Exit Event Price definition

Exit Event Price means the price per share equal to the fair market value of the Ordinary Shares at the time of the Exit Event, as determined by reference to the purchase price payable in connection with such Exit Event, multiplied by the Discount Rate; Fully Diluted means the total aggregate number of Shares in the capital of the Company which would be on issue assuming all securities issued by the Company were exercised or converted in accordance with their terms, but excluding:
Exit Event Price the price per share of Holdings Common Stock paid in conjunction with any transaction resulting in an Exit Event (as determined in good faith by the Committee if any part of the price is paid other than in cash).
Exit Event Price means the price per share equal to the fair market value of the Ordinary Shares at the time of the Exit Event, as determined by reference to the purchase price payable in connection with such Exit Event, multiplied by the Discount Rate; Fully Diluted means the total aggregate number of Ordinary Shares in the capital of the Company which would be on issue assuming all securities issued by the Company were exercised or converted in accordance with their terms, but excluding: this instrument; any other Safe financing instrument; or any convertible notes; IPO means an initial public offering of Shares (or shares in the Company’s holding company) in conjunction with a listing or quotation of Shares (or shares in the Company’s holding company) on a recognised stock exchange; Insolvency Event means the occurrence of any one or more of the following events in relation to any person: an application is made to a court for an order that it be wound up, declared bankrupt or that a provisional liquidator or receiver or receiver and manager be appointed, and the application is not withdrawn, struck out or dismissed within 21 days of being made; a liquidator or provisional liquidator is appointed; an administrator or a controller is appointed to any of its assets; it enters into an arrangement or composition with one or more of its creditors, or an assignment for the benefit of one or more of its creditors; it proposes a winding-up or dissolution or reorganisation, moratorium, deed of company arrangement or other administration involving one or more of its creditors: it is insolvent as disclosed in its accounts, or otherwise states that it is insolvent, or it is presumed to be insolvent under an applicable Law; it becomes an insolvent under administration or action is taken which could result in that event; it is taken to have failed to comply with a statutory demand as a result of section 459F(1) of the Corporations Act; a notice is issued under sections 601AA or 601AB of the Corporations Act; a writ of execution is levied against it or a material part of its property; or anything occurs under the law of any jurisdiction which has a substantially similar effect to any of the above clauses of this definition; Ordinary Share means an ordinary share in the capital of the Company;

Examples of Exit Event Price in a sentence

  • Unless the Committee shall otherwise determine in the manner set forth in Section 5(b), in the event of an Exit Event, each outstanding Service Option (regardless of whether such Service Options are at such time otherwise exercisable) and each outstanding Exit Option exercisable pursuant to Section 2(b) shall be canceled in exchange for a payment in cash of an amount equal to the excess, if any, of the Exit Event Price over the Option Price.

  • Unless the Committee shall otherwise determine in the manner set forth in Section 5(b), in the event of an Exit Event, each outstanding Option shall be cancelled in exchange for a payment in cash of an amount equal to the excess, if any, of the Exit Event Price over the Option Price.

  • If this Warrant becomes exercisable as a result of a Qualifying Exit Event, proper provision shall be made so that, upon the basis and the terms and in the manner provided in this Warrant, the Holder, upon the exercise hereof at any time during the Exercise Period, shall be entitled to receive a number of Underlying Securities equal to the quotient obtained by dividing (a) the Warrant Value by (b)(i) the Applicable Exit Event Price minus (ii) the Exercise Price Per Share.

  • Unless the Committee shall otherwise determine in the manner set forth in Section 5(b), in the event of an Exit Event, each outstanding Option shall be canceled in exchange for a payment in cash of an amount equal to the excess, if any, of the Exit Event Price over the Option Price.

Related to Exit Event Price

  • Exit Event means a transaction or a combination or series of transactions (other than an Initial Public Offering) resulting in:

  • Value Adjustment Event means, with respect to any Loan Asset, the occurrence of any one or more of the following events after the related Cut-Off Date:

  • Replacement Price Section 1.51 is amended by (i) adding the phrase “for delivery” immediately before the phrase “at the Delivery Point” in the second line and (ii) deleting the phrase “at Buyer’s option” from the fifth line and replacing it with the phrase “absent a purchase”.

  • Exchange Price means as of any date, $1,000, divided by the Exchange Rate as of such date.

  • Index Adjustment Event means, in respect of the Index, an Administrator/Benchmark Event, an Index Cancellation, an Index Disruption or an Index Modification.