Deferred Consideration definition

Deferred Consideration shall have the meaning ascribed to such term in Section 4(d).

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Deferred Consideration shall have the meaning set forth in Clause 6.4.

Deferred Consideration has the meaning set forth in Section 2.02(a).

Examples of Deferred Consideration in a sentence

Seller understands that nothing in this Agreement or any other materials presented by or on behalf of Buyer or Parent to Seller in connection with its decision to receive any Deferred Consideration Shares and Earnout Stock constitutes legal, tax or investment advice.
For the avoidance of doubt, Parent shall have no obligation to register, and Seller shall have no Registration Rights with respect to, any Deferred Consideration Shares if, upon issuance to Seller, such shares are eligible for resale pursuant to Rule 144 without volume or manner-of-sale restrictions.
Seller has consulted such legal, tax and investment advisors as it, in its sole discretion, has deemed necessary or appropriate in connection with its decision to receive any Deferred Consideration Shares and Earnout Stock.
All such Parent Common Stock comprising any Deferred Consideration (if any) shall be issued by Parent to Seller in book entry form and contain or be subject to the applicable restrictive legends set forth in Exhibit D.
If, at the time any Deferred Consideration Shares are issued to Seller and such Deferred Consideration Shares are not eligible for resale pursuant to Rule 144 without volume or manner-of-sale restrictions, Parent shall use its commercially reasonable efforts to register such Deferred Consideration Shares for resale under the Securities Act (the “Registration Rights”) as soon as reasonably practicable.

More Definitions of Deferred Consideration

Deferred Consideration has the meaning given to it in Clause 3.1.5;

Deferred Consideration has the meaning set forth in Section 4.3

Deferred Consideration means the amount of £17,824,000 which shall be paid on terms to be agreed between the Purchaser and the Seller;

Deferred Consideration means the amount of additional consideration payable (if any) for the Shares and the Irish Shares pursuant to schedule 10 of the Share Purchase Agreement;

Deferred Consideration means $10,000,000, payable in Exchangeable Shares; provided that in the event the Recurring Revenue recognized during the Deferred Consideration Period is less than $9,000,000, the Deferred Consideration amount of $10,000,000 shall be reduced by an amount equal to the product of $6.67 multiplied by the difference between $9,000,000 and the amount of Recurring Revenue realized during the Deferred Consideration Period (up to a maximum reduction of $10,000,000), all as calculated in the Deferred Consideration Statement finally determined in accordance with the Arrangement Agreement;

Deferred Consideration means the consideration (which shall be in addition to the Mortgage Loan Purchase Price) due and payable to the Mortgage Loan Seller pursuant to the Mortgage Loan Sale Agreement in respect of the Mortgage Loan Portfolio, which shall be an amount equal to the net income of the Issuer calculated on each Interest Payment Date in accordance with Irish GAAP after deduction of (i) the items described in Paragraphs (a) to (r) (inclusive) of the Pre- Enforcement Interest Payments Priorities (other than the Issuer Transaction Fee) on each Interest Payment Date; or (ii) the items described in (a) to (m) (inclusive) of the Post-Enforcement Payments Priorities (as applicable).

Deferred Consideration shall have the meaning set forth in Section 2.7(a).

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