Escrowed Share definition

Escrowed Share means a Common Share granted to a Participant pursuant to the Plan.
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Escrowed Share means a share of Purchaser Common Stock delivered to the Escrow Holder by the Exchange Agent on behalf of the Holders in accordance with Sections 2.4 and Section 2.6 of the Agreement, together with any and all other shares of Purchaser Common Stock, or other securities of Purchaser received or receivable in respect of such Escrowed Share of Purchaser Common Stock, including, without limitation, any and all securities, to be issued or distributed in connection with any recapitalization, reclassification, split-up, merger, consolidation, exchange, stock dividend, stock split or similar event declared or effected with respect to shares of Purchaser Common Stock.
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Examples of Escrowed Share in a sentence

  • Notwithstanding the foregoing, any Escrowed Share that may be sold in compliance with Rule 144 of the Securities Act of 1933, as amended ("Rule 144"), may be so sold pursuant to and in compliance with Rule 144, provided, OTG receives a legal opinion to such effect reasonably acceptable to OTG.

  • Except as otherwise provided herein, for so long as an Escrowed Share shall be deposited with the Escrow Agent, the Shareholder Party owning (directly or indirectly) such Escrowed Share shall not Transfer such Escrowed Share; and any such Transfer so attempted shall be void and of no effect and OTG shall not recognize the transferee thereof as a stockholder of OTG with respect to such Escrowed Share.

  • For purposes of this Agreement, each Escrowed Share shall be deemed to have a value equal to the Parent Common Stock Price (as such amount may be appropriately adjusted for stock splits, stock dividends, stock combinations, and the like).

  • The value of each such Escrowed Share shall be equal to the average of the closing sale prices of the Common Stock on the Nasdaq National Market during the ten (10) trading days immediately preceding the date upon which Buyer and the Indemnitor Shareholder request that the Escrow Agent return such Escrowed Shares to Buyer.

  • To the extent any Escrow Payment hereunder consists of, or any calculation is required with respect to, Escrowed Shares, each Escrowed Share shall be deemed to have a value equal to the Per Share Value of the Purchase Shares.

  • As promptly as practicable upon the Escrow Agent’s receipt of such Fractional Share Cash Payment from Spinco, the Escrow Agent shall pay or cause to be paid the Fractional Share Cash Payment, along with the whole shares of Spinco Common Stock pursuant to such Voyager Stockholder’s Escrowed Share Proportion, to each applicable Voyager Stockholder in accordance with this Section 3(f)(ii) and in accordance with Section 3(d)(i).

  • For greater certainty, until such release to the Vendor pursuant to this Section 1.4(3), all Escrowed Shares and Escrowed Share Proceeds (if any) shall be available to be released to Voyager in accordance with Section 4.12(2) but only in respect of a claim to recover Damages under Section 4.2 for which a Claim Notice was delivered by HTC to the Indemnifying Party on or before the date that is two years after Closing.

  • Notwithstanding anything to the contrary herein, no fraction of an Escrowed Share shall be released from the Escrow Account and all releases of Escrowed Shares shall be rounded to the nearest whole Escrowed Share.

  • Unless a Claim Notice is delivered by HTC to the Indemnifying Party in respect of a claim to recover Damages under Section 4.2 on or before the date that is two years after Closing with respect to a claim that has not been the subject of a settlement, joint direction to the Escrow Agent signed by the Vendor and HTC, court order or arbitration decision prior to that date, the Escrow Agent shall release all Escrowed Shares and Escrowed Share Proceeds (if any) to the Vendor.

  • In the event the Closing does not occur on or before [May] 25, 2014, (i) the Escrow Agent shall return the Escrowed JOEY Shares to SG (ii) the Escrow Agent shall return the Escrowed Share purchase price to the RAR Members, (iii) the Escrow Agent shall return the Escrowed RAR 100% membership interest the RAR Members.