Rollover Option Agreement definition

Rollover Option Agreement means the “Rollover Option Agreement” as defined in the LAZ-MD Operating Agreement.
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Rollover Option Agreement means the agreements in the form attached hereto as Exhibit C entered into with the holders of Rollover Options.
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Rollover Option Agreement means the rollover option agreement between CaymanCo and you effective as of September 16, 2008; “SERP” means the amended and restated supplemental retirement plan agreement made April 30, 2007 between you and CHC Helicopters International Inc.; “SERP Waiver” means the waiver and consent to the amendment of the amended and restated supplemental retirement plan agreement between CHC Helicopters International Inc. and you dated September 15, 2010. “Shareholders Agreement” means the management shareholders agreement among CaymanCo and the management shareholders of CaymanCo dated as of September 16, 2008; “Special A Shares” means the special A shares having a par value of $0.01 each in the capital of CaymanCo; “Special A Share Subscription Agreement” means the agreement pursuant to which you subscribed for 80,000 Special A Shares effective as of September 16, 2008; “Taxation” or “Tax” means all forms of taxation, duties, imposts, charges, withholdings, contributions, impositions and levies whatsoever and whenever imposed and whether of Canada or elsewhere and without prejudice to the generality of the foregoing includes: (a) income tax, capital gains tax, inheritance tax, value added tax, national insurance and social security contributions, withholding taxes and any payment whatsoever which any person may be or becomes legally bound to make to any Tax Authority or other person as a result of any entitlement relating to Taxation (whether or not such liability is primarily imposed upon that person or another person and whether or not that person may have any right of relief or reimbursement) and any other taxes, duties, levies or imposts supplementing or replacing any of the foregoing; and (b) all interest, fines or penalties in respect of and relating to any of the foregoing;
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Examples of Rollover Option Agreement in a sentence

  • The Purchaser tenders herewith payment of the full exercise price in the form of cash, by check or by wire transfer or, if permitted under the Rollover Option Agreement, (i) by delivery to the Company of certificate no(s).

  • The Purchaser acknowledges and affirms the obligations set forth in Section 7 of the Rollover Option Agreement.

  • In addition, the Purchaser acknowledges and understands that there are substantial restrictions on the transferability of the Shares under the Rollover Option Agreement.

  • The Purchaser understands that the certificate or certificates evidencing the Shares will be imprinted with a legend which prohibits the transfer of the Shares except in compliance with the Securities Act or applicable state securities laws and except in accordance with the provisions of the Rollover Option Agreement, and that the Company will retain physical possession of the Shares.

  • The Purchaser acknowledges and affirms the obligations set forth in Sections 3(d) and (e) and Section 7 of the Rollover Option Agreement.

  • Shares received upon exercise of the Rollover Option will be subject to the terms and conditions of the Management Agreement (and the Equity Plan and Rollover Option Agreement, to the extent applicable), provided that Parent hereby agrees that it will not exercise its right to call your Class A common shares received upon exercise of your Rollover Options pursuant to Section 5.1.1(a) of the Management Agreement.

  • Under certain circumstances, the Company has the right to repurchase the Class A Shares from the undersigned (or from the holder of the Class A Shares, if different from the undersigned) upon the occurrence of certain events as described in the Rollover Option Agreement.

  • Parent hereby agrees to extend the Final Exercise Date under the Rollover Option Agreement until March 4, 2027 and will thereupon immediately terminate and you shall have no further rights with respect thereto, provided that the Rollover Option shall otherwise remain subject to your Rollover Option Agreement and the Equity Plan.