TURIP definition
Examples of TURIP in a sentence
In addition, Focus may purchase and cancel all of the "out-of-the-money" rights under the Focus TURIP at an amount of not more that $0.01 per right.
To the extent that all of the holders of rights under the Focus TURIP do not exercise such rights, elect to receive cash or sell to Focus the "out-of-the-money" rights, the rights outstanding under the Focus TURIP plan shall be amended such that holders of rights shall only be entitled receive Enerplus Units upon the exercise of such rights, adjusted in accordance with the exchange ratio set forth in Section 2.1(a).
As of the date hereof there are issued and outstanding 57,772,971 Ultima Units and 1,959,673 Ultima Units issuable pursuant to the Ultima TURIP and Ultima Units having a value of $500,000 pursuant to the Ultima Employment Agreements.
To the extent that all of the holders of rights under the TURIP do not exercise such rights, elect to receive cash or sell to Focus the "out-of-the-money" rights, the TURIP plan shall be amended such that holders of rights shall only be entitled receive Enerplus Units in accordance with the ratio set forth in Section 1.
Enerplus and Focus acknowledge that the Transaction will result in a "change of control" for purposes of the unit award incentive plan ("UAIP"), the trust unit rights incentive plan ("TURIP") (the UAIP and the TURIP are collectively referred to as the "Focus Incentive Plans") and the Focus executive employment agreements.
In addition, Focus may purchase and cancel all of the "out-of-the-money" rights under the TURIP at an amount of not more that $0.01 per right.
In calculating the cash entitlement under the UAIP, Focus shall used the five day volume weighted average trading price of the Focus Units during the five trading days ending on the second business day immediately prior to the effective date of the Transaction (the "VWAP") and, in calculating the cash entitlement under the TURIP, Focus shall use the VWAP less the exercise price (adjusted for the January distribution).
Other than Ultima Units issuable pursuant to the Ultima TURIP and the Ultima Employment Agreements, there are no options, warrants or other rights, agreements or commitments of any character whatsoever requiring the issuance, sale or transfer by Ultima of any securities of Ultima (including Ultima Units) or any securities convertible into, or exchangeable or exercisable for, or otherwise evidencing a right to acquire, any securities of Ultima (including Ultima Units).
All outstanding Ultima Units have been duly authorized and validly issued, are fully paid and non-assessable and are not subject to, nor were they issued in violation of, any pre-emptive rights and all Ultima Units issuable upon exercise of Ultima Rights pursuant to the Ultima TURIP in accordance with their respective terms will be duly authorized and validly issued as fully paid and non-assessable and will not be subject to any pre-emptive rights.
In calculating the cash entitlement under the Focus Unit Award Incentive Plan, Focus shall use the five day volume weighted average trading price of the Focus Units during the five trading days ending on the second Business Day immediately prior to the Effective Date (the "VWAP"), and in calculating the cash entitlement under the Focus TURIP, Focus shall use the VWAP less the exercise price (adjusted for the February 15, 2008 distribution payment).