shall be amended such that each Tornado Option shall entitle the holder thereof to acquire 2.09 Empire Shares (rather than 1 Tornado Share) at an exercise price per Empire Share equal to the price at which the amended Tornado Option is currently exercisable divided by 2.09;
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Option Exchange Agreements means the agreements pursuant to which holders of all outstanding Tornado Options agree, subject to the condition precedent of the Amalgamation becoming effective, to terminate and surrender their Tornado Options prior to the Effective Time in exchange for being issued options of Empire entitling them to acquire that number of Empire Shares equal to the number of Tornado Options so terminated and surrendered multiplied by the Exchange Ratio at a price per Empire Share equal to the price at which the aforementioned Tornado Options were exercisable, which agreements shall otherwise be in form and substance satisfactory to Empire, acting reasonably;
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Option Exchange Agreements has the meaning set forth in Section 2.3(a).
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Related to Option Exchange Agreements

  • Exchange Agreements means the GSK Exchange Agreement, the Pfizer Exchange Agreement and the SLP Exchange Agreement;

  • Exchange Agreement has the meaning set forth in the Recitals.

  • Share Exchange Agreement has the meaning specified in the Recitals.

  • Stock Purchase Agreements the meaning set forth in the recitals to this Agreement.

  • Acquisition Agreements means the Nexstar Acquisition Agreement and the Mission Acquisition Agreement, and “Acquisition Agreement” means the applicable agreement in the context used.

  • Stock Purchase Agreement means the agreement between the Company and a Purchaser who acquires Shares under the Plan that contains the terms, conditions and restrictions pertaining to the acquisition of such Shares.

  • Common Stock Purchase Agreement means an agreement among the Investor and/or PJC, Emergent and any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer and elects to participate, substantially in the form attached hereto as Exhibit A, pursuant to which Emergent will issue and sell (a) to the Investor and/or PJC, in the aggregate, 75,000,000 Shares at a price of $0.20 per share, and (b) to any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer that so requests, for every $1,000.00 of principal amount of Convertible Notes that it tenders into the Convertible Note Exchange Offer, 500 Shares at a price of $0.20 per share; provided, that the aggregate maximum number of Shares to be so issued and sold to the Convertible Note Holders who accept and exchange all of their Convertible Notes in the Convertible Note Exchange Offer pursuant to the Common Stock Purchase Agreement shall not exceed 40,000,000.

  • Shareholder Agreements has the meaning set forth in the recitals to this Agreement.

  • Investment Agreements or “Flow-Through Agreements” means written agreements pursuant to which the Partnership will subscribe for Flow-Through Shares (including Flow-Through Shares issued as part of a unit) or agreements by the Partnership to otherwise invest in or purchase securities of a Resource Issuer, and in respect of Flow-Through Shares comprised of units, the Resource Issuer will covenant and agree:

  • Investment Agreement shall have the meaning set forth in the Recitals hereto.

  • Share Purchase Agreement has the meaning set forth in the Recitals.

  • Settlement Agreements means any settlement reached in the U.S. Litigation with any of the Settling Defendants.

  • Master Settlement Agreement means the settlement agreement and related documents entered into on November 23, 1998, by the state and leading United States tobacco product manufacturers.

  • Subscription Agreements has the meaning specified in the Recitals hereto.

  • Restricted Stock Purchase Agreement means a written agreement between the Company and the Optionee evidencing the terms and restrictions applying to stock purchased under a Stock Purchase Right. The Restricted Stock Purchase Agreement is subject to the terms and conditions of the Plan and the Notice of Grant.

  • Option Exchange Program means a program whereby outstanding Options are surrendered in exchange for Options with a lower exercise price.

  • Shareholder Agreement has the meaning set forth in the Recitals.

  • Transaction Agreement has the meaning set forth in the recitals.

  • Unit Purchase Agreement means the Common Unit and Class B Unit Purchase Agreement, dated as of December 1, 2006, among the Partnership and the purchasers named therein.

  • Company Acquisition Agreement has the meaning set forth in Section 5.04(a).

  • Master Transaction Agreement has the meaning set forth in the recitals.

  • Share Transfer Agreement means the share transfer agreement, in the agreed form, between the partners in the Company;

  • Purchase Agreements has the meaning set forth in the Recitals.

  • Acquisition Agreement as defined in the recitals hereto.

  • Preferred Stock Purchase Agreement means the Preferred Stock Purchase Agreement, dated September 7, 2008, between the Company and the United States Department of the Treasury.

  • Put Option Agreement has the meaning set forth in the recitals.