Option Cash Payment definition

Option Cash Payment shall have the meaning set forth in Section 3.3(a).

Option Cash Payment has the meaning set forth in Section 2.07(a).

Option Cash Payment means, with respect to any Company Option, a cash payment equal to the product of (A) the number of shares of Company Common Stock subject to such Company Option and (B) the excess, if any, of the Merger Consideration over the exercise price payable per share of Company Common Stock issuable under such Company Option, without interest and less any required withholding Taxes. For the avoidance of doubt, if the exercise price per share of any Company Option, whether vested or unvested as of the Effective Time, is equal to or greater than the Merger Consideration, then by virtue of the occurrence of the Effective Time and without any action on the part of the Parent, the Company or the holder thereof, the Company Option will be canceled without payment of any consideration to the holder.

Examples of Option Cash Payment in a sentence

• Except as provided in Section 5.5, this Agreement is not intended to and shall not confer any rights or remedies upon any person other than the parties hereto and their respective successors and permitted assigns, except for, if the Merger Closing occurs, the right of the holders of Company Common Stock to receive the Merger Consideration and the right of holders of Company Options to receive the Option Cash Payment, in each case after the Effective Time.

• The Option Cash Payment shall be made at the time required under the applicable Company Stock Plan and related award or other applicable document, but in any event promptly (and no later than five Business Days) following the Effective Time.

• Such Option Cash Payment shall be paid by the Surviving Corporation through its payroll system as soon as practicable following the Effective Time.

• As of the Effective Time, each holder of an In-the-Money Company Option shall cease to have any rights with respect thereto, except the right to receive the Option Cash Payment.

• Following the Effective Time, any such canceled Company Option shall no longer be exercisable and shall only entitle the Company Option holder to the Option Cash Payment, which shall be paid as of, or promptly following, the Effective Time.

More Definitions of Option Cash Payment

Option Cash Payment means, with respect to any such Company Option, a cash payment equal to the product of (A) the number of shares of Company Common Stock subject to such Company Option and (B) the excess, if any, of the Merger Consideration over the exercise price payable per share of Company Common Stock issuable under such Company Option, less any applicable withholding Taxes. For the avoidance of doubt, any such Company Option for which the exercise price per share of Company Common Stock is equal to or greater than the Merger Consideration shall be cancelled immediately prior to the Effective Time (whether vested or unvested) without payment of any additional consideration to the holder thereof.

Option Cash Payment has the meaning specified in Section 5.5.

Option Cash Payment means, with respect to any Company Option, a cash payment equal to the product of (A) the number of shares of Company Common Stock subject to such Company Option as of immediately prior to the cancellation of such Company Option and (B) the excess, if any, of the Merger Consideration over the exercise price payable per share of Company Common Stock issuable under such Company Option, without interest and less any required withholding Taxes. For the avoidance of doubt, if the exercise price per share of any Company Option, whether vested or unvested as of the Effective Time, is equal to or greater than the Merger Consideration, then by virtue of the occurrence of the Effective Time and without any action on the part of Parent, the Company or the holder thereof, the Company Option will automatically terminate and be canceled without payment of any consideration to the holder.

Option Cash Payment is defined in Section 2.9(i).

Option Cash Payment means the aggregate Per Option Consideration paid to the Optionholders.

Option Cash Payment shall replace the definition of “Option Cash Payment” in Appendix A:

Option Cash Payment in Appendix A: