Win State Payment Date

Win State Payment Date. Means (i) with respect to any Win State Payment arising as a result of the Trading Price Trigger Date, the later of (x) ninety (90) business days following such Trading Price Trigger Date, and (y) the first anniversary of the Initial Public Offering (plus, in the case of each of clauses (x) and (y), a 90-day grace period at the Company's option if the Company is contemplating capital market transactions during the grace period such as a secondary offering), and (ii) with respect to any Win... State Payment arising as a result of a Company Sale Trigger Date, the earlier of (x) the date on which any proceeds from the Company Sale are paid or distributed to any stockholder, and (y) the date that is ninety (90) days after the Company Sale Trigger Date; provided, that in the case of each of clauses (i) and (ii) above, in the event that at the time the relevant Trigger Date occurs the Applicable Company Party is actively considering (provided such consideration results in substantive discussions within ten (10) business days), or is actively involved in substantive discussions for, a financing or a Company Sale, then the Win State Payment Date shall be the later of (x) the date determined pursuant to clause (i) above, (y) the 30th day after the date the discussions with respect to such financing or Company Sale are terminated, and (z) the closing date of such financing or Company Sale. View More