Common use of Share Termination Alternative Clause in Contracts

Share Termination Alternative. If applicable, Company shall deliver to Dealer the Share Termination Delivery Property on the date (the “Share Termination Payment Date”) when the Payment Obligation would otherwise be due pursuant to Section 12.7 or Section 12.9 of the Equity Definitions or Section 6(d)(ii) of the Agreement, or on the Exchange Business Day immediately following the date on which the Payment Obligation would otherwise be due pursuant to paragraph (h) above, as applicable, subject to paragraph (n)(i) below, in satisfaction, subject to paragraph (n)(ii) below, of the Payment Obligation in the manner reasonably requested by Dealer free of payment. Share Termination Delivery Property: A number of Share Termination Delivery Units, as calculated by the Calculation Agent, equal to the Payment Obligation divided by the Share Termination Unit Price. The Calculation Agent shall adjust the amount of Share Termination Delivery Property by replacing any fractional portion of a security therein with an amount of cash equal to the value of such fractional security based on the values used to calculate the Share Termination Unit Price.

Appears in 3 contracts

Samples: Letter Agreement (Group 1 Automotive Inc), Letter Agreement (Group 1 Automotive Inc), Letter Agreement (Group 1 Automotive Inc)

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Share Termination Alternative. If applicable, Company shall deliver to Dealer the Share Termination Delivery Property on the date (the “Share Termination Payment Date”) when on which the Payment Obligation would otherwise be due pursuant to “Consequences of Merger Events / Tender Offers” under Section 3 above or Section 12.6, Section 12.7 or Section 12.9 of the Equity Definitions or Section 6(d)(ii) of the Agreement, or on the Exchange Business Day immediately following the date on which the Payment Obligation would otherwise be due pursuant to paragraph (h) above, as applicable, subject to paragraph (n)(iSection 9(l)(i) below, in satisfaction, subject to paragraph (n)(iiSection 9(l)(ii) below, of the relevant Payment Obligation Obligation, in the manner reasonably requested by Dealer free of payment. Share Termination Delivery Property: A number of Share Termination Delivery Units, as calculated by the Calculation Agent, equal to the relevant Payment Obligation divided by the Share Termination Unit Price. The Calculation Agent shall adjust the amount of Share Termination Delivery Property by replacing any fractional portion of a security therein with an amount of cash equal to the value of such fractional security based on the values used to calculate the Share Termination Unit PricePrice (without giving effect to any discount pursuant to Section 9(l)(i)).

Appears in 1 contract

Samples: Letter Agreement (Akamai Technologies Inc)

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