Value of Parent Common Stock Sample Clauses

The 'Value of Parent Common Stock' clause defines how the worth of the parent company's common shares is determined for the purposes of a transaction or agreement. Typically, this clause specifies the method for calculating the stock's value, such as using an average closing price over a set period or referencing a particular market date. This ensures that all parties have a clear, objective basis for valuing shares involved in exchanges, payments, or conversions, thereby reducing disputes and providing transparency in financial arrangements.
Value of Parent Common Stock. For purposes of the indemnification obligations described in Article VI hereof, the parties hereto agree that the Parent Common Stock shall be deemed to have a value determined using the weighted average price as reported on the website of the American Stock Exchange for the ten (10) trading days preceding the date on which a claim for indemnification is made, and Parent Stock Warrants issued in the Merger shall be deemed to have a value per share equal to the value per share determined in accordance with Section 1.03.
Value of Parent Common Stock. For purposes of calculating the number of shares of Parent Common Stock to be issued as part of the Purchase Price, the value of each share of Parent Common Stock to be issued to the Sellers under the terms of this Agreement (“Value per Share”) shall be deemed to be the lower of $3.75 per share (which gives effect to the reverse 3:1 split of the Parent Common Stock which occurred on February 8, 2007), adjusted proportionately for any stock splits or stock dividends (but excluding other changes in capitalization resulting from the issuance of additional shares of Parent in financing transactions) of Parent occurring prior to the date of issuance of any such shares, and the weighted average closing price per share of the Parent Common Stock in the principal market on which such shares are listed for trading, for the ten trading days immediately preceding the date on which such shares are issued to the Sellers; provided, however, that in the event the Company receives excess net profit from third-party work in an amount which is less than $1,300,000 as described in Section 2.5 of this Agreement, then the value of any shares of Parent Common Stock issued or to be issued to the Sellers pursuant to Stage 3 of the Contemplated Transaction shall be equal to an amount which results in the total Purchase Price being equal to $5.5 million, after giving effect to all other consideration previously issued or issuable to the Sellers.
Value of Parent Common Stock. 12 2.9 Consequence of failure by Buyer or Parent 13 2.1 Consequences of failure by Sellers or Company 13 2.11 Resignations of Directors; Appointment of New Board of the Company 14 2.12 No Assignees 14 3. LOAN FROM THE COMPANY TO BUYER 15 4. COMMERCIAL RATES FOR DEVELOPMENT 15 5. DISCLAIMER OF PREVIOUS REPRESENTATIONS ETC. 16
Value of Parent Common Stock. The price used to ---------------------------- determine the value of the Parent Common Stock as part of the Total Consideration shall be the same for each shareholder of each company that will be acquired by the Parent at the IPO.
Value of Parent Common Stock. “Value of Parent Common Stock” shall mean, with respect to the date upon which it is being calculated, the average reported closing price for a share of Parent Common Stock on the NASDAQ National Market for the period of ten (10) trading days preceding and ending three (3) trading days prior to such date.
Value of Parent Common Stock. For purposes of the indemnification obligations described in Article VI hereof, the parties hereto agree that the Parent Common Stock and Parent Stock Warrants issued in the Merger shall be deemed to have a value per share equal to the value per share determined in accordance with Section 1.03.

Related to Value of Parent Common Stock

  • Parent Common Stock At and after the Effective Time, each share of Parent Common Stock issued and outstanding immediately prior to the Effective Time shall remain an issued and outstanding share of common stock of the Surviving Corporation and shall not be affected by the Merger.

  • Merger Sub Common Stock At the Effective Time, each share of common stock, par value $0.01 per share, of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be automatically converted into one fully paid and nonassessable share of common stock, par value $0.01 per share, of the Surviving Corporation.

  • Notice of Common Stock Change Events The Company will provide notice of each Common Stock Change Event to Holders, the Trustee and the Conversion Agent no later than the Business Day after the effective date of such Common Stock Change Event.

  • Common Stock Record Date Each Person in whose name any certificate for shares of Common Stock is issued (or to whose broker’s account is credited shares of Common Stock through the DWAC system) upon the exercise of Warrants shall for all purposes be deemed to have become the holder of record for the Common Stock represented thereby on, and such certificate shall be dated, the date on which submission of the Notice of Exercise was made, provided that the Warrant Certificate evidencing such Warrant is duly surrendered (but only if required herein) and payment of the Exercise Price (and any applicable transfer taxes) is received on or prior to the Warrant Share Delivery Date; provided, however, that if the date of submission of the Notice of Exercise is a date upon which the Common Stock transfer books of the Company are closed, such Person shall be deemed to have become the record holder of such shares on, and such certificate shall be dated, the next succeeding day on which the Common Stock transfer books of the Company are open.

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