Excess Unallocated Share definition

Excess Unallocated Share shall have the meaning set forth in Section 4.2.
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Excess Unallocated Share shall have the meaning set forth in Section 4.2. “Excluded Securities” means: (i) Capital Securities issued up to an aggregate amount of 10% of the outstanding Shares as of December 29, 2006 (giving effect to any stock splits, combinations or similar transactions effected after such date) issued to employees of the Company, whether pursuant to an employee stock plan approved by the Board of Directors or otherwise; (ii) Shares issued pursuant to a bona fide, firm commitment, underwritten public offering of Shares pursuant to a registration statement under the Securities Act; (iii) Capital Securities issued in connection with any stock split, stock dividend or recapitalization in which all classes or series of stock of the Company are adjusted equally; (iv) Capital Securities issued in connection with an acquisition or business combination that is approved by the Board of Directors of the Company (other than Capital Securities issued in connection with the funding of any such acquisition or business combination); (v) Capital Securities issued pursuant to the Bridge Credit Agreement and the Warrant Agreement, dated as of May 23, 2006, executed by the Company pursuant to the Bridge Credit Agreement; (vi) Shares issued upon exchange, conversion or exercise of Share Equivalents; (viii) Shares issued pursuant to the Letter Agreement, dated as of May 25, 2006, between Deutsche Bank Securities and the Company pursuant to which Deutsche Bank Securities had the right to acquire up to 98,974 Shares on or prior to the two month anniversary of May 25, 2006 and (ix) Shares issued pursuant to the Letter Agreement, dated as of May 25, 2006, between ABN AMRO BANK N.V., London Branch and the Company pursuant to which ABN AMRO BANK N.V., London Branch had the right to acquire up to 24,445 Shares on or prior to the two month anniversary of May 25, 2006. “Formation Agreement” means that certain Formation Agreement, dated as of March 6, 2006, by and among the Company and the other parties named therein. “Founding Shareholders” means those Shareholders listed under the heading “Founding Shareholders” on Appendix A hereto and/or any Affiliate of any such Shareholder that may at any time become a party to this Agreement. “GAAP” shall have the meaning set forth in Section 7.1(a). “Initial Preemption Price” shall have the meaning set forth in Section 4.2. “IPO Date” shall have the meaning set forth in Section 7.3. “Memorandum and Articles of Association” means the Company’s Amended a...
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Examples of Excess Unallocated Share in a sentence

  • Each such other Shareholder or its Affiliates shall thereupon have three days from the date such written notice is given to elect to purchase all or any portion of such aggregate Excess Unallocated Share (a “Shareholder Excess Election”) by giving written notice to the Company to such effect.

  • If such Affiliates do not elect to purchase all of the Unallocated Share (the “Excess Unallocated Share”), then the Company shall promptly give written notice to each of the other Shareholders that elected to purchase their full Pro Rata Share, specifying the aggregate Excess Unallocated Share of all Shareholders.

Related to Excess Unallocated Share

  • Allocated Share for any month means that percentage of CMISC Reimbursable Out-of-Pocket Expenses which would be allocated to a Fund for such month in accordance with the methodology described below under the heading “Methodology of Allocating CMISC Reimbursable Out-of-Pocket Expenses.”

  • Unallocated Basis means, with respect to the holding of gold, that the holder is entitled to receive delivery of Physical Gold in the amount standing to the credit of the holder’s account, but the holder has no ownership interest in any particular gold that the custodian maintaining that account owns or holds.

  • Actual Deferral Percentage means, for a specified group of Participants for a Plan Year, the average of the ratios (calculated separately for each Participant in the group) of (1) the amount of Employer contributions actually paid over to the Trust on behalf of the Participant for the Plan Year to (2) the Participant's Earnings for the Plan Year (or, provided that the Employer applies this method to all Employees for a Plan Year, the Participant's Earnings for that portion of the Plan Year during which he was eligible to participate in the Plan). Employer contributions on behalf of any Participant shall include: (i) his Elective Deferrals, including Excess Elective Deferrals of Highly Compensated Employees, but excluding (A) Excess Elective Deferrals of Non-Highly Compensated Employees that arise solely from Elective Deferrals made under the Plan or another plan maintained by an Affiliated Employer, and (B) Elective Deferrals that are taken into account in the Average Contribution Percentage test described in Section 5.10 (provided the ADP test is satisfied both with and without exclusion of these Elective Deferrals), and excluding Elective Deferrals returned to a Participant to reduce an Excess Amount as defined in Section 6.5(f); and (ii) if the Employer has elected to make Qualified Nonelective Contributions, such amount of Qualified Nonelective Contributions, if any, as shall be necessary to enable the Plan to satisfy the ADP test and not used to satisfy the ACP test; and (iii) if the Employer has elected to make Qualified Matching Contributions, such amount of Qualified Matching Contributions, if any, as shall be necessary to enable the Plan to satisfy the ADP test and not used to satisfy the ACP test. For purposes of computing Actual Deferral Percentages, an Employee who would be a Participant but for his failure to make Elective Deferrals shall be treated as a Participant on whose behalf no Elective Deferrals are made.

  • Company Stock Account means the account established and maintained in the name of each Participant or Beneficiary to reflect his share of the Trust Fund invested in Company Stock.

  • Allocable Share means Allocable Share as that term is defined in the Master Settlement Agreement.