Vested Optionholders definition
Examples of Vested Optionholders in a sentence
Promptly following any such Buyer Exchangeable Shares becoming issuable to the Company Shareholders and the Vested Optionholders, the Corporation shall cause Buyer to deliver such Buyer Exchangeable Shares to the Exchange Agent (as defined in the Merger Agreement), to be held and delivered by the Exchange Agent to the Company Shareholders and the Vested Optionholders in accordance with Section 2.9 of the Merger Agreement.
If and to the extent the Holdback Amount is delivered (1) to the Sellers, interest shall be imputed on such amount as required by Sections 483 or 1274 of the Code, and (2) to the Vested Optionholders, such amounts shall be treated as compensation and includable in gross income of such holders and deductible by Buyer at the time of payment, to the extent required by law.
Buyer shall deliver to each of the Sellers and Vested Optionholders such Person’s Pro Rata Portion (if any) of the remaining portion of the Holdback Amount not required to satisfy any then pending claims against the Holdback Amount and shall deliver to each of the Sellers and Vested Optionholders such Person’s Pro Rata Portion (if any) of the remaining portion of the Holdback Amount, if any, following resolution of all such claims.
Notwithstanding the foregoing, Confidential Information shall not include information that is generally available to the public other than as a result of a breach of this Section 6.6 or other act or omission of such Sellers or Vested Optionholders or any of their Affiliates.
Buyer makes no representations or warranties to the Company or to any Sellers or Vested Optionholders regarding the Tax treatment of the Acquisition, or any of the Tax consequences to the Company or any Sellers or Vested Optionholders of this Agreement, the Acquisition or any of the other transactions or agreements contemplated hereby.
Neither the Sellers, the Vested Optionholders, nor any current Employee, director or officer of the Company owns directly or indirectly, on an individual or joint basis, any interest in, or serves as an officer or director or in another similar capacity of, any competitor, customer or supplier of the Company, or any organization which has a contract or agreement with the Company.
The shares of DoorDash Class A common stock to be received by Wolt shareholders and Wolt Vested Optionholders upon completion of the Transaction will have different rights from Wolt shares.” beginning on page 81 of the Prospectus is hereby amended and restated to read as follows: The shares of DoorDash Class A common stock will have different rights from Wolt shares.Upon the Closing, the Sellers holding Wolt shares and Wolt optionholders will no longer be securityholders of Wolt.
The Parties hereby agree that US $7,500,000 in value of the Buyer Exchangeable Shares (the “Holdback Shares”) will be held back from the Company Shareholders and Vested Optionholders, on a pro rata basis in accordance with the number of shares of Company Stock (other than Series A Preferred Stock) held by each as set forth in the Merger Consideration Spreadsheet, and not issued as part of the Closing until such adjustment is complete and the final number of Buyer Exchangeable Shares is determined.
All representations, warranties, covenants, and agreements of the Sellers, the Vested Optionholders who are a party to this Agreement, the Company and Buyer made in this Agreement shall survive the Closing, subject to the following provisions of this Section 8.4 with respect to the expiration of representations and warranties.
From time to time thereafter as any Earnout Consideration becomes issuable to the Company Shareholders and the Vested Optionholders pursuant to the Investor Rights Agreement, the SPAC shall promptly make such amendments to such document as are necessary to update the number of SPAC Subordinate Voting Shares into which such PEF Warrant converts taking into account such Earnout Consideration.