Payment of Share Consideration. The Purchaser will, following receipt by the Company of the Final Order and prior to the Effective Time, deposit in escrow with the Depositary (the terms and conditions of such escrow to be satisfactory to the Parties, acting reasonably) sufficient Consideration Shares to satisfy the aggregate Share Consideration payable to Company Shareholders pursuant to the Plan of Arrangement.
Payment of Share Consideration. The Purchaser will, following receipt by CRH of the Final Order and in any event prior to or at the Effective Time, deposit, or cause to be deposited, in escrow with the Depositary sufficient funds to satisfy the Share Consideration payable to the CRH Shareholders pursuant to the Plan of Arrangement (other than CRH Shareholders exercising Dissent Rights and who have not withdrawn their notice of objection).
Payment of Share Consideration. (a) Prior to the Closing, the Parties will prepare a schedule setting forth the number of Xxxxxx Common Shares to be issued to each holder of CCG Shares in connection with the Merger. At the Closing, Xxxxxx shall give irrevocable instructions to American Stock Transfer and Trust Company (the "Exchange Agent"), subject to surrender to Xxxxxx of CCG Share Certificates for cancellation, to issue a certificate representing that number of whole Xxxxxx Common Shares represented by such CCG Share Certificate determined pursuant to 4.1 and, if applicable, a check representing the cash consideration to which such holder may be entitled pursuant to Section 4.3 on account of a fractional share of Xxxxxx Common Shares. Until surrendered as contemplated by this Section 4.2, each CCG Share Certificate shall be deemed at any time after the Effective Time to represent only the right to receive upon such surrender the certificate representing Xxxxxx Common Shares and cash in lieu of any fractional Xxxxxx Common Shares as contemplated by this Article 4. Upon surrender to Xxxxxx of CCG Share Certificates by holders of CCG Shares for cancellation, together with any other required documents, each such holder shall receive the Xxxxxx Common Shares issuable in the Merger, less the Xxxxxx Common Shares to be placed in escrow as provided in Sections 4.6 and 11.7.
(b) All Xxxxxx Common Shares issued upon the surrender for exchange of CCG Shares in accordance with the terms hereof (including any cash paid pursuant to Section 4.3) shall be deemed to have been issued in full satisfaction of all rights pertaining to such CCG Shares, and there shall be no further registration of transfers on the stock transfer books of the Surviving Corporation of CCG Shares which were outstanding immediately prior to the Effective Time. If, after the Effective Time, CCG Share Certificates are presented to the Surviving Corporation for any reason, they shall be canceled and exchanged as provided in this Article 4.
Payment of Share Consideration. Against compliance with the provision of Clause 6.2, the Purchaser shall pay, on the Completion Date and in the manner specified in Clause 3.4, to the Vendor the Share Consideration.
Payment of Share Consideration. At or promptly following the Closing, ------------------------------ upon surrender to Xxxxxx of the Xxxxxx Share Certificates by the Stockholders for cancellation, together with any other required documents, the Stockholders shall receive the Xxxxxx Common Shares issuable in the Merger, less the shares to be placed in escrow as provided in Section 11.7.
Payment of Share Consideration. 9 4.3 Fractional NNN Common Shares . . . . . . . . . . . . . . . . . . . . 10 4.4 Transfer of Advisor Common Shares . . . . . . . . . . . . . . . . . 10 ARTICLE 5
Payment of Share Consideration. At the Closing, upon surrender to NNN of the Advisor Common Share Certificates by the Stockholders and the minority stockholders of the Advisor (the "Minority Stockholders") for cancellation, together with any other required documents, the Stockholders and the Minority Stockholders shall receive NNN Common Shares, pro rata based on their relative equity interests in the Advisor as of the Closing Date, representing 10% of the Share Consideration to be issued in the Merger and the Advisor Common Share Certificates so surrendered shall forthwith be canceled. The balance of the Share Consideration (the "Share Balance") will, subject to this Section 4.2, be issued within 90 days after the end of each Payment Period (up to a maximum of 20 Payment Periods) beginning the first full Payment Period following the Closing Date. For the purposes of this Section 4.2, a "Payment Period" shall mean any of the following three month periods: (i) the period beginning on January 2 and ending on April 1; (ii) the period beginning on April 2 and ending on July 1; (iii) the period beginning on July 2 and ending on October 1; and (iv) the period beginning on October 2 and ending on January 1. Within 90 days after the end of a Payment Period, the number of NNN Common Shares to be issued by NNN to the Stockholders and the Minority Stockholders out of the Share Balance will equal the product obtained by multiplying (i) the Share Balance by (ii) a fraction, the numerator of which is the total cost (in accordance with GAAP) of Completed New Acquisitions (as defined below) and Completed Development Projects (as defined below) occurring during the Payment Period (with the aggregate amounts less $45,000,000 over all Payment Periods for such purposes not to exceed $405,000,000) and the denominator of which is $405,000,000; provided, however, that for the purposes of this calculation, the first $45,000,000 of Completed New Acquisitions and Completed
Payment of Share Consideration. (a) At the Closing, upon surrender to APF of the Financial Common Share Certificates by the Principal Stockholders and the Financial Minority Stockholders for cancellation, together with any other required documents, the Principal Stockholders and the Financial Minority Stockholders shall receive an aggregate of 2,350,000 APF Common Shares (1,175,000 if the Reverse Split occurs prior to the Closing), pro rata based on their relative equity interests in CNL Financial as of the Closing Date, representing 100% of the Share Consideration to be issued in the Financial Merger and the Financial Common Share Certificates and so surrendered shall forthwith be canceled.
(b) At the Closing, upon surrender to APF of the Services Common Share Certificates by the Principal Stockholders and the Services Minority Stockholders for cancellation, together with any other required documents, the Principal Stockholders and the Services Minority Stockholders shall receive an aggregate of 2,350,000 APF Common Shares (1,175,000 if the Reverse Split occurs prior to the Closing), pro rata based on their relative equity interests in CNL Services as of the Closing Date, representing 100% of the Share Consideration to be issued in the Services Merger and Services Common Share Certificates so surrendered shall forthwith be canceled.
Payment of Share Consideration. The Parties agree, that in deviation from the process set out in Section 7.1.2 of the SPA, the Share Consideration has been paid directly by Purchaser to Seller by way of a shortened payment made to Seller by Parent on Purchaser’s behalf (Zahlung im abgekürzten Zahlungsweg) in lieu of the payment of the 20% Base Purchase Price Receivable by Purchaser and the contribution thereof by Seller to Parent. The Parties agree that Xxxxxx's contribution of the Base Purchase Price Receivable and the payment of the Share Consideration was duly performed by such shortened payment.
Payment of Share Consideration. At the Closing, upon surrender to ------------------------------ APF of the Advisor Common Share Certificates by the Stockholders and the Minority Stockholders for cancellation, together with any other required documents, the Stockholders and the Minority Stockholders shall receive an aggregate of 100% APF Common Shares, pro rata based on their relative equity interests in the Advisor as of the Closing Date, representing 100% of the Share Consideration to be issued in the Merger and the Advisor Common Share Certificates so surrendered shall forthwith be cancelled.
