Promised Options definition

Promised Options means promised but ungranted Options that are the greater of those (i) promised pursuant to agreements or understandings made prior to the execution of, or in connection with, the term sheet or letter of intent for the Equity Financing or Liquidity Event, as applicable (or the initial closing of the Equity Financing or consummation of the Liquidity Event, if there is no term sheet or letter of intent), (ii) in the case of an Equity Financing, treated as outstanding Options in the calculation of the Standard Preferred Stock’s price per share, or (iii) in the case of a Liquidity Event, treated as outstanding Options in the calculation of the distribution of the Proceeds.

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Promised Options means promised but ungranted Options that are the greater of those (i) promised pursuant to agreements or understandings made prior to the execution of, or in connection with, the term sheet for the Equity Financing (or the initial closing of the Equity Financing, if there is no term sheet), or (ii) treated as outstanding Options in the calculation of the Standard Preferred Stock’s price per share.

Promised Options means promised but ungranted Options that are the greater of those (i) promised pursuant to agreements or understandings made prior to the execution of, or in connection with, the term sheet or letter of intent for the Equity Financing or Liquidity Event, as applicable (or the initial closing of the Equity Financing or consummation of the Liquidity Event, if there is no term sheet or letter of intent), (ii) in the case of an Equity Financing, treated as outstanding Options in the calculation of the Preferred Stock price per share, or (iii) in the case of a Liquidity Event, treated as outstanding Options in the calculation of the distribution of the Proceeds.

Examples of Promised Options in a sentence

• Prior to the Closing, the Company shall use its reasonable best efforts to obtain a waiver, in form and substance reasonably satisfactory to Parent, from each holder of a Promised Option in respect of such Promised Options in exchange for a cash payment.

• Schedule 3.4(b)-3 of the Company Disclosure Letter sets forth as of the Agreement Date all Promised Options.

• Each Parent Entity and their designees are entitled to deduct and withhold from any payments of cash or issuances of Parent Stock pursuant to this Agreement to any Key Employee, any Continuing Employee or any holder of any Company Shares, Options, Promised Options or Warrants, such amounts in cash and/or Parent Shares as any Parent Entity is required to deduct and withhold with respect to any such payments or issuances under the Code or any provision of state, local, provincial or foreign Tax law.

• Parent shall have received from holders representing 80% of aggregate Promised Options a Promised Option Release in form reasonably satisfactory to Parent.

• As of the Signing Date, the Designated Promised Options are held by the Persons as set forth in A.4.7 (ii) of the Disclosure Letter, which further sets forth for each such Person (i) the address and e-mail address of such Person and (ii) whether such Person is an employee, consultant, director or officer of the Company; (iii) the date on which such Designated Promised Option was promised and (v) the amount of Shares underlying such Designated Promised Option.

More Definitions of Promised Options

Promised Options means promised but ungranted Options that are the greater of those

Promised Options means promised but ungranted Options that are the greater of those (i) promised pursuant to agreements or understandings made prior to the execution of, or in connection with, the term sheet or letter of intent for the Equity Financing or Liquidity Event, as applicable (or the initial

Promised Options means the options to purchase or otherwise acquire shares of Company Capital Stock promised by the Company and set forth on Section 3.2(c)(ii) of the Disclosure Schedule.

Promised Options means promised but ungranted

Promised Options has the meaning set forth in Section 6.2(q).

Promised Options. 3.4(e) “Proprietary Information and Technology” 3.11(a)(xvii) “Qualifying Option” 2.4(b)(i) “R&D Sponsor” 3.11(a)(xviii)

Promised Options means rights to receive Company Options, as detailed under the Consideration Allocation Certificate.