Acceleration Time definition
Examples of Acceleration Time in a sentence
Such Options will terminate immediately prior to the effective date of such Acquisition Event, except to the extent exercised by the Optionee between the Acceleration Time and the consummation of such Acquisition Event.
At the Acceleration Time, each BPW Warrant outstanding immediately prior to the Acceleration Time shall be terminated and canceled without any payment therefor or other liability or obligation on the part of the Company, the Surviving Corporation, Sub, Parent and/or any of the respective Affiliates.
Prior to the Acceleration Time, the Company, the Board of Directors of the Company and the Compensation and Human Resources Committee of the Board of Directors of the Company, as applicable, shall adopt resolutions and will take such other appropriate actions to implement the provisions of Sections 5.3(a), 5.3(b), 5.3(c) and 5.3(d).
Each holder of an unvested award of Company Restricted Stock that is issued and outstanding as of immediately prior to the Acceleration Time shall have the right to tender such Company Restricted Stock into the Offer, subject to and contingent upon the occurrence of the Acceleration Time.
The Company shall provide reasonable cooperation to Parent and Merger Sub in arranging for the termination of the Credit Agreement at the Acceleration Time or a waiver of any “change of control” provisions thereunder that would be triggered at the Acceleration Time and, if applicable, the procurement of customary payoff letters in connection therewith.
As of the Acceleration Time, all Performance Stock Units shall no longer be outstanding and shall automatically cease to exist, and each holder of a Performance Stock Unit shall cease to have any rights with respect thereto, except the right of the holder of any Performance Stock Units that are issued and outstanding immediately prior to the Acceleration Time to receive (without duplication) the applicable cash payment therefor (if any) pursuant to this Section 3.04(e).
As of the Acceleration Time, all BPW Warrants shall no longer be outstanding and shall automatically cease to exist.
Following the Acceleration Time, the Company and its Subsidiaries shall comply with, or the Parent shall cause the Surviving Corporation and any Subsidiary of the Surviving Corporation or Parent to comply with, as applicable, the provisions of each of the Company’s change in control severance plans.
Nothing in this Agreement shall require the Company or its Subsidiaries to take or agree to take any action with respect to its business or operations unless the effectiveness of such agreement or action is conditioned upon the occurrence of the Acceleration Time.
The parties hereto further agree that the rights of third party beneficiaries under Section 7.11 shall not arise unless and until the Acceleration Time occurs.