Common use of Remaining Share Clause in Contracts

Remaining Share. If and only if the Aggregate Share Number exceeds the sum of the Aggregate First Tier Share Number, the Aggregate Second Tier Share Number and the Aggregate Third Tier Share Number, then as the "Remaining Share Consideration," each share of the Outstanding Company Common Shares shall be converted into the right to receive that number of shares of the Aggregate Share Number equal to the quotient derived by dividing (i) an amount equal to the Aggregate Share Number, less the Aggregate First Tier Share Number, less the Aggregate Second Tier Share Number, and less the Aggregate Third Tier Share Number by (ii) the Outstanding Company Common Shares. Notwithstanding the foregoing provisions of this Section 1.6, in no event shall the total number of shares received by the holder of the Outstanding Company Common Shares and the Outstanding Company Preferred Shares exceed the total Aggregate Share Number minus that portion of the Aggregate Share Number that must be reserved for the issuance of the Parent Common Stock upon exercise of the Options assumed by the Parent in accordance with Subpart (5), below and in no event shall the total number of shares of the Parent Common Stock issued or issuable in connection with the Merger exceed the Aggregate Share Number.

Remaining Share. If and only if the Aggregate Share Number exceeds the sum of the Aggregate First Tier Share Number, the Aggregate Second Tier Share Number and the Aggregate Third Tier Share Number, then as the "Remaining Share Consideration," each share of the Outstanding Company Common Shares shall be converted into the right to receive that number of shares of the Aggregate Share Number equal to the quotient derived by dividing (i) an amount equal to the Aggregate Share Number, less the Aggregate First Tier Share Number, less the Aggregate Second Tier Share Number, and less the Aggregate Third Tier Share Number by (ii) the Outstanding Company Common Shares. Notwithstanding the foregoing provisions of this Section 1.62.5, in no event shall the total number of shares received by the holder of the Outstanding Company Common Shares and the Outstanding Company Preferred Shares exceed the total Aggregate Share Number minus that portion of the Aggregate Share Number that must be reserved for the issuance of the Parent Common Stock upon exercise of the Options assumed by the Parent in accordance with Subpart (5), below and in no event shall the total number of shares of the Parent Common Stock issued or issuable in connection with the Merger exceed the Aggregate Share Number.