Vested Optionholder definition

Vested Optionholder means a holder of Vested Exchanged Options.

Vested Optionholder has the meaning set forth in Section 1.3(a).

Vested Optionholder means a holder of a Vested Company Option.

Examples of Vested Optionholder in a sentence

• For purposes of calculating the number of Parent Shares and amount of cash to be paid to each Stockholder and each Vested Optionholder pursuant to this Section 1.6, all amounts payable to such holder (without rounding) shall be aggregated and after such aggregation, such amount shall be rounded to the nearest whole Parent Share or nearest whole cent, as applicable.

• To the extent that amounts are so withheld, such withheld amounts shall be treated for all purposes of this Agreement as having been paid to the applicable Vested Optionholder.

• Such Seller or Vested Optionholder has the full right, capacity and power to enter into this Agreement and all Transaction Documents executed and delivered by such Seller or Vested Optionholder pursuant hereto and to consummate the transactions contemplated herein and therein.

• Such Seller or Vested Optionholder has Made Available to Buyer true and complete copies of all documents requested from Seller or Vested Optionholder by Buyer or required to be delivered pursuant to this Agreement by such Seller or Vested Optionholder (including any attachment thereto, such that the contents of such copies comprise the entire agreement between the parties thereto).

• No consent, approval or authorization of, or declaration, filing or registration with, any Governmental Authority or third party is required to be made or obtained by such Seller or Vested Optionholder in connection with the execution, delivery and performance of this Agreement or the Transaction Documents or the consummation of the transactions contemplated hereby or thereby save for such filings as may be required to be made with the Accounting and Corporate Regulatory Authority.

More Definitions of Vested Optionholder

Vested Optionholder means a holder of a Vested Option, as set forth on Exhibit 2.9.

Vested Optionholder means any holder of any Vested Company Option. “Warrantholder” means any holder of any Company Warrant.

Vested Optionholder means a holder, as of immediately prior to the Effective Time (after giving effect to any acceleration resulting solely from the Merger or as approved by the Company Board prior to the Effective Time), of a Vested Option.

Vested Optionholder means any person holding one or more Vested Options as detailed in Section (ii) of Part A and Section (ii) of Part B of Schedule 7 (Ownership of the Securities);

Vested Optionholder. (i) a letter of transmittal (which shall specify that, in the case of Certificates, delivery shall be effected and risk of loss and title to the Certificates shall pass only upon receipt of the Certificates by the Escrow Agent) (a “Letter of Transmittal”); and (ii) instructions for use in effecting the surrender of Certificates and the Vested Company Options in exchange for a portion, if any, of the Total Merger Consideration to which the Shares, represented by such Certificate, or Vested Company Options are entitled under and in accordance with this Agreement. Upon surrender to the Escrow Agent of a Certificate for cancellation together with such Letter of Transmittal duly completed and executed, the holder of such Certificate shall be entitled to receive in exchange therefor an amount of cash determined in accordance with Section 1.8 with respect to the number of Shares represented by such Certificate (less any applicable withholding Taxes) and the Certificate so surrendered shall forthwith be cancelled. Upon delivery to the Escrow Agent of a Letter of Transmittal duly executed, the holder of a Vested Company Option shall be entitled to receive in exchange therefor an amount of cash determined in accordance with Section 1.8 and Section 1.11(a) with respect to such Vested Company Option (less any applicable withholding Taxes) and the Vested Company Option shall forthwith be cancelled in exchange for such cash. As soon as reasonably practicable following delivery of a duly completed and executed Letter of Transmittal as described above, and, in the case of Stockholders, a Certificate, the Escrow Agent shall remit, or cause to be remitted, payment, if any, due to such Stockholder or Vested Optionholder in accordance with the remittance instructions provided in the Letter of Transmittal. In the event of a transfer of ownership of Shares that is not registered in the transfer records of the Company, cash, if any, may be paid to a transferee if the Certificate representing such Shares is presented to the Escrow Agent accompanied by all documents required to evidence and affect such transfer. Until surrendered as contemplated by this Section 1.10, each Certificate or Vested Company Option shall be deemed at any time after the Effective Time to represent only the right to receive upon such surrender a portion of the Total Merger Consideration, if any, as contemplated by Section 1.8, Section 1.11 and this Section 1.10. Notwithstanding the foregoing, Parent, Holdi...

Vested Optionholder. Section 3.1(d)(i)

Vested Optionholder means each holder of Company Vested Options as set forth in the Closing Payment Spreadsheet.