Unvested Consideration definition

Unvested Consideration means the portion of the Success Fee that is subject to the same Conditions on payment of Contingent Consideration as are imposed on Ambit or its stockholders generally.
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Unvested Consideration means, at any time, the Unvested Class A Consideration and the Unvested Class B Consideration.
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Unvested Consideration means the portion of the Bonus Option Substitute Payments that are subject to the same Conditions on payment of Contingent Consideration as are imposed on the Company or its stockholders generally.
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Examples of Unvested Consideration in a sentence

  • If the Conditions (defined below) to payment of a portion of the Contingent Consideration are satisfied, the related portion of the Unvested Consideration will be paid to you within ten (10) business days after such portion of the Contingent Consideration is paid to Ambit or its stockholders but in no event later than the earlier of (A) thirty (30) days following the date on which the applicable Condition is satisfied, or (B) the fifth (5th) anniversary of the Closing.

  • In the event of any change in the number of (i) shares of Unvested Consideration due to any subdivision (by any equity split, equity distribution, reclassification, recapitalization or otherwise) or combination (by reverse equity split, reclassification, recapitalization or otherwise) of the underlying Pubco Common Stock or underlying Units or (ii) Class A Units or Class B Units, there shall be an automatic adjustment hereunder of the corresponding Class Z Units.

  • If and to the extent the Aggregate Gross Proceeds include any Contingent Consideration (defined below), the Success Fee payable with respect thereto (i.e., a pro-rata portion of the Success Fee) will be Unvested Consideration (defined below).

  • If the Conditions (as defined in the Employment Agreement) to payment of a portion of the Contingent Consideration are satisfied, the related portion of the Unvested Consideration will be paid to you within ten (10) business days after such portion of the Contingent Consideration is paid to Ambit or its stockholders but in no event later than the earlier of (A) thirty (30) days following the date on which the applicable Condition is satisfied, or (B) the fifth (5th) anniversary of the Closing.

  • If and to the extent the Aggregate Gross Proceeds include any Contingent Consideration (as defined in the Employment Agreement), the Success Fee payable with respect thereto (i.e., a pro-rata portion of the Success Fee) will be Unvested Consideration (defined below).

  • If and to the extent the Aggregate Gross Proceeds include any Contingent Consideration, the Success Fee payable with respect thereto (i.e., a pro-rata portion of the Success Fee) will be Unvested Consideration.

  • If the Conditions to payment of a portion of the Contingent Consideration are satisfied, the related portion of the Unvested Consideration will be paid to you within ten (10) business days after such portion of the Contingent Consideration is paid to Ambit or its stockholders but in no event later than the earlier of (A) thirty (30) days following the date on which the applicable Condition is satisfied, or (B) the fifth (5th) anniversary of the Closing.

  • In addition, upon the consummation of the Management Holder Contribution, the New Tempo Units held by the Company as a result thereof shall be unvested and subject to forfeiture in accordance with the terms of the Tempo Operating Agreement, unless and until the corresponding share of Unvested Consideration has vested in accordance with its terms.

  • It is estimated that 382 million people are currently diagnosed as diabetic whilst a further 175 million remain undiagnosed [1].

  • Parent shall pay the vested portion of the Unvested Consideration on March 31, June 30, September 30 and December 31 of each year or, if earlier, upon the termination of the recipient’s service, less applicable Taxes required to be withheld with respect to such payments.

Related to Unvested Consideration

  • Deferred Consideration shall have the meaning ascribed to such term in Section 4(d).

  • Earn-Out Consideration has the meaning set forth in Section 2.08(a)(i).

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

  • Earnout Consideration has the meaning specified in Section 2.05(a).

  • Net Consideration Per Share means the amount equal to the total amount of consideration, if any, received by the Company for the issuance of such warrants, options, subscriptions, or other purchase rights or convertible or exchangeable securities, plus the minimum amount of consideration, if any, payable to the Company upon exercise or conversion thereof, divided by the aggregate number of shares of Common Stock that would be issued if all such warrants, options, subscriptions, or other purchase rights or convertible or exchangeable securities were exercised, exchanged or converted.

  • Stock Consideration has the meaning set forth in Section 2.01(c).

  • Additional Consideration has the meaning set forth in Section 3.2.

  • Aggregate Stock Consideration has the meaning set forth in Section 3.01(b)(iii).

  • Option Consideration has the meaning set forth in Section 3.3(a).

  • Total Consideration means the total amount (but without duplication) of (a) cash paid in connection with any Acquisition, plus (b) Indebtedness for borrowed money payable to the seller in connection with such Acquisition, plus (c) the fair market value of any equity securities, including any warrants or options therefor, delivered to the seller in connection with any Acquisition, plus (d) the amount of Indebtedness assumed in connection with any Acquisition.

  • Cash Consideration has the meaning set forth in Section 2.2.

  • Minimum Consideration means the $.01 par value per share or such larger amount determined pursuant to resolution of the Board to be capital within the meaning of Section 154 of the Delaware General Corporation Law.

  • Final Consideration means the entire consideration proposed by a Successful Bidder(s) in the course of the E-Auction, and required to be paid by the Successful Bidder(s) on Consideration Payment Date to acquire the Corporate Debtor as a whole on a going concern.

  • Initial Consideration has meaning ascribed by Clause 4.1;

  • Designated Noncash Consideration means the Fair Market Value of noncash consideration received by the Company or one of its Restricted Subsidiaries in connection with an Asset Disposition that is so designated as Designated Noncash Consideration pursuant to an Officer’s Certificate, setting forth the basis of such valuation.

  • Closing Stock Consideration means a number of shares of Parent Common Stock equal to (a) the Stock Consideration, minus (b) any shares of Parent Common Stock used to fund the SC Escrow Amount.

  • Share Consideration has the meaning given to it in Section 2.2;

  • Parent Equity Awards means Parent Options, Parent DSU Awards and Parent PSU Awards.

  • Base Consideration has the meaning set forth in Section 1.2.

  • Merger Consideration has the meaning set forth in Section 2.1(a).

  • Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • Equity Consideration has the meaning set forth in Section 2.02.

  • Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));

  • Designated Non-Cash Consideration means the fair market value of non-cash consideration received by the Company or a Restricted Subsidiary in connection with an Asset Sale that is so designated as Designated Non-cash Consideration pursuant to an Officer’s Certificate, setting forth the basis of such valuation, executed by the principal financial officer of the Company, less the amount of cash or Cash Equivalents received in connection with a subsequent sale of or collection on such Designated Non-cash Consideration.

  • Unit Consideration has the meaning set forth in Section 2.2(a).