Additional Cash Consideration. In addition to the consideration payable to Executive as a result of the Merger and pursuant to the transactions contemplated by the Merger Agreement, Ameris agrees to pay Executive the sum of $171,000.00 within one (1) business day following the date hereof.
Additional Cash Consideration. In connection with the transactions contemplated hereby, as additional consideration to the holders of shares of Company Common Stock that are issued and outstanding immediately prior to the Effective Time (excluding any Cancelled Shares), the Parent External Adviser shall pay or cause to be paid, on the terms and subject to the conditions set forth in Section 2.2, to such holders an aggregate amount in cash equal to $2,150,000 (the “Additional Cash Consideration”).
Additional Cash Consideration. As partial consideration for the grant of the Option by NEOMED to Artelo and the supply of the Technology Transfer Materials, Artelo shall make an investment of no less than [***], which shall be used by Artelo exclusively for the synthesis of the Compound to be used for clinical studies.
Additional Cash Consideration. In addition to the consideration payable to Executive as a result of the Merger and pursuant to the transactions contemplated by the Merger Agreement, Ameris agrees to pay to Executive equal installment payments, in accordance with Ameris’s normal payroll procedures, which are in the aggregate equal to $605,000, less any withholding taxes and other deductions or withholdings required by Applicable Law, which installments shall begin within thirty (30) days after the Effective Time and continue for a period of eighteen (18) months (the “Additional Cash Consideration”); provided, however, that if Executive engages in any conduct or takes any action prohibited under Section 2 or Section 3 hereof, then, in addition to any other remedies available to Ameris hereunder or at law or in equity, Ameris may immediately terminate, and shall not be required to make, any subsequent payments of the Additional Cash Consideration.
Additional Cash Consideration. Notwithstanding anything to the contrary set forth in this Agreement, if the Merger is not consummated on or before August 20, 1999, GLB shall pay to the holders of Maple Leaf Common Stock, the 1996 Warrants and the 1991 Warrants an aggregate additional cash consideration in respect of the shares of Maple Leaf Common Stock, 1996 Warrants and 1991 Warrants held immediately prior to the Merger, in an amount equal to the net income of Maple Leaf for the period from August 20, 1999 to the date on which the Merger becomes effective (the "Additional Merger Cash Consideration"). The aggregate Additional Merger Cash Consideration payable to the holders of Maple Leaf Common Stock, 1996 Warrants and 1991 Warrants pursuant to this Section 2.2 shall be the sum of (i) the net income of Maple Leaf for each whole month between August 20, 1999 and the date upon which the Merger becomes effective, plus (ii) a proportionate amount of the monthly net income of Maple Leaf for any period between August 20, 1999 and the date upon which the Merger becomes effective which is less than a whole month. In the event that Additional Merger Cash Consideration is payable to the holders of Maple Leaf Common Stock, the 1996 Warrants and the 1991 Warrants, the aggregate Additional Merger Cash Consideration shall be divided among and paid to the holders of Maple Leaf Common Stock, the holders of 1996 Warrants and the holders of 1991 Warrants in the same proportions as the Merger Consideration is divided among the holders of Maple Leaf Common Stock, the 1996 Warrants and the 1991 Warrants pursuant to a schedule to be approved by GLB and a representative designated by Maple Leaf. Maple Leaf shall conduct its business in the ordinary course, consistent with the covenants in Article 5 hereof, and shall prepare its monthly financial statements in accordance with generally accepted accounting principles applied on a consistent basis. Computation of monthly net income for purposes of this Section 2.2 shall be exclusive of unusual or extraordinary charges and income items that are within Maple Leaf's or Geauga Savings Bank's control, and shall be exclusive of (i) the fee due Tuckxx Xxxxxxx Xxxorporated described in the Maple Leaf Disclosure Letter, (ii) the payment of up to $515,367 described as severance and other payments in Exhibit 4.9(b) of the Maple Leaf Disclosure Letter, and (iii) legal and accounting fees that are charged to Maple Leaf and that relate to the Merger or other transactions con...
Additional Cash Consideration. (a) In addition to the consideration payable to Executive as a result of the Merger and pursuant to the transactions contemplated by the Merger Agreement, Ameris agrees to pay Executive the sum of Three Hundred Fifty Thousand and No/100 Dollars ($350,000.00) on each of (i) the first business day following the date hereof, (ii) the one (1) year anniversary of the date hereof and (iii) the two (2) year anniversary of the date hereof (the “Additional Cash Consideration”).
Additional Cash Consideration. If each of Mark Stellini, Richard Roux and Jay Foggy is either (a) employed bx xxx Xxxxxxxer, xx xxx xxxiliatxx, throughout the period of 12 months following the Closing Date, or (b) not so employed if (i) such employment is terminated by the Purchaser other than for "cause" (as such term is defined in such individual's Employment Agreement) or (ii) by such individual for "good reason" (as such term is defined in such individual's Employment Agreement), then, the Purchaser shall pay the Additional Cash Consideration to the Shareholders in accordance with Section 3.1(a).
Additional Cash Consideration. Acquirer shall pay to each of the Selling Shareholders one-half of the Selling Shareholders' Pro Rata Share of the Additional Cash Consideration not later than sixty (60) days after the two (2) year anniversary of the Closing Date with respect to each Senior Executive associated with such Selling Shareholder for such Senior Executives employed by or otherwise providing services to, Acquirer on the two (2) year anniversary of the Closing Date, or if any such Senior Executives are not so employedand Acquirer terminated such Senior Executive's employment without Cause or by mutual agreement with the affected Senior Executive or on account of such Senior Executive's death or disability, Acquirer shall make such payment not later than sixty (60) days after the two (2) year anniversary of the Closing Date, or unless otherwise mutually agreed between Acquirer and the affected Senior Executive.
Additional Cash Consideration. Subject to Section 7.8, if any of the warrants to purchase Buyer Common Stock issued and outstanding as of the date hereof and listed in Exhibit B that provide for an exercise price of $0.75 or $0.90 per share are timely exercised, for cash, in accordance with the terms of such warrants, Buyer shall pay to Seller twenty percent (20%) of the net cash proceeds received by the Company from such exercises, promptly after the receipt of the cash exercise price related thereto, and if any of the warrants to purchase Buyer Common Stock issued and outstanding as of the date hereof and listed in Exhibit B that provide for an exercise price of $1.00 per share are timely exercised, for cash, in accordance with the terms of such warrants, Buyer shall pay to Seller forty five percent (45%) of the net cash proceeds received by the Company from such exercises, promptly after the receipt of the cash exercise price related thereto (collectively, the “Additional Cash Consideration”).
Additional Cash Consideration. No later than January 31, 2010, Trintech, Inc. shall disburse to each Senior Preferred Shareholder that has delivered the Shareholder Deliverables such Senior Preferred Shareholder’s portion of the Additional Cash Consideration, if any, pursuant to Section 2.1.2(b). For a period of 60 days after such disbursement the Shareholders’ Representative shall have the right at any time during the Company’s normal business hours, upon two business days prior written notice, to examine such books and records of the Company as are necessary to verify the amount of Additional Cash Consideration disbursed to one or more of the Senior Preferred Shareholders.
