Closing Per Vested Company Option Exchange Consideration means, in respect of each share of Company Common Stock subject to a Vested Company Option, an option to purchase a number of shares of Parent Common Stock as described in Section 2.6(c)(ii).
Company Equity Award means a Company Stock Option or a Company Stock Award or a phantom stock award, as the case may be.
Per Share Merger Consideration has the meaning set forth in Section 3.1(a).
Common Stock Consideration has the meaning set forth in Section 1.6(b).
Total Merger Consideration has the meaning set forth in Section 2.2(a).
Company Option Plans means the following stock option plans of the Company: (a) the Amended and Restated 1989 Stock Plan, (b) the Amended and Restated 1996 Stock Incentive Plan and (c) the 2002 Nonqualified Stock Incentive Plan.
Company Equity Awards means the Company Options and the Company RSUs.
Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).
Initial Merger Consideration has the meaning set forth in Section 2.2(a).
Company Option Plan means, collectively, each stock option plan, program or arrangement of the Company.
Company Equity Plan means any management equity or stock option or ownership plan or any other management or employee benefit plan of the Company or any Subsidiary of the Company.
Company Stock Plans has the meaning set forth in Section 3.02(b).
Exchange Consideration shall have the meaning set forth in Section 11(b)(i).
Base Merger Consideration means an amount equal to $1,855,000,000.
Vested Company Option means each Company Option outstanding as of immediately prior to the Effective Time that is vested as of such time or will vest in connection with the consummation of the transactions contemplated hereby (whether at the Effective Time or otherwise).
Company Equity Plans means the Company’s 1994 Stock Option Plan, 1998 Stock Option Plan, 2000 Stock Option Plan, 2003 Equity Incentive Plan and 2005 Equity Incentive Plan, each as may be amended from time to time, and any stock option agreements, award notices, stock purchase agreements or other agreements or instruments executed and delivered pursuant thereto.
Parent Equity Plans means all employee and director equity incentive plans of Parent and agreements for equity awards in respect of Parent Common Stock granted under the inducement grant exception.
Company Options means options to purchase shares of Company Common Stock.
Company Stock Option Plans has the meaning ascribed to it in Section 2.6(c).
Cash Merger Consideration has the meaning set forth in Section 2.5.
Parent Equity Plan shall have the meaning set forth in Section 4.6.
Unvested Company Option means any Company Option that is not a Vested Company Option.
Company Share Plans mean (a) the Company’s Stock Related Award Incentive Plan of 1999, as amended; (b) the Company’s 2010 Stock Incentive Plan, as amended; and (c) the Company’s 2015 Stock Incentive Plan, as amended;
Company Stock Plan means any stock option plan or other stock or equity-related plan of the Company.
Exchangeable Share Consideration has the meaning provided in the Exchangeable Share Provisions.
Company RSU Award means any award of restricted stock units or performance stock units outstanding under the Company Stock Plans.
Stock Consideration has the meaning set forth in Section 2.01(c).