Section 102 Securities definition

Section 102 Securities means Section 102 Shares and Section 102 Options.
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Section 102 Securities means any Stock Options issued upon exercise of a Section 102 Option and held in trust by the Section 102 Trustee.
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Section 102 Securities means any Seller Options, Seller RSUs and Seller Warrants intended to be granted pursuant to Section 102, and Shares issued upon exercise or vesting thereof, and any Shares issued under Section 102.
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Examples of Section 102 Securities in a sentence

  • At or prior to the Effective Time, Parent shall transfer or cause to be transferred (including cause the Surviving Company to transfer) (i) the aggregate Option Consideration with respect to Section 102 Options, and (ii) the Merger Consideration payable in respect of Section 102 Shares, to the Section 102 Trustee, on behalf of holders of Section 102 Securities, in accordance with Section 102 and the Option Tax Ruling, if obtained (the “102 Amounts”).

  • Neither the Company nor any Company Subsidiary is or has been in conflict with, default under or violation of, or charged by any Governmental Entity with a violation of, any Law relating to the grant of Section 102 Securities.

  • Section 1.02 Securities Definitions: In the Plan, the terms “affiliate”, “associate” and “insider” shall have the meanings given to such terms in the Securities Act (Ontario).

  • No changes to the terms of any award of Section 102 Securities which requires the approval of the ITA have been made without the approval of the ITA, and all of the changes that have been made were communicated to the 102 Trustee.

  • All Company Equity Plans authorizing the issue of Section 102 Securities comply with Section 102 of the ITO and the regulations promulgated thereunder and have been approved or deemed approved by the relevant assessing officer.

  • The Company shall include in the request for the Section 102 Tax Ruling request to exempt Parent, the Surviving Company and their respective agents from any withholding obligation in relation to any payments made with respect to any Section 102 Securities.

  • The initial request shall be filed as a fast track ruling request for an interim approval confirming, among other things, that Newco and any Person acting on its behalf (including the Payment Agent and the Surviving Corporation) shall be exempt from Israeli withholding Tax in relation to any payments made with respect to any Section 102 Securities to the Payment Agent, the Section 102 Trustee or the Company in connection with the Merger (the “Interim Option Tax Ruling”).

  • At or prior to the Closing, Parent will deposit (or cause to be deposited) with the Payment Agent (or the Section 102 Trustee, with respect to the Section 102 Securities and Section 3(i) Options), by wire transfer of immediately available funds, for payment to the holders of Shares pursuant to Section 2.7, an amount of cash equal to the aggregate consideration to which such holders of Company Ordinary Shares become entitled pursuant to Section 2.7 (the “Exchange Fund”).

  • The Company shall include in the request for the Options Tax Ruling a request to exempt Newco, the Surviving Corporation, the Payment Agent and their respective agents from any withholding obligation with respect to consideration paid for Section 102 Securities.

  • The policy must include a provision for providing effective relationship management to borrowers whose primary language is other than English.


More Definitions of Section 102 Securities

Section 102 Securities as defined in Sec. 14.1.6
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Section 102 Securities means RSUs or Shares granted or originated from grants pursuant to Section 102(b)(2) or Section 102(b)(3) of the Israeli Income Tax Ordinance.
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Section 102 Securities means Section 102 Options, Section 102 RSUs, Section 102 PSUs and Section 102
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Section 102 Securities means, collectively, Section 102 Options, Section 102 RSUs and Section 102 Shares.
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Section 102 Securities means the Section 102 Shares and Section 102 Options.
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Related to Section 102 Securities

  • NIM Securities As defined in the tenth Recital to this Agreement.

  • Series B Securities means the 11-1/2% Senior Notes due 2007, Series B, of the Company to be issued pursuant to this Indenture in exchange for the Series A Securities pursuant to the Registered Exchange Offer and the Registration Rights Agreement.

  • Lock-Up Securities has the meaning set out in Section 5(l).

  • BofA Securities means BofA Securities, Inc.

  • Exempt Securities has the meaning set forth in Section 4.4(d).

  • ETP Securities means the Series of ETP Securities to which these Conditions relates or, as the context may require, any or all securities issued by the Issuer under the Programme.

  • Series A Securities means the Company's Series A 9 3/8% Junior Subordinated Deferrable Interest Debentures due May 1, 2028 as authenticated and issued under this Indenture.

  • CHESS Approved Securities means securities of the Company for which CHESS approval has been given in accordance with the ASX Settlement Operating Rules;

  • Permitted Securities means any of the following:

  • Replacement Securities means securities of the same issuer, class and denomination as Loaned Securities.

  • Exempted Securities means:

  • Compliant Securities means securities issued by UBS Group AG or any of its subsidiaries that have economic terms not materially less favourable to a Holder than these Terms and Conditions (as reasonably determined by the Issuer), provided that

  • Refused Securities has the meaning ascribed to such term in Section 4.1(c)

  • Specified Securities means ‘equity shares’ and ‘convertible securities’ as defined under clause (zj) of sub-regulation (1) of regulation 2 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;

  • Original Registration Rights Agreement has the meaning set forth in the recitals to this Agreement.

  • Approved Securities means securities of any State Government or of the Central Government and such bonds, both the principal whereof and the interest whereon shall have been fully and unconditionally guaranteed by any such Government;

  • Series A Junior Securities means any class or series of Partnership Interests that, with respect to distributions on such Partnership Interests and distributions upon liquidation of the Partnership, ranks junior to the Series A Preferred Units, including Common Units and Non-Voting Common Units, but excluding any Series A Parity Securities and Series A Senior Securities.

  • Equity Preferred Securities means, with respect to any Person, any trust preferred securities or deferrable interest subordinated debt securities issued by such Person or other financing vehicle of such Person that (i) have an original maturity of at least twenty years, and (ii) require no repayments or prepayments and no mandatory redemptions or repurchases, in each case, prior to the first anniversary of the latest Maturity Date.

  • Purchaser Securities means the Purchaser Units, the Purchaser Common Stock, the Purchaser Preferred Stock and the Purchaser Warrants, collectively.

  • Investor Securities is defined in Section 2.1.

  • Offeror’s Securities means Voting Shares Beneficially Owned by an Offeror on the date of the Offer to Acquire;

  • Exchangeable Securities means any securities of any trust, limited partnership or corporation other than the Trust that are convertible or exchangeable directly for Units without the payment of additional consideration therefor;

  • Escrowed Securities means the direct, noncallable obligations of the United States of America, as described in the Escrow Agreement.

  • Excluded Securities means (i) shares of Common Stock or standard options to purchase Common Stock issued to directors, officers or employees of the Company for services rendered to the Company in their capacity as such pursuant to an Approved Stock Plan (as defined above), provided that (A) all such issuances (taking into account the shares of Common Stock issuable upon exercise of such options) after the Subscription Date pursuant to this clause (i) do not, in the aggregate, exceed more than 5% of the Common Stock issued and outstanding immediately prior to the Subscription Date and (B) the exercise price of any such options is not lowered, none of such options are amended to increase the number of shares issuable thereunder and none of the terms or conditions of any such options are otherwise materially changed in any manner that adversely affects any of the Buyers; (ii) shares of Common Stock issued upon the conversion or exercise of Convertible Securities (other than standard options to purchase Common Stock issued pursuant to an Approved Stock Plan that are covered by clause (i) above) issued prior to the Subscription Date, provided that the conversion price of any such Convertible Securities (other than standard options to purchase Common Stock issued pursuant to an Approved Stock Plan that are covered by clause (i) above) is not lowered, none of such Convertible Securities (other than standard options to purchase Common Stock issued pursuant to an Approved Stock Plan that are covered by clause (i) above) are amended to increase the number of shares issuable thereunder and none of the terms or conditions of any such Convertible Securities (other than standard options to purchase Common Stock issued pursuant to an Approved Stock Plan that are covered by clause (i) above) are otherwise materially changed in any manner that adversely affects any of the Buyers; (iii) the shares of Common Stock issuable upon conversion of the Notes or otherwise pursuant to the terms of the Notes; provided, that the terms of the Notes are not amended, modified or changed on or after the Subscription Date (other than antidilution adjustments pursuant to the terms thereof in effect as of the Subscription Date) and (iv) the shares of Common Stock issuable upon exercise of the SPA Warrants; provided, that the terms of the SPA Warrant are not amended, modified or changed on or after the Subscription Date (other than antidilution adjustments pursuant to the terms thereof in effect as of the Subscription Date).

  • securities lending transactions means transactions whereby a Sub-Fund lends its Securities to a security-borrowing counterparty for an agreed fee.

  • Transfer Restricted Securities means Securities that bear or are required to bear the legend set forth in Section 2.3(b) hereto.