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.
e. The Second Purchase Agreement attached to this Amendment is hereby added to the Agreement as Exhibit F.
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. 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. During the Term, the Officers' Co. shall be entitled to be considered for the receipt of additional cash consideration at the end of each calendar year, based on the performance of (i) the Company and (ii) the Executive Management Parties under this Agreement, which shall be determined by the Board in its sole discretion ("Additional Consideration"). The target for the Additional Consideration is 100% of the amount of the Officers' Co.'s Base Cash Consideration (the "Additional Consideration Target") paid for the period; provided, however, that a decision by the Board made in good faith (i) to pay Additional Consideration to the Officers' Co. in an amount less than the Additional Consideration Target or (ii) to pay no Additional Consideration to the Officers' Co. shall not constitute a breach of this Agreement by the Company.
Additional Cash Consideration. If any additional Cash Consideration and/or Note Consideration is earned and is payable to the stockholders of Target pursuant to the Restructuring Agreement then the Acquiror shall after such additional Cash Consideration and/or Note Consideration is earned pursuant to the terms of the Restructuring Agreement, make available to the Exchange Agent such additional Cash Consideration and/or Note Consideration and the Exchange Agent shall thereafter pay to the holders of Target Common Stock, Target Options and Target Warrants such additional Cash Consideration and/or Note Consideration in accordance with the formula set forth on Exhibit C, based on, among other things, the total number of Target Common Stock, Target Options and Target Warrants held by such holder and in the case of Target Options and Target Warrants, the exercise price thereof; provided that any additional Note Consideration shall only be payable to the Major Stockholders.
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 Investment Adviser shall pay or cause to be paid, in a manner comparable to the provisions set forth in Section 2.3, to such holders an aggregate amount in cash equal to $5,000,000 (the “Additional Cash Consideration”).
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.
