Effective Time Holder definition

Effective Time Holder means a Company Shareholder as of immediately prior to the Effective Time.
Effective Time Holder means any Non-Dissenting Stockholder and any holder of Company Options (after giving effect to any exercises of Company Options prior to the Effective Time).
Effective Time Holder means each holder of Company Capital Stock as of immediately prior to the Effective Time, including Company Common Stock issuable upon exercise of Company Vested In-The-Money Options outstanding prior to the Effective Time that are exercised at the Closing with a Specified Loan.

Examples of Effective Time Holder in a sentence

  • The amount of cash each Effective Time Holder is entitled to receive shall be rounded to the nearest cent, and computed after aggregating all cash amounts for all Company Shares held by such Effective Time Holder.

  • Notwithstanding anything in this Agreement to the contrary, neither Parent nor any other Person shall be liable to any Effective Time Holder or to any other Person for any amount paid to a public official pursuant to applicable abandoned property law, escheat law or similar applicable Legal Requirement.

  • The Securityholders’ Agent shall be entitled to: (i) rely upon the Merger Consideration Certificate, (ii) rely upon any signature believed by it to be genuine, and (iii) reasonably assume that a signatory has proper authorization to sign on behalf of the applicable Effective Time Holder or other party.

  • In performing the functions specified in this Agreement and the Escrow Agreement, the Representative shall not be liable to any Effective Time Holder in the absence of gross negligence or willful misconduct on the part of the Representative.

  • The payment of any Escrow Cash in satisfaction of any indemnification obligations under Article 12 shall be made, with respect to each Effective Time Holder, first with Vested Acquiror Cash and then, if such cash is insufficient to satisfy such indemnification obligation and only to the extent of such insufficiency, shall such payment be made with Unvested Acquiror Cash.


More Definitions of Effective Time Holder

Effective Time Holder means (i) each holder of a Company Unit as of immediately prior to the Effective Time and (ii) each holder of a Company In-the-Money Vested Option.
Effective Time Holder means, collectively, (i) each holder of Company Capital Stock as of immediately prior to the Effective Time that does not perfect such holder’s appraisal rights under the DGCL and (ii) each holder of a Qualifying Company Option.
Effective Time Holder means each holder of Company Shares as of immediately prior to the Effective Time that does not properly dissent from the merger under the DGCL and is otherwise entitled to receive consideration pursuant to Section 1.11 of this Agreement.
Effective Time Holder means each holder of a Unit immediately prior to the Effective Time and each holder of a Bonus Award Unit, an In-The-Money Option and/or In-The-Money Warrant entitled to receive Merger Consideration and, if applicable, Earn-out Consideration, pursuant to Sections 1.6 and 1.10.
Effective Time Holder means each Non-Dissenting Stockholder that is a holder of Series AA Preferred Stock immediately prior to the Effective Time.
Effective Time Holder shall have the meaning set forth in Section 1.5(b)(iii).
Effective Time Holder means each Non-Dissenting Stockholder and each holder of unexercised Company Options immediately prior to the Effective Time.