Acquiring Entity definition

Acquiring Entity means the surviving or acquiring corporation (or its parent company) in connection with a Corporate Transaction.

Acquiring Entity means the entity that acquires the largest portion of the assets sold or otherwise disposed of in a Major Asset Disposition (or the entity, if any, that owns a majority of the outstanding voting stock of such acquiring entity entitled to vote generally in the election of directors or members of a comparable governing body); and

Acquiring Entity means the entity that acquires all of one or more classes or series of interests of the acquired entity in an interest exchange.

Examples of Acquiring Entity in a sentence

• In the Acquiring Entity’s discretion, in lieu of an issuance of shares, the Acquiring Entity may instead substitute a cash payment on each applicable issuance date, equal to the Fair Market Value of the shares that would otherwise be issued to the Participant on such issuance dates, with the determination of Fair Market Value made on the date of the Corporate Transaction.

• If the Corporate Transaction is not also a Section 409A Change in Control, then the Acquiring Entity must either assume, continue or substitute each Vested Non-Exempt Award.

• In the absence of such discretionary election by the Board, any Unvested Non-Exempt Award shall be forfeited without payment of any consideration to the affected Participants if the Acquiring Entity will not assume, substitute or continue the Unvested Non-Exempt Awards in connection with the Corporate Transaction.

• The shares to be issued in respect of any Unvested Non-Exempt Award shall be issued to the Participant by the Acquiring Entity on the same schedule that the shares would have been issued to the Participant if the Corporate Transaction had not occurred.

• The shares to be issued in respect of the Non-Exempt Director Award shall be issued to the Participant by the Acquiring Entity on the same schedule that the shares would have been issued to the Participant if the Corporate Transaction had not occurred.

More Definitions of Acquiring Entity

Acquiring Entity means a Third Party that merges or consolidates with or acquires a Party, or to which a Party transfers all or substantially all of its assets to which this Agreement pertains.

Acquiring Entity means a Third Party that merges or consolidates with or acquires Zymeworks, or to which Zymeworks transfers all or substantially all of its assets to which this Agreement pertains.

Acquiring Entity means the surviving or acquiring corporation (or its parent company) in connection with a Change in Control.

Acquiring Entity means the entity that acquires all of one or more classes or series of

Acquiring Entity means the entity that acquires the largest portion of the assets sold or otherwise disposed of in a Major Asset Disposition (or the entity, if any, that owns a majority of the outstanding voting stock of such acquiring entity entitled to vote generally in the election of directors or members of a comparable governing body). “Corporate Status” describes the status of Indemnitee as a director, officer, employee, agent or fiduciary of the Company or of any other company, partnership, limited liability company, association, joint venture, trust, employee benefit plan or other enterprise that Indemnitee is or was serving at the request of the Company.

Acquiring Entity means, collectively, (a) the Third Party referenced in the definition of Change of Control, and (b) such Third Party’s Affiliates, other than the Acquired Party in the definition of Change of Control and such Acquired Party’s Affiliates, determined immediately prior to the closing of such Change of Control.

Acquiring Entity means such Third Party described in clause (x).