Cashless Settlement definition

Cashless Settlement has the meaning set forth in Section 5(d)(i).
Cashless Settlement means the Applicable Percentage of the Shares issuable pursuant to the RSUs vesting on that date will be sold within an administratively reasonable period of time on or after that date by a broker selected or approved by the Company at such fees and pursuant to such rules and process as the Company may reasonably approve. The Participant will bear the brokerage fees and other costs associated with such sale and related transmission of funds. The net proceeds from such sale will be remitted to the relevant tax authorities in satisfaction of the Company’s obligation to make Company Deposits or paid to the Company in reimbursement of any Company Deposits paid, and any remaining net proceeds shall be delivered to the Participant or a brokerage account maintained for the Participant.

Examples of Cashless Settlement in a sentence

  • Notwithstanding anything to the contrary in this Warrant Agreement, Cashless Settlement of any Warrant will not be permitted unless and until no shares of Series B Preferred Stock issued pursuant to the Purchase Agreement remain outstanding.

  • The Cashless Settlement Form shall serve as the Lender’s signature page to this First Amendment.

  • Xxxxx ​ Title: Sr. Director ​ ​ Cashless Settlement Option ☒ The undersigned Lender hereby commits an amount equal to 100% of the outstanding principal amount of the Existing Term Loans held by such Lender to be 2020 Refinancing Term Loans and agrees to exchange (on a cashless basis) 100% of the outstanding principal amount of the Existing Term Loans (or such lesser amount allocated to such Lender by the Administrative Agent) held by such Lender for 2020 Refinancing Term Loans in an equal principal amount.

  • The Mechanism of Clearing, Cashless Settlement and Payments System1.

  • Each Lender that executes and delivers a Cashless Settlement Form, substantially in the form of Attachment A hereto, shall thereby agree to all Additional Amendments.

  • If Cashless Settlement applies to such exercise, a number of shares of Common Stock equal to the greater of (x) zero; and (y) an amount equal to: where:WE = the Warrant Entitlement in effect immediately after the Close of Business on the Exercise Date for such exercise;VP = the Last Reported Sale Price per share of Common Stock on the Exercise Date for such exercise; andSP = the Strike Price in effect immediately after the Close of Business on such Exercise Date.

  • The Company shall be responsible for all calculations and determinations required in connection with any Cashless Settlements and shall provide written notification to the Warrant Agent of the Cashless Settlement Share Amount to be issued on the Settlement Date for any Cashless Settlement.

  • Each Rolling Lender authorizes and instructs DBNY to enter into the Cashless Settlement Letter on such Rolling Lender’s behalf.

  • By delivery of this letter agreement (this “Tranche B-2 Participation Notice”), each of the undersigned (each a “Participating Lender”), hereby irrevocably consents to the Amendment and the amendment of the Credit Agreement contemplated thereby and (check as applicable): NAME OF PARTICIPATING LENDER: AMOUNT OF EXISTING TERM LOANS OF SUCH PARTICIPATING LENDER: $ ☐ Cashless Settlement Option.

  • Upon receipt of the Cash Settlement Amount or the Settlement Units in connection with any Cashless Settlement or Cashless Conversion, that number of Series F Convertible Units with aggregate Series F1 Conversion Consideration and Series F2 Conversion Consideration equal to the Conversion Consideration designated in the Conversion Notice shall be deemed converted.

Related to Cashless Settlement

  • ASX Settlement means ASX Settlement Pty Ltd (ABN 49 008 504 532);

  • Share Settlement means a number of shares of Class A Common Stock equal to the number of Redeemed Units.

  • Net Share Settlement On each Settlement Date, Issuer shall deliver to Dealer a number of Shares equal to the Number of Shares to be Delivered for such Settlement Date to the account specified by Dealer and pay cash to Dealer in lieu of any fractional shares valued at the Relevant Price on the Valuation Date corresponding to such Settlement Date. Number of Shares to be Delivered: In respect of any Exercise Date, subject to the last sentence of Section 9.5 of the Equity Definitions, the product of (i) the number of Warrants exercised or deemed exercised on such Exercise Date, (ii) the Warrant Entitlement and (iii)(A) the excess, if any, of the VWAP Price on the Valuation Date occurring on such Exercise Date over the Strike Price, divided by (B) such VWAP Price. The Number of Shares to be Delivered shall be delivered by Issuer to Dealer no later than 4:00 P.M. (local time in New York City) on the relevant Settlement Date.

  • Cash Settlement shall have the meaning specified in Section 14.02(a).

  • PJM Settlement or “PJM Settlement, Inc.” shall mean PJM Settlement, Inc. (or its successor), established by PJM as set forth in Section 3.3 of the Operating Agreement.

  • Gross Settlement Fund means the Settlement Amount plus all interest earned thereon.

  • Call Settlement Date means the fifth Business Day following the last Index Business Day in the Call Measurement Period.

  • Gross Settlement Amount means the sum of seventeen million dollars ($17,000,000), contributed to the Qualified Settlement Fund in accordance with Article 5. The Gross Settlement Amount shall be the full and sole monetary payment to the Settlement Class, Plaintiffs, and Class Counsel made on behalf of Philips in connection with the Settlement effectuated through this Settlement Agreement.

  • Final Settlement means permanent settlement of the Contractor’s actual allowable costs or expenditures as determined at the time of audit, which shall be completed within three years of the date the year-end cost settlement report was accepted for interim settlement by the State. If the audit is not completed within three years, the interim settlement shall be considered as the final settlement.

  • Viatical settlement broker means a person, including a life insurance producer as provided for in section 508E.3, who, working exclusively on behalf of a viator and for a fee, commission, or other valuable consideration, offers or attempts to negotiate viatical settlement contracts between a viator and one or more viatical settlement providers or one or more viatical settlement brokers. Notwithstanding the manner in which the viatical settlement broker is compensated, a viatical settlement broker is deemed to represent only the viator, and not the insurer or the viatical settlement provider, and owes a fiduciary duty to the viator to act according to the viator’s instructions and in the best interest of the viator. “Viatical settlement broker” does not include an attorney, certified public accountant, or a financial planner accredited by a nationally recognized accreditation agency who is retained to represent the viator and whose compensation is not paid directly or indirectly by the viatical settlement provider or purchaser.

  • Cashless Exercise means the assignment in a form acceptable to the Company of the proceeds of a sale or loan with respect to some or all of the shares of Stock acquired upon the exercise of the Option pursuant to a program or procedure approved by the Company (including, without limitation, through an exercise complying with the provisions of Regulation T as promulgated from time to time by the Board of Governors of the Federal Reserve System). The Company reserves, at any and all times, the right, in the Company's sole and absolute discretion, to decline to approve or terminate any such program or procedure.

  • Net Settlement Amount means the Gross Settlement Amount minus (a) all Attorneys’ Fees and Costs paid to Class Counsel as authorized by the Court; (b) all Case Contribution Awards as authorized by the Court; (c) all Administrative Expenses; and (d) a contingency reserve not to exceed an amount to be mutually agreed upon by the Settling Parties that is set aside by the Settlement Administrator for (1) Administrative Expenses incurred before the Settlement Effective Date but not yet paid, (2) Administrative Expenses estimated to be incurred after the Settlement Effective Date, and (3) an amount estimated for adjustments of data or calculation errors.

  • Net Share Settlement Amount For any Settlement Date, an amount equal to the product of (i) the number of Warrants exercised or deemed exercised on the relevant Exercise Date, (ii) the Strike Price Differential for the relevant Valuation Date and (iii) the Warrant Entitlement.

  • Mandatory Settlement Date means the earliest of:

  • Combination Settlement shall have the meaning specified in Section 14.02(a).

  • Resettlement means the impact of an involuntary taking of land under the Project, which taking causes affected persons to have their: (i) standard of living adversely affected; or (ii) right, title or interest in any house, land (including premises, agricultural and grazing land) or any other fixed or movable asset acquired or possessed, temporarily or permanently; or (iii) access to productive assets adversely affected, temporarily or permanently; or (iv) business, occupation, work or place of residence or habitat adversely affected, temporarily or permanently.

  • Net Settlement Fund means the Settlement Fund less: (i) any Taxes;

  • securities settlement system means a system that enables securities to be transferred and settled by book entry according to a set of predetermined multilateral rules.

  • Subscription Settlement Date means the second Valuation Date after the Subscription Trade Date, provided that such Valuation Date is not a Disrupted Day and that such Valuation Date is both a Currency Business Day and a Clearing System Business Day.

  • Retail Settlement Code means the code approved by the Board which, among other things, establishes a distributor’s obligations and responsibilities associated with financial settlement among retailers and consumers and provides for tracking and facilitating consumer transfers among competitive retailers;

  • Cashless Exercise Ratio means a fraction, the numerator of which is the excess of the Current Market Value per share of Common Stock on the Exercise Date over the Exercise Price per share as of the Exercise Date and the denominator of which is the Current Market Value per share of the Common Stock on the Exercise Date.

  • Cash Settlement Date means the date falling 5 Business Days following the Physical Settlement Date, or if Condition 7.15.2(i) applies, the date falling 5 Business Days following the valid delivery of the Cash Settlement Election Notice.

  • Final Settlement Date has the meaning specified in the Recitals.

  • Cash Settlement Amount For any Settlement Date in respect of which Cash Settlement or Net Share Settlement applies to any Settlement Shares, an amount determined by the Calculation Agent equal to the difference between (1) the product of (i) (A) the average Forward Price over the period beginning on, and including, the date that is one Settlement Cycle following the first day of the applicable Unwind Period and ending on, and including, such Settlement Date (calculated assuming no reduction to the Forward Price for any Forward Price Reduction Date that occurs during the applicable Unwind Period, except as set forth in clause (2) below), minus USD 0.01, minus (B) the average of the 10b-18 VWAP prices per Share on each Exchange Business Day during such Unwind Period (clause (B), the “Average Unwind 10b-18 VWAP”), multiplied by (ii) the number of Settlement Shares for such Settlement Date, minus (2) the product of (i) the Forward Price Reduction Amount for any Forward Price Reduction Date that occurs during such Unwind Period, multiplied by (ii) the number of Settlement Shares with respect to which Party A has not unwound its hedge as of such Forward Price Reduction Date.

  • Net Share Settled in relation to any Warrant means that Net Share Settlement is applicable to that Warrant.

  • Master Settlement Agreement means the settlement agreement and related documents entered into on November 23, 1998, and incorporated into a consent decree and final judgment entered into on December 7, 1998, in Kelley Ex Rel. Michigan v Philip Morris Incorporated, et al., Ingham county circuit court, docket no. 96-84281CZ.