Closing Date Consideration definition

Closing Date Consideration has the meaning set forth in Section 2.2(a).
View Source
Closing Date Consideration is defined in Section 2.1(a).
View Source
Closing Date Consideration has the meaning set forth in Section 3.1.
View Source

Examples of Closing Date Consideration in a sentence

  • The aggregate merger consideration (the “Merger Consideration”) shall consist of (i) the Closing Date Consideration (the “Closing Date Consideration”) as hereafter defined, and (ii) the Earnout Payment as determined under Section 3.4 below.

  • The Seller’s maximum aggregate liability pursuant to Section 5.1(a) and Section 5.1(b) shall not exceed the total aggregate amount of the Closing Date Consideration (at the Per Share value) and, to the extent actually paid by the Buyer, any Subsequent Tranche Closing Date Consideration (at the Per Share value) and any Contingent Payments.

  • At each Subsequent Tranche Closing, the Buyer shall deliver to the Seller a certificate representing a number of shares of Buyer Common Stock equal to the applicable Subsequent Tranche Closing Date Consideration.

  • Notwithstanding the foregoing, Seller shall cause each Vested Business Employee Option that is outstanding immediately prior to the Closing and has an exercise price per Seller Share that is equal to or greater than the Vested Per Share Portion of the Distributable Closing Date Consideration will be cancelled and terminated immediately prior to the Closing without consideration therefor.

  • The Buyer Indemnified Parties will not be entitled to be indemnified pursuant to this ‎Section 10.1 for any liability or Indebtedness to the extent such Buyer Indemnified Party was compensated for such liability or Indebtedness in the calculations of Closing Date Net Indebtedness or Closing Date Net Working Capital used to determine the Closing Date Consideration.


More Definitions of Closing Date Consideration

Closing Date Consideration means 32,308,347 newly issued shares of Buyer Common Stock.
View Source
Closing Date Consideration means (i) the Estimated Purchase Price, minus (ii) the Escrow Amount, minus (iii) to the extent applicable, the Hold Back Escrow Amount.
View Source
Closing Date Consideration means an amount equal to (a) the Closing Cash Consideration, minus (b) the Closing Indebtedness, and minus (c) the Transaction Expenses.
View Source
Closing Date Consideration has the meaning set out in Section 2.5(d);
View Source
Closing Date Consideration means a non-refundable payment of Three Million Five Hundred Thousand U.S. Dollars ($3,500,000).
View Source
Closing Date Consideration has the meaning specified in the Plan of Arrangement.
View Source
Closing Date Consideration means (i) the Purchase Price, minus (ii) the amount of Estimated Indebtedness, plus (iii) the amount (if any) by which Estimated Cash exceeds the Target Cash Amount, minus (iv) the amount (if any) by which the Target Cash Amount exceeds Estimated Cash.
View Source