Accelerated Portion definition

Accelerated Portion has the meaning specified in the Contract.
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Accelerated Portion means, in relation to any Cash Merger, the portion of the Merger Consideration, other than Marketable Securities, that has a Value equal to the amount determined by multiplying the Basic Reorganization Event Amount by a fraction, the numerator of which is the Value of the portion of the Merger Consideration delivered in exchange for a single share of Class A Common Stock that consists of assets other than Marketable Securities, and the denominator of which is the aggregate Transaction Value of the Merger Consideration received in exchange for a single Share of Class A Common Stock.
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Accelerated Portion means the greater of (x) the first two tranches of shares of Time-Vested Deferred Stock scheduled to vest after a Sale of the Company and (y) (i) if the Sale Price is less than $9.00 per Share, 0 shares of Time-Vested Deferred Stock, (ii) if the Sale Price is at least $9.00 per Share but less than $10.00 per Share, a number of shares of Time-Vested Deferred Stock that when combined with all shares of Time-Vested Deferred Stock that were vested immediately prior to the Sale of the Company equals 40% of the number of shares of Time-Vested Deferred Stock subject to this Agreement, (iii) if the Sale Price is at least $10.00 per Share but less than $11.00 per Share, a number of shares of Time-Vested Deferred Stock that when combined with all shares of Time-Vested Deferred Stock that were vested immediately prior to the Sale of the Company equals 50% of the number of shares of Time-Vested Deferred Stock subject to this Agreement; (iv) if the Sale Price is at least $11.00 per Share but less than $12.00 per Share, a number of shares of Time-Vested Deferred Stock that when combined with all shares of Time-Vested Deferred Stock that were vested immediately prior to the Sale of the Company equals 60% of the number of shares of Time-Vested Deferred Stock subject to this Agreement; and (v) if the Sale Price is at least $12.00, 100% of the then outstanding and unvested shares of Time-Vested Deferred Stock. If the Sale Price is in the range described in clause (y)(ii) but at least 40% of the Grant is vested immediately prior to the occurrence of a Sale of the Company, then clause (y)(ii) shall be deemed to equal 0 shares of Time-Vested Deferred Stock. If the Sale Price is in the range described in clause (y)(iii) but at least 50% of the Grant is vested immediately prior to the occurrence of a Sale of the Company, then clause (y)(iii) shall be deemed to equal 0 shares of Time-Vested Deferred Stock. If the Sale Price is in the range described in clause (y)(iv) but at least 60% of the Grant is vested immediately prior to the occurrence of a Sale of the Company, then clause (y)(iv) shall be deemed to equal 0 shares of Time-Vested Deferred Stock.
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Examples of Accelerated Portion in a sentence

  • Subject to the effectiveness of this Agreement, the vesting of the Option shall be accelerated with respect the entire Unversted Portion (the “Accelerated Portion”) as of the Termination Date, provided that the Accelerated Portion shall only become exercisable in accordance with the sentence that follows.

  • For these purposes, the "Accelerated Portion" shall be equal to the number of shares which is the product of (i) a fraction, the numerator of which is the number of completed months elapsed beginning on the Grant Date and ending on the date of termination of employment and the denominator of which is the total number of months in the Restriction Period, multiplied by (ii) the total number of shares of nonvested Restricted Stock immediately prior to the date of termination of employment.

  • Notwithstanding anything herein to the contrary, in the event a Change in Control (within the meaning of the Company’s equity incentive plan) closes prior to the Option Termination Date, the vesting and exercisability of the Unvested Portion of the Option (inclusive of the Accelerated Portion to the extent not then exercisable) shall automatically accelerate consistent with any vesting acceleration received by the Company’s executive officers upon the closing of such Change in Control.

  • The purchase price ("Accelerated Portion Purchase Price") for the Accelerated Portion Shares shall be Eight Hundred and Thirty-five Thousand Dollars ($835,000).

  • The closing of the Accelerated Portion of the First Call shall be held at 10:00 a.m., within ten (10) days after the Accelerated Portion Notice is given, or as otherwise agreed by the parties.

  • Springer acknowledges and agrees that the Accelerated Portion will be disqualified from treatment, under the United States Internal Revenue Code, as an Incentive Stock Option, and that such portion instead will be treated as a non-qualified stock option for tax purposes.

  • If a Cash Merger shall occur, to distribute promptly to each Holder of Securities such Holder's pro rata share of the Accelerated Portion delivered under the Contract.

  • Purchaser may exercise the Accelerated Portion of the First Call by giving written notice ("Accelerated Portion Notice") at any time until the third annual anniversary of the date hereof.

  • The Collateral Agent shall invest any cash received by it pursuant to Section 6.2 of the Contract (other than cash that is delivered to the Purchaser as part of the Accelerated Portion in the event of a Cash Merger) in U.S. Government Securities maturing before December 31, 2013 as directed by the Managing Trustee.

  • The Accelerated Portion shall vest on January 12, 2021, provided that you have executed between January 2, 2021 and January 4, 2021 the general release of claims attached hereto as Attachment 1 and have not revoked your acceptance within the revocation period provided therein.


More Definitions of Accelerated Portion

Accelerated Portion means, collectively, the Accelerated Options and the Accelerated Option Shares.
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Accelerated Portion means, with respect to each unvested Company RSU Award or Company PSU Award that is outstanding as of the Measurement Date and held by an individual expected by the Company in good faith to be a SpinCo Employee or a Transferred Director, a portion of such award covering a number of shares of Company Common Stock equal to the product of (a) (i) with respect to each Company PSU Award, the total number of shares of Company Common Stock that remain subject to such award (determined based on deemed satisfaction of the performance conditions applicable to such award at the actual level of performance achievement through the latest practicable date prior to the Acceleration Date, with performance conditions adjusted to the extent necessary to reflect a shortened performance period, in each case, as determined by the Company Compensation Committee in its reasonable discretion (the “Assumed Performance Level”)) or (ii) with respect to each Company RSU Award, the total number of shares of Company Common Stock subject to such award that are scheduled to vest on the next scheduled vesting date following the Acceleration Date, multiplied by (b) a fraction, the numerator of which is (i) with respect to each Company PSU Award, the total number of days from the grant date through the Acceleration Date or (ii) with respect to each Company RSU Award, the total number of days from the most recent vesting date prior to the Acceleration Date (or from the grant date if no such vesting date has occurred) through the Acceleration Date, and the denominator of which is (I) with respect to each Company PSU Award, the total number of days in the vesting period or (II) with respect to each Company RSU Award, the total number of days in the period from the most recent vesting date prior to the Acceleration Date (or from the grant date if no such vesting date has occurred) through the next scheduled vesting date following the Acceleration Date; provided that, which respect to the Company Equity Awards designated as “Fully Accelerated Awards” on Schedule (1), the Accelerated Portion shall mean the entire award. Notwithstanding the foregoing, without double-counting, (x) the Accelerated Portion shall in any event include (A) the portion of each Company RSU Award outstanding as of the Measurement Date that is otherwise scheduled to vest in November 2024 and (B) with respect to Company PSU Awards scheduled to vest in November 2024, the entire award (based on the Assumed Performance Level), ...
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Related to Accelerated Portion

  • Vested Portion means, at any time, the portion of an Option which has become vested, as described in Section 3 of this Agreement.

  • Accelerated Purchase Minimum Price Threshold means, with respect to any Accelerated Purchase made pursuant to Section 2(b) hereof, any minimum per share price threshold set forth in the applicable Accelerated Purchase Notice.

  • Accelerated Purchase Price means, with respect to an Accelerated Purchase made pursuant to Section 2(b) hereof, ninety-seven percent (97%) of the lower of (i) the VWAP for the period beginning at 9:30:01 a.m., Eastern time, on the applicable Accelerated Purchase Date, or such other time publicly announced by the Principal Market as the official open (or commencement) of trading on the Principal Market on such applicable Accelerated Purchase Date, or such later time on the applicable Accelerated Purchase Date as mutually agreed by the Company and the Investor and set forth in the applicable Accelerated Purchase Notice for such Accelerated Purchase (the “Accelerated Purchase Commencement Time”), and ending at the earliest of (A) 4:00:00 p.m., Eastern time, on such applicable Accelerated Purchase Date, or such other time publicly announced by the Principal Market as the official close of trading on the Principal Market on such applicable Accelerated Purchase Date, (B) such time, from and after the Accelerated Purchase Commencement Time for such Accelerated Purchase, that the total number (or volume) of shares of Common Stock traded on the Principal Market has exceeded the applicable Accelerated Purchase Share Volume Maximum, and (C) such time, from and after the Accelerated Purchase Commencement Time for such Accelerated Purchase, that the Sale Price has fallen below the applicable Accelerated Purchase Minimum Price Threshold (if any) (such earliest of (i)(A), (i)(B) and (i)(C) above, the “Accelerated Purchase Ending Time”), and (ii) the Closing Sale Price of the Common Stock on such applicable Accelerated Purchase Date (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction).

  • Accelerated Purchase Share Percentage means, with respect to an Accelerated Purchase made pursuant to Section 2(b) hereof, thirty percent (30%).

  • Accelerated Repurchase Date shall have the meaning specified in Section 14(b)(i) of this Agreement.