Settled Options definition

Settled Options has the meaning set forth in Section 2.08(c).
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Examples of Settled Options in a sentence

  • Notwithstanding anything to the contrary in this Agreement, Tax Benefit Payments paid on or before the fifth anniversary of the Closing Date in respect of any of the Cash Settled Options, Rollover Options or RSUs of the Sellers are intended to qualify as “transaction-based compensation” under Treasury Regulation Section 1.409A-3(i)(5)(iv)(A).

  • Such Note Purchaser acknowledges and agrees that none of the Notes or the Cash Settled Options have been registered under the Securities Act, or the securities laws of any state, and none of them may be sold or otherwise transferred in the absence of an effective registration thereunder unless an exemption from registration is available.

  • Assuming the accuracy of the representations and warranties of Note Purchasers set forth herein, the offer and issuance of the Notes and the Cash Settled Options issued by Issuer under this Agreement, as applicable, were made in accordance with, and in full compliance with, all applicable Laws, including and United States securities and blue sky laws.

  • Notwithstanding the payment procedures above, compensatory payments in respect of any of the Cash Settled Options, Rollover Options or RSUs of the Sellers shall be paid through the Company’s payroll procedures.

  • Compensatory payments in respect of any of the Cash Settled Options, Rollover Options or RSUs of the Sellers shall be paid through the Company’s payroll procedures and subject to applicable employment taxes.

  • Parent shall use its reasonable best efforts to, in accordance with the requirements of the Stock Exchange, submit to the Stock Exchange a notification of the Parent Shares to be issued in connection with the Merger (including Parent Shares to be reserved upon the settlement of Rollover RSUs, Settled Options and Settled RSUs), prior to the Effective Time.

  • Issuer and Note Purchasers, in consideration of the issuance of the Cash Settled Options, have allocated $1,000,000 as the aggregate fair market value of the Cash Settled Options as of the Original Closing Date; provided, that nothing contained in this Section 2.4 shall reduce the amount any Note Holder is entitled to receive pursuant to this Agreement, any Note or any other Note Document.

  • The issuance of the Notes and the Cash Settled Options contemplated hereby shall be held or take place on August 29, 2008 at 9:00 a.m., New York City time, at the offices of O’Melveny & ▇▇▇▇▇ LLP in New York City or at such other time and place as Issuer and Note Purchasers may agree upon.

  • As of the date hereof, such TCW/MS Party (A) holds all Options issued to it pursuant to the Cash Settled Options or otherwise acquired by it, in each case, as described on Schedule 3 hereto, and (B) has not sold, assigned, pledged or otherwise transferred any such Options, Cash Settled Options or any portion thereof issued to it or acquired by it.

  • No portion of the proceeds from the sale of the Notes or Cash Settled Options was used or shall be used by Issuer for the purpose of “purchasing” or “carrying” any Margin Stock or used in any manner which might cause the purchase of the Notes or the application of such proceeds to violate Regulation U, Regulation T, or Regulation X, in each case as in effect on the Original Closing Date and on the date of such use of proceeds.

Related to Settled Options

  • Vested Options means the Options that have vested in accordance with Section 1.3 of this Agreement.

  • 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.

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

  • SARS means the South African Revenue Services;

  • Company Stock Options means all options to acquire shares of Company Common Stock from the Company, whether granted pursuant to the Company Stock Plans or otherwise.