Transfer of Consideration Sample Clauses

Transfer of Consideration. The Consideration may not be assigned or transferred except to a person who executes a written agreement with Zenascent containing restrictions in form and substance identical to those of Paragraph 2 hereof. Any such assignment or transfer in violation of this Paragraph 3 shall be null and void.
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Transfer of Consideration. 6.1. Our Products can be purchased with funds that have been previously deposited in the current account with Solarisbank AG. We may, at our own discretion, also provide for payment by credit card or other payment methods. In this case, the payment will be processed by third party service providers. Special conditions are applicable.
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Transfer of Consideration. Notwithstanding any other term of this agreement, the Parties shall have 45 (forty-five) days from the day that shall be effective date of the increase in Grantee’s authorized shares of common stock to transfer their consideration as more particularly provided herein, If either Party shall fail to transfer its consideration as provided herein on or before such date, then the other Party, at its sole option, may declare this agreement to be rescinded by giving written notice of same as provided in Section 3.1 above and upon receipt or deemed receipt of said notice, that Party shall be forthwith be entitled to a return of any consideration which it has transferred to the other party under this agreement.
Sample 1
Transfer of Consideration. Subject to the terms and conditions hereof, in exchange for the Contribution, the Contributee hereby issues and transfers to the Contributor, and the Contributor hereby accepts, 3,172,407 shares of SPINCO Common Stock (the “Stock Consideration”), and the Contributee shall pay the Contributor the Cash Proceeds substantially concurrently with or shortly after the Distribution.
Sample 1
Transfer of Consideration. 73 3. Governance of the Settlement Facility.................. 73 a. MDL 926 Court.................................... 73 b.
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Transfer of Consideration. At Closing, the Reorganized Debtor will deliver the Funding Payment Agreement to the Claims Administrator of the Settlement Facility. Any payment due thereunder shall be delivered to the Depository Trust. The Funding Payment Agreement evidences the obligation of the Reorganized Debtor to make payments to or on behalf of the Settlement Facility and the Litigation Facility after the Effective Date and is more fully discussed below. 3.
Sample 1
Transfer of Consideration. 9 2.1 Consideration................................................9 2.2 Transfer of Assets..........................................10
Sample 1
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Transfer of Consideration. Upon Closing, Radware will transfer $7,100,000 to V-Secure, $400,000 to an escrow account to be used for payment of incentive bonuses to the Radware Employees, in accordance with the terms and conditions of section 7.4 above, the Warrants, and $900,000 to an escrow account to secure V-Secure’s indemnity obligations in accordance with sections 9 and 10.2. herein and Schedule 8.3(h) herein, to be used in accordance with the Escrow Agreement. Additional amounts will be transferred to the Escrow Account to secure V-Secure’s indemnity obligations in accordance with Sections 9 and 10.2 and Schedule 8.3(h) herein (in accordance with the terms of the Escrow Agreement), in accordance with the terms of Section 4. For the avoidance of doubt, the above cash consideration totaling $8,400,000 is in addition to the aggregate advance payments of $600,000 paid prior to signing this Agreement and pursuant to section 4 herein.
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Transfer of Consideration 
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Related to Transfer of Consideration

  • Allocation of Consideration (i) Subject to Subsection 2.2(d)(ii), the aggregate consideration payable to the Participating Investors and the selling Key Holder shall be allocated based on the number of shares of Capital Stock sold to the Prospective Transferee by each Participating Investor and the selling Key Holder as provided in Subsection 2.2(b), provided that if a Participating Investor wishes to sell Preferred Stock, the price set forth in the Proposed Transfer Notice shall be appropriately adjusted based on the conversion ratio of the Preferred Stock into Common Stock.

  • Determination of Consideration For purposes of this Subsection 4.4, the consideration received by the Corporation for the issue of any Additional Shares of Common Stock shall be computed as follows:

  • Payment of Consideration The Consideration shall be paid to the Contributor in the following manner:

  • Computation of Consideration To the extent that any Additional Shares of Common Stock or any Common Stock Equivalents (or any warrants or other rights therefor) shall be issued for cash consideration, the consideration received by the Issuer therefor shall be the amount of the cash received by the Issuer therefor, or, if such Additional Shares of Common Stock or Common Stock Equivalents are offered by the Issuer for subscription, the subscription price, or, if such Additional Shares of Common Stock or Common Stock Equivalents are sold to underwriters or dealers for public offering without a subscription offering, the initial public offering price (in any such case subtracting any amounts paid or receivable for accrued interest or accrued dividends and without taking into account any compensation, discounts or expenses paid or incurred by the Issuer for and in the underwriting of, or otherwise in connection with, the issuance thereof). In connection with any merger or consolidation in which the Issuer is the surviving corporation (other than any consolidation or merger in which the previously outstanding shares of Common Stock of the Issuer shall be changed to or exchanged for the stock or other securities of another corporation), the amount of consideration therefore shall be, deemed to be the fair value of such portion of the assets and business of the nonsurviving corporation as the Board may determine to be attributable to such shares of Common Stock or Common Stock Equivalents, as the case may be. Such determination of the fair value of such consideration shall be made by an Independent Appraiser. The consideration for any Additional Shares of Common Stock issuable pursuant to the terms of any Common Stock Equivalents shall be the consideration received by the Issuer for issuing such Common Stock Equivalents, plus the additional consideration, if any, payable to the Issuer upon the exercise of the right of conversion or exchange in such Common Stock Equivalents. In the event of any consolidation or merger of the Issuer in which the Issuer is not the surviving corporation or in which the previously outstanding shares of Common Stock of the Issuer shall be changed into or exchanged for the stock or other securities of another corporation, or in the event of any sale of all or substantially all of the assets of the Issuer for stock or other securities of any corporation, the Issuer shall be deemed to have issued a number of shares of its Common Stock for stock or securities or other property of the other corporation computed on the basis of the actual exchange ratio on which the transaction was predicated, and for a consideration equal to the fair market value on the date of such transaction of all such stock or securities or other property of the other corporation. In the event any consideration received by the Issuer for any securities consists of property other than cash, the fair market value thereof at the time of issuance or as otherwise applicable shall be as determined in good faith by the Board. In the event Common Stock is issued with other shares or securities or other assets of the Issuer for consideration which covers both, the consideration computed as provided in this Section 4(f)(i) shall be allocated among such securities and assets as determined in good faith by the Board.

  • Adjustment of Consideration Notwithstanding any restriction or any other matter in this Agreement to the contrary, if, between the date of this Agreement and the Effective Time, the issued and outstanding Purchaser Shares shall have been changed into a different number of shares by reason of any split, consolidation or stock dividend of the issued and outstanding Purchaser Shares or similar event, then the Consideration to be paid per Company Share shall be appropriately adjusted to provide to Company Shareholders the same economic effect as contemplated by this Agreement and the Arrangement prior to such action and as so adjusted shall, from and after the date of such event, be the Consideration to be paid per Company Share.

  • Transfer of Common Stock The Common Stock to be delivered hereunder, or any interest therein, may be sold, assigned, pledged, hypothecated, encumbered, or transferred or disposed of in any other manner, in whole or in part, only in compliance with the terms, conditions and restrictions as set forth in the governing instruments of the Company, applicable federal and state securities laws or any other applicable laws or regulations and the terms and conditions hereof.

  • Form of Consideration The Administrator will determine the acceptable form of consideration for exercising an Option, including the method of payment. In the case of an Incentive Stock Option, the Administrator will determine the acceptable form of consideration at the time of grant. To the extent permitted by Applicable Laws, consideration may consist entirely of:

  • Calculation of Consideration Received If any Common Stock, Options or Convertible Securities are issued, granted or sold for cash, the consideration received therefor for purposes of this Warrant will be the amount received by the Company therefor, before deduction of reasonable commissions, underwriting discounts or allowances or other reasonable expenses paid or incurred by the Company in connection with such issuance, grant or sale. In case any Common Stock, Options or Convertible Securities are issued or sold for a consideration part or all of which shall be other than cash, the amount of the consideration other than cash received by the Company will be the fair value of such consideration, except where such consideration consists of securities, in which case the amount of consideration received by the Company will be the Market Price thereof as of the date of receipt. In case any Common Stock, Options or Convertible Securities are issued in connection with any acquisition, merger or consolidation in which the Company is the surviving corporation, the amount of consideration therefor will be deemed to be the fair value of such portion of the net assets and business of the non-surviving corporation as is attributable to such Common Stock, Options or Convertible Securities, as the case may be. The fair value of any consideration other than cash or securities will be determined in good faith by the Board of Directors of the Company.

  • No Transfer of Shares Each of the Selling Shareholders, directly or indirectly, has not entered into any commitment, transaction or other arrangement, including any prepaid forward contract, 10b5-1 plan or similar agreement, which transfers or may transfer any of the legal or beneficial ownership or any of the economic consequences of ownership of the Selling Shareholder Shares to be sold by such Selling Shareholder hereunder, except as has been previously disclosed in writing to the Underwriter.

  • Delivery of Consideration 6 3.1 Stockholders' Consideration. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 3.2 Stockholders' Deliveries. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6

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