Forfeiture Obligations definition

Forfeiture Obligations means the requirement that the Founder Shares be forfeited and promptly surrendered to the Company for no additional consideration upon: (i) voluntary resignation by the Executive from his employment by the Company or a subsidiary of the Company, as the case may be; or (ii) a termination of the Executive’s employment by the Company or a subsidiary of the Company, as the case may be, for Cause.
Forfeiture Obligations means the requirement that the Purchaser Shares be forfeited and promptly surrendered to the Company for no additional consideration (i) upon a termination of employment by the Company for Cause or (ii) a resignation by Executive without Good Reason or without fulfilling the requirements for resigning with Good Reason as required in the Executive Agreement.

Examples of Forfeiture Obligations in a sentence

  • Except for the escrow described in Xxxxxxx 0, xxxx of the Founder Shares or any beneficial interest therein shall be transferred, encumbered or otherwise disposed of in any way until the release of such Founder Shares from the Forfeiture Obligations in accordance with the provisions of this Agreement.

  • The Stock Consideration and the Founder Shares and Stock Assignment shall be held by the Escrow Holder, pursuant to the Joint Escrow Instructions of the Company and the Stockholders in the form attached hereto as Exhibit A-2, until the release of: (i) the Founder Shares at such time as the Forfeiture Obligations expire, as contemplated in Section 2; and (ii) the Stock Consideration on the dates and in the circumstances contemplated in Section 3.

  • In each case, the number of RS Units with respect to which the Forfeiture Obligations will lapse and be deemed to be vested as a result will, as necessary, be rounded up to the next whole RS Unit.

  • The Parties acknowledge and agree that as consideration for the Membership Interest Purchase, the Company agrees to issue and deliver 800,000 shares of the Company’s Series B-1 Preferred Stock to the Stockholders (the “Purchaser Shares”), subject to the terms of and subject to the satisfaction of the terms of the Purchase Agreement, the Executive Agreement and this Agreement, including without limitation the Forfeiture Obligations and other transfer restrictions applicable thereto.

  • On the Closing Date, the Founder Consideration Shares shall be issued to the Founder and the Trusts in accordance with Section 1.6(b)(i) of the Merger Agreement, which Founder Consideration Shares shall be subject to the Indemnification Forfeiture Obligations and as to the restrictions described in this Section 2; provided, however, that such Founder Consideration Shares shall be held in an account of the transfer agent of Parent for the benefit of the Founder or the Trusts, as the case may be.

  • VAT shall be added to the price at the rate applicable as at the invoice date.

  • Except as otherwise provided under the Plan, the Award shall be settled, to the extent vested, as soon as administratively practicable following the date on which the Forfeiture Obligations lapse pursuant to Section 3, but in no event later than March 15th of the calendar year following the end of the calendar year in which the Forfeiture Obligations lapse.

  • The Purchaser Shares and Stock Assignment shall be held by the Escrow Holder, pursuant to the Joint Escrow Instructions of the Company and the Stockholders attached as Exhibit A-2 hereto, until such time as the Forfeiture Obligations expire.

Related to Forfeiture Obligations

  • Indenture Obligations means the obligations of the Company and any other obligor under this Supplemental Indenture or under the Notes, including any Guarantor, to pay principal of, premium, if any, and interest when due and payable, and all other amounts due or to become due under or in connection with this Supplemental Indenture, the Notes and the performance of all other obligations to the Trustee and the Holders under this Supplemental Indenture and the Notes, according to the terms hereof or thereof.

  • Escrow Obligations means (a) Government Obligations, (b) certificates of deposit issued by a bank or trust company which are (1) fully insured by the Federal Deposit Insurance Corporation or similar corporation chartered by the United States or (2) secured by a pledge of any Government Obligations having an aggregate market value, exclusive of accrued interest, equal at least to the principal amount of the certificates so secured, which security is held in a custody account by a custodian satisfactory to the Registrar or the Registrar, as the case may be, or (c)(1) evidences of a direct ownership in future interest or principal on Government Obligations, which Government Obligations are held in a custody account by a custodian satisfactory to the Registrar pursuant to the terms of a custody agreement in form and substance acceptable to the Registrar and (2) obligations issued by any state of the United States or any political subdivision, public instrumentality or public authority of any state, which obligations are fully secured by and payable solely from Government Obligations, which Government Obligations are held pursuant to an agreement in form and substance acceptable to the Registrar and, in any such case, maturing as to principal and interest in such amounts and at such times as will insure the availability of sufficient money to make the payment secured thereby.

  • Term Obligations shall have the meaning set forth in the Intercreditor Agreement.

  • Discharge of Senior Obligations means the date on which the Discharge of Credit Agreement Obligations and the Discharge of each Additional Senior Debt Facility has occurred.

  • Junior Obligations means the Junior Obligations of the Guarantor and the Junior Obligations of the Issuer;

  • Discharge of ABL Obligations has the meaning specified in the Intercreditor Agreement.

  • Senior Obligations is defined in Section 5.1 of this Agreement.

  • Discharge of First Lien Obligations shall have the meaning assigned to such term in the Intercreditor Agreement.

  • Refunded Obligations means, collectively, the Refunded Notes, if any, and the Refunded Bonds, if any, refunded by each Series.

  • Note Obligations means the Notes, the Guarantees and all other obligations of any obligor under this Indenture, the Notes, the Guarantees and the Security Documents.

  • Retained Obligations shall have the meaning set forth in Section 2.6.

  • Excluded Obligations has the meaning set forth in Section 2.5.

  • Parity Obligations means (i) all obligations of the Issuer in respect of Tier 1 Instruments (excluding any such obligations that rank, or are expressed to rank, junior to claims in respect of the Notes), and (ii) any other securities or obligations (including, without limitation, any guarantee, credit support agreement or similar undertaking) of the Issuer that rank, or are expressed to rank, pari passu with claims in respect of the Notes and/or any Parity Obligation.

  • Finance Obligations means, at any date, (i) all Senior Credit Obligations, (ii) all Swap Obligations of a Loan Party permitted hereunder owed or owing to any Swap Creditor and (iii) all Cash Management Obligations.

  • Unasserted Obligations means, at any time, Obligations for taxes, costs, indemnifications, reimbursements, damages and other liabilities (except for (i) the principal of and interest on, and fees relating to, any Indebtedness and (ii) contingent reimbursement obligations in respect of amounts that may be drawn under Letters of Credit) in respect of which no claim or demand for payment has been made (or, in the case of Obligations for indemnification, no notice for indemnification has been issued by the Indemnitee) at such time.

  • DIP Obligations means “DIP Obligations” as defined in the DIP Order.

  • Additional Senior Obligations means all indebtedness of the Company whether incurred on or prior to the date of this Indenture or thereafter incurred, for claims in respect of derivative products such as interest and foreign exchange rate contracts, commodity contracts and similar arrangements; provided, however, that Additional Senior Obligations does not include claims in respect of Senior Debt or Subordinated Debt or obligations which, by their terms, are expressly stated to be not superior in right of payment to the Debentures or to rank pari passu in right of payment with the Debentures. For purposes of this definition, "claim" shall have the meaning assigned thereto in Section 101(4) of the United States Bankruptcy Code of 1978, as amended.

  • Notes Obligations means Obligations in respect of the Notes, this Indenture, the Subsidiary Guarantees and the Security Documents.

  • Junior Obligation means the Shares, and any other class of the Issuer’s share capital and any instrument or other obligation (including without limitation any preference shares) issued or guaranteed by the Issuer that ranks or is expressed to rank junior to the Capital Securities by operation of law or contract.

  • Junior Priority Obligations means the Original Second Lien Obligations and any Additional Obligations constituting Junior Priority Debt.

  • U.S. Secured Obligations means all Secured Obligations of the US Loan Parties.

  • Discharge of Term Obligations shall have the meaning provided in the Intercreditor Agreement.

  • Reference Obligations The residential mortgage loans identified on xxxx://xxx.xxxxxxxxxx.xxx/creditriskofferings/security_data.html. Reference Pool: All of the Reference Obligations, collectively.

  • Parity Obligation means any instrument or other obligation issued or entered into by the Issuer that constitutes or qualifies as Additional Tier 1 Capital (or its equivalent) under applicable Capital Regulations or any instrument or other obligation issued, entered into, or guaranteed by the Issuer that ranks or is expressed to rank pari passu with the Capital Securities by operation of law or contract, which for the avoidance of doubt, excludes any Junior Obligations of the Issuer.

  • Senior Priority Obligations as defined in the Base Intercreditor Agreement.

  • Senior Secured Obligations means (a) with respect to the Revolving Facility Obligations (to the extent such Obligations are secured by the Noteholder First Lien Collateral), the Noteholder Obligations, and (b) with respect to Noteholder Obligations (to the extent such Obligations are secured by the Revolving Facility First Lien Collateral), the Revolving Facility Obligations.