Promised Option definition

Promised Option means any stock option or other equity interest of the Company that has been offered by an Acquired Company but has not yet been granted.
Promised Option means an option to purchase Common Shares that, prior to the date hereof, the Company committed in writing to grant, which has not been granted by the Company, each of which is set forth in Section 2.6(c) of the Disclosure Schedule (including the holder thereof, the number of shares with respect to which the grant was committed to be made and the applicable exercise price per Common Share).
Promised Option has the meaning set forth in Section 4.05(e).

Examples of Promised Option in a sentence

  • Prior to the Closing, the Company shall use commercially reasonable efforts to obtain a Promised Option Release from each Company Option Promisee.

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  • The Promised Option Payment shall be aggregated and rounded down to the nearest whole cent, and shall be reduced by any applicable payroll, income tax or other withholding taxes.

  • Each Named Employee who is a Company Option Promisee shall have executed, and the Company shall have obtained from the Company Option Promisees who are not Named Employees representing no fewer than two-thirds of the Company Options promised to such Company Option Promisees (other than Named Employees), an executed waiver and release in substantially the form attached hereto as Exhibit Q (a “ Promised Option Release ”), each of which shall continue to be in full force and effect.

  • For purposes of this Agreement, the term “Spread Value” means, with respect to each Company Share underlying such Promised Option, (x) the Per Share Common Consideration, less (y) the Deemed Exercise Price of such Promised Option.

  • The Company will provide Parent with a copy of each such Promised Option Waiver as promptly as practicable following its execution.

  • On the terms and subject to the conditions set forth in this Agreement, by virtue of the Completion, each Repriced Option and Designated Promised Option shall be cancelled without any consideration.

  • At the Effective Time, Acquirer shall withhold the Holdback Amount from the Merger Consideration payable pursuant to Section 1.3(a) and the Promised Option Payments (the aggregate amount of cash so held by Acquirer from time to time, the “ Holdback Fund”).

  • All such Excess Promised Option RSUs held by Non-Continuing Employees, if any, that are outstanding immediately prior to the Effective Time shall be cancelled and extinguished at the Effective Time without any present or future right to receive any portion of the Total Consideration.

  • Parent and the Equityholders acknowledge that the Company’s portion of any withholding required to be paid in connection with the payments to Vested Option Holders, Promised Option Holders and Management Carveout Participants under this Agreement shall be treated as Company Transaction Costs incurred immediately prior to the Closing (which amount shall be reflected as an accrued liability in the Estimated Working Capital and Final Working Capital).


More Definitions of Promised Option

Promised Option means those obligations to issue Company Options set forth in Schedule 3.4(b)-3 of the Company Disclosure Letter.

Related to Promised Option

  • Vested Option means any Option, which has already been vested according to the Vesting Dates.

  • Unvested Option means an Option in respect of which the relevant Vesting Conditions have not been satisfied and as such, the Option Grantee has not become eligible to exercise the Option.

  • Related Option means an Option with respect to which a Stock Appreciation Right has been granted.

  • Vested Options means the Options that have vested in accordance with Section 2.2 of this Agreement.

  • 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).

  • Incentive Share Option means an Option that is intended to meet the requirements of Section 422 of the Code or any successor provision thereto.

  • Unvested Company Option means any Company Option that is not a Vested Company Option.

  • 3(i) Option means an Option granted pursuant to Section 3(i) of the Ordinance to any person who is Non- Employee.

  • Nonqualified Option means any Option that is not an Incentive Stock Option.

  • Company Option means an option to purchase shares of Company Common Stock granted under the Company Incentive Plan.

  • Shoe Option means the Initial Purchasers’ option to purchase up to seventy five million dollars ($75,000,000) aggregate principal amount of additional Notes as provided for in the Purchase Agreement.

  • Director Option means an Option granted pursuant to Section 6.

  • Optioned Stock means the Common Stock subject to an Option.

  • Reload Option means any Option granted under Section 6(a)(iv) of the Plan.

  • Stock Option means a contractual right granted to an Eligible Person under Section 6 hereof to purchase shares of Common Stock at such time and price, and subject to such conditions, as are set forth in the Plan and the applicable Award Agreement.

  • Unissued Option Shares means the number of Shares, at a particular time, which have been reserved for issuance upon the exercise of an Option but which have not been issued, as adjusted from time to time in accordance with the provisions of section 5, such adjustments to be cumulative.

  • Parent Stock Option means any option to purchase Parent Common Stock granted under any Parent Stock Plan.

  • SAR means a stock appreciation right granted under the Plan.

  • Employee Option means an Option granted pursuant to Section 5.

  • Share Option means a Nonqualified Share Option or an Incentive Share Option.

  • Stock Reload Option means any option granted under Section 6.3, below, as a result of the payment of the exercise price of a Stock Option and/or the withholding tax related thereto in the form of Stock owned by the Holder or the withholding of Stock by the Company.

  • Incentive Option means an option which satisfies the requirements of Code Section 422.

  • Equity Award means any option, restricted stock award, restricted stock unit award, stock appreciation right or other equity award to acquire shares of the Company’s common stock granted or issued to the Executive.

  • Restricted Share means a Share awarded to a Participant pursuant to Article 6 that is subject to certain restrictions and may be subject to risk of forfeiture.

  • Option means a stock option granted pursuant to the Plan.

  • Top-Up Option has the meaning set forth in Section 1.04(a).