Seller Share Plan means any equity based compensation scheme sponsored, administered or operated by any Seller or its Affiliates for the benefit of any current or former employee of the Conveyed Entities.
Company Share Plans mean (a) the Company’s Stock Related Award Incentive Plan of 1999, as amended; (b) the Company’s 2010 Stock Incentive Plan, as amended; and (c) the Company’s 2015 Stock Incentive Plan, as amended;
Seller Shares means all shares of Common Stock of the Company owned as of the date hereof or hereafter acquired by a Common Holder, as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations and the like.
Approved Share Plan means any employee benefit plan which has been approved by the board of directors of the Company prior to or subsequent to the date hereof pursuant to which Ordinary Shares and standard options to purchase Ordinary Shares may be issued to any employee, officer, director or advisers for services provided to the Company in their capacity as such.
Employee Share Scheme means a scheme established by a company, whether by means of a trust or otherwise, for the purpose of offering 10 participation therein solely to employees and officers of the company or a subsidiary of the company, either—
Company Shareholders means the registered or beneficial holders of the Company Shares, as the context requires;
Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.
Company Shares means the common shares in the capital of the Company;
Shareholder Rights Plan means the amended and restated shareholder rights plan agreement dated as of November 10, 2015 between Parent and American Stock Transfer and Trust Company, LLC, as rights agent, as amended and restated as of April 18, 2016 as further amended, restated, succeeded or replaced from time to time, and any similar plan adopted from time to time;
Company Stock Plans has the meaning set forth in Section 3.02(b).
Purchased Stock means a right to purchase Common Stock granted pursuant to Article IV of the Plan.
Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.
Transferred Shares means all or any portion of a Member’s Shares that the Member seeks to Transfer.
Company Shareholder means a holder of one or more Company Shares;
unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.
Target Shareholders means the holders of Target Shares;
Company Stock Plan means any stock option plan or other stock or equity-related plan of the Company.
Parent Stock Plans has the meaning set forth in Section 4.5(a).
Company Stock Option Plans has the meaning ascribed to it in Section 2.6(c).
Company Stockholders means the holders of shares of Company Capital Stock.
Restricted Stock Purchase Agreement means a written agreement between the Company and the Optionee evidencing the terms and restrictions applying to stock purchased under a Stock Purchase Right. The Restricted Stock Purchase Agreement is subject to the terms and conditions of the Plan and the Notice of Grant.
Parent Stock Plan has the meaning set forth in Section 6.2(a).
Target Shares means the common shares in the capital of Target;
Selling Shareholders sections in substantially the form attached hereto as Exhibit B. The Company shall use its reasonable best efforts to have each Additional Registration Statement declared effective by the SEC as soon as practicable, but in no event later than the Additional Effectiveness Deadline. By 9:30 a.m. New York time on the Business Day following the Additional Effective Date, the Company shall file with the SEC in accordance with Rule 424 under the 1933 Act the final prospectus to be used in connection with sales pursuant to such Additional Registration Statement.
Purchased Shares has the meaning set forth in Section 2.01.
Company Shareholder Approval means the authorization and approval of this Agreement, the Plan of Merger and the Transactions, including the Merger, at the Company Shareholders’ Meeting by the Required Company Vote.
Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).