Surrendered Options definition

Surrendered Options shall have the meaning set forth in Section 4.1 to this Agreement.
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Surrendered Options means those unapproved share options held by certain Sellers that will be surrendered pursuant to the Deeds of Surrender subject to and immediately before the occurrence of the Closing. “Tax” (and, with correlative meaning, “Taxes” and “Taxable”) means (i) any federal, state, local or non-U.S. net or gross income, capital gains, alternative or add-on minimum, estimated, diverted profits, base-erosion anti-abuse, gross receipts, sales, use, value added, ad valorem, franchise, capital stock or other equity securities, capital, net worth, profits, license, registration, withholding, employment, unemployment, disability, severance, occupation, social security (or similar, including National Insurance Contributions and FICA), payroll, workers’ compensation, transfer, financial transaction, conveyance, documentary, stamp, property (real, tangible or intangible), premium, escheat obligation, unclaimed property, environmental, windfall profits, customs duties, or other taxes of any kind or any fees, charges, levies, excises, duties or assessments of any kind in the nature of (or similar to) taxes whatsoever, together with any interest, penalties or addition thereto, whether disputed or not, that may be imposed by a Taxing Authority, and any penalty for the failure to properly or timely file any Tax Return. 29
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Surrendered Options the meaning set forth in the recitals. Tax: any federal, state, provincial, local or foreign income, alternative, minimum, accumulated earnings, personal holding company, franchise, capital stock, profits, windfall profits, gross receipts, sales, use, value added, transfer, registration, stamp, premium, excise, customs duties, severance, real property, personal property, ad valorem, occupancy, license, occupation, employment, payroll, social security, disability, unemployment, workers' compensation, withholding, estimated or other similar tax, assessment or other governmental charge. Tax Return: any return, report, declaration, form, claim for refund or information return or statement relating to Taxes, including any schedule or attachment thereto, and including any amendment thereof that relates to the Company or any of its Subsidiaries.
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Examples of Surrendered Options in a sentence

  • The value of the Surrendered Options for this purpose shall equal the ▇▇▇▇-▇▇▇▇▇ values set forth in the valuation report of Ernst & Young as of March 19, 2008, which have been calculated based on the Corrected Grant Date for all such options.

  • If any unvested options are used for this purpose, and Optionee’s employment with the Company is terminated prior to the time such options would have vested in full, Optionee hereby agrees to pay to the Company an amount in cash, or vested options as determined by their ▇▇▇▇-▇▇▇▇▇ values set forth in the valuation report referred to above, equal to the value imputed under Exhibit B to any Surrendered Options that would not have vested by the time of termination.

  • The Committee may also grant Restricted Stock in exchange for Surrendered Options to any holder of such Surrendered Option.

  • The Committee shall have discretion to determine the extent to which such Substitute Options shall be granted, the persons to receive such Substitute Options, the number of Shares to be subject to such Substitute Options, and the terms and conditions of such Substitute Options which shall, to the extent permissible within the terms and conditions of the Plan, be equivalent to the terms and conditions of the Surrendered Options.

  • If any unvested options are used for this purpose, and Optionee’s employment with the Company is terminated prior to the time such options would have vested in full, Optionee hereby agrees to pay to the Company an amount in cash equal to the value imputed under Exhibit B to any Surrendered Options that would not have vested by the time of termination or other vested options, according to the ▇▇▇▇-▇▇▇▇▇ value listed in the Ernst & Young valuation report referred to herein.

  • No person holds or has the right to receive any proxy or similar instrument with respect to the Surrendered Note or Surrendered Options.

  • Also effective as of the Exchange Date, the Surrendered Options shall automatically be cancelled and terminated in their entirety.

  • Except as provided in this Agreement, the Noteholder is not a party to any agreement which offers or grants to any person the right to purchase or acquire any of the Surrendered Note or Surrendered Options.

  • There is no applicable local, state or federal law, rule, regulation, or decree which would, as a result of the sale contemplated by this Agreement, impair, restrict or delay any voting rights with respect to the Surrendered Note or Surrendered Options.

  • If the Company at any time should succeed to the business of another corporation through merger or consolidation, or through the acquisition of stock or assets of such corporation, Options may be granted under the Plan in substitution of options previously granted by such corporation to purchase shares of its stock which options are outstanding at the date of the succession ("Surrendered Options").