Maximum Deliverable Number definition

Maximum Deliverable Number means the number of Shares set forth as such in Annex B to this Confirmation. Counterparty represents and warrants to Dealer (which representation and warranty shall be deemed to be repeated on each day from the date hereof to the Settlement Date or, if Counterparty has elected to deliver any Payment Shares hereunder in connection with a Special Settlement, to the date on which resale of such Payment Shares is completed (the “Final Resale Date”)) that the Maximum Deliverable Number is equal to or less than the number of authorized but unissued Shares of Counterparty that are not reserved for future issuance in connection with transactions in such Shares (other than the transactions under this Confirmation) on the date of the determination of the Maximum Deliverable Number (such Shares, the “Available Shares”). In the event Counterparty shall not have delivered the full number of Shares otherwise deliverable as a result of this paragraph 5 (the resulting deficit, the “Deficit Shares”), Counterparty shall be continually obligated to deliver, from time to time until the full number of Deficit Shares have been delivered pursuant to this paragraph, Shares when, and to the extent that, (i) Shares are repurchased, acquired or otherwise received by Counterparty or any of its subsidiaries after the date hereof (whether or not in exchange for cash, fair value or any other consideration), (ii) authorized and unissued Shares reserved for issuance in respect of other transactions prior to such date which prior to the relevant date become no longer so reserved or (iii) Counterparty additionally authorizes any unissued Shares that are not reserved for other transactions. Counterparty shall promptly notify Dealer of the occurrence of any of the foregoing events (including the number of Shares subject to clause (i), (ii) or (iii) and the corresponding number of Shares to be delivered) and promptly deliver such Shares thereafter.

Maximum Deliverable Number means, on any date, the Base Amount on such date.

Maximum Deliverable Number means, on any date, with respect to the Common Stock, the product of the Firm Share Base Amount plus the Additional Share Base Amount (if any), multiplied successively by each number by which the Exchange Rate shall have been multiplied on or prior to such date pursuant to the adjustments provided for under Section 6.1 of the Purchase Agreement. The Maximum Deliverable Number of Marketable Securities means, on any date, the product of (i) the Firm Share Base Amount plus the Additional Share Base Amount (if any) and (ii) the number of Marketable Securities received by the Pledgor in the Reorganization Event for each share of Common Stock, multiplied successively by each number by which the Exchange Rate shall have been multiplied on or prior to such date and after the date of such Reorganization Event pursuant to the adjustments provided for under Article VI of the Purchase Agreement.

Examples of Maximum Deliverable Number in a sentence

• This provision shall be applied successively until either the Settlement Balance is reduced to zero or the aggregate number of Restricted Payment Shares and Make-Whole Payment Shares equals the Maximum Deliverable Number.

• Upon the occurrence of a Spin-Off Distribution, Pledgor shall immediately cause to be delivered to the Collateral Agent, in the manner provided in Section 5.4, Marketable Securities in an amount at least equal to the Maximum Deliverable Number of such securities, or, at Pledgor's election, U.S. Government Securities having an aggregate Market Value at least equal to 150% of such Maximum Deliverable Number of Marketable Securities, in each case to be held as additional Collateral hereunder.

• Upon the occurrence of a Spin-Off Distribution, Pledgor shall immediately cause to be delivered to the Collateral Agent, in the manner provided in Section 5.4, Marketable Securities in an amount at least equal to the Maximum Deliverable Number of such securities, or, at Pledgor’s election, U.S. Government Securities having an aggregate Market Value at least equal to 150% of such Maximum Deliverable Number of Marketable Securities, in each case to be held as additional Collateral hereunder.

• Notwithstanding the provisions of Section 5(a) above, if the Company has elected to deliver any Payment Shares hereunder, the Company shall not be required to deliver more than the Maximum Deliverable Number of shares of Common Stock as Payment Shares hereunder.

• Notwithstanding anything to the contrary in this Confirmation, in no event shall Counterparty be required to deliver any Shares, or any Shares or other securities comprising Alternative Termination Delivery Units, in respect of the Transaction in excess of the Maximum Deliverable Number (as specified in Appendix A) of Shares.

More Definitions of Maximum Deliverable Number

Maximum Deliverable Number means, on any date, a number of shares of Common Stock equal to the Base Amount on such date.

Maximum Deliverable Number means, on any date, a number of Shares or security entitlements in respect thereof equal to the Number of Shares, or the sum of the Number of Shares for each Component, if applicable, with respect to which settlement under the Confirmation has not been fully made.

Maximum Deliverable Number means, on any date, a number of Shares or security entitlements in respect thereof equal to the “Number of Shares” (as defined in the Confirmation) with respect to which settlement under the Confirmation has not been fully made.

Maximum Deliverable Number means, on any date during the Plan Effectiveness Period, the Maximum Base Amount, and on any other date, a number of Shares or security entitlements in respect thereof equal to the aggregate sum for all Transactions of the Base Amount for the Maturity Date with respect to which settlement under the Confirmation has not been fully made.

Maximum Deliverable Number means initially the number of shares of Common Stock included in the Initial Pledged Items, and on any date after the Notice Date, a number of shares of Common Stock or security entitlements in respect thereof equal to the Base Amount multiplied successively by each adjustment that shall have been calculated on or prior to such date pursuant to Article 7 of the Stock Purchase Agreement.

Maximum Deliverable Number means, on any date, with respect to the Common Stock, the product of the Firm Share Base Amount plus the Additional Share Base Amount (if any), multiplied successively by each number by which the Exchange Rate shall have been multiplied on or prior to such date pursuant to the adjustments provided for under Article VI of the Forward Contract. The Maximum Deliverable Number of Reported Securities means, on any date, (i) the Firm Share Base Amount plus the Additional Share Base Amount (if any) multiplied by (ii) the number of Reported Securities received by the Pledgor in the Adjustment Event for each share of Common Stock, multiplied successively by each number by which the Exchange Rate shall have been multiplied on or prior to such date and after the date of such Adjustment Event pursuant to the adjustments provided for under Article VI of the Forward Contract.

Maximum Deliverable Number means, on any date, (i) with respect to the Class A Common Stock, the product of the Firm Share Base Amount plus the Additional Share Base Amount (if any), multiplied successively by each Dilution Adjustment by which the Exchange Rate shall have been multiplied on or prior to such date pursuant to the Dilution Adjustments provided for under Section 6.1 of the Contract; and (ii) with respect to the Marketable Securities of any class or series, the product of (A) the Firm Share Base Amount plus the Additional Share Base Amount (if any) multiplied by (B) the number of Marketable Securities included in the Merger Consideration in the applicable Reorganization Event or distributed in the applicable Spin-Off Distribution for each Ordinary Share, multiplied successively by (x) each Dilution Adjustment by which the Exchange Rate with respect to the Class A Common Stock shall have been multiplied on or prior to the date of such Reorganization Event or Spin-Off Distribution pursuant to the adjustments provided for under Article VI of the Contract, and (y) each Dilution Adjustment by which the Exchange Rate with respect to such Marketable Securities shall have been multiplied on or prior to such date and after the date of such Reorganization Event or Spin-Off Distribution pursuant to the adjustments provided for under Article VI of the Contract.