Common use of Merger Payment Schedule Clause in Contracts

Merger Payment Schedule. At least two (2) Business Days prior to the Closing Date, the Company shall deliver to Parent and the Exchange Agent a schedule (the “Merger Payment Schedule”) showing (i) the percentage allocation of the Aggregate Merger Consideration to each Participating Securityholder at the Closing (such Participating Securityholder’s “Pro Rata Share”) and the corresponding number of shares of Parent Common Stock to be issued to such Participating Securityholders pursuant to Section 3.01 and (ii) the percentage allocation of the Aggregate Earnout Shares to each Participating Securityholder (assuming, for purposes of this clause (ii), all Company RSUs and Company Options are fully vested as of immediately prior to the Closing) (such Participating Securityholder’s “Earnout Pro Rata Share”) and the corresponding number of Earnout Shares to be issued to such Participating Securityholders pursuant to Section 3.05.

Merger Payment Schedule. At least two (2) Business Days prior to the Closing Date, the Company shall deliver to Parent and the Exchange Agent a schedule (the “Merger Payment Schedule”) showing (iA) the percentage allocation of the Aggregate aggregate Per Share Merger Consideration to each Participating Securityholder at the Closing (such Participating Securityholder’s “Pro Rata Share”) and the corresponding number of shares of Parent Common Stock to be issued to such Participating Securityholders Securityholder pursuant to Section 3.01 3.01, and (iiB) the percentage allocation of the Aggregate Earnout Shares to each Participating Securityholder (assuming, for purposes of this clause (iiB), all Company RSUs and Company Options are fully vested as of immediately prior to the Closing) (such Participating Securityholder’s “Earnout Pro Rata Share”) and the corresponding number of Earnout Shares to be issued to such Participating Securityholders Securityholder pursuant to Section 3.053.06.