Aggregate Put Amount definition

Aggregate Put Amount has the meaning set forth in Section 9(a)(ii).
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Aggregate Put Amount means that amount of Shares, which when multiplied by the Fair Market Value applicable to such Shares on the Exercise Date, yields a payment from the Company to the Purchaser in an amount that will be sufficient for him to satisfy the following obligations: (A) the outstanding principal and accrued interest on any promissory note used to purchase the Shares from the Company and (B) any federal, state or local taxes payable by the Purchaser as a result of any amount paid to Purchaser pursuant to clause (A) or clause (B) of this sentence.
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Examples of Aggregate Put Amount in a sentence

  • The portion of the Aggregate Put Amount payable to each holder shall be reduced by an amount equal to the product of (1) the number of Warrants of such holder and (2) the Exercise Price that would have been payable had each such Warrant been exercised.

  • The Company shall maintain records showing the amount Aggregate Put Amount remaining at any given time and the date, Purchase Price and Put Shares for each Put, contained in the applicable Put Notice.

  • The Aggregate Put Amount shall be apportioned to each selling holder hereunder in accordance with the aggregate number of the Warrants and Nonpublic Warrant Shares of such holder.

  • Following an IPO of the Company, the Purchaser or any Permitted Transferee or, upon the death of either the Purchaser or any Permitted Transferee, his or her beneficiary shall be entitled to exercise the Put with respect to any Vested Share at a per Share price equal to the Fair Market Value of the Shares calculated as of the Exercise Date; provided, however, that the aggregate amount of Shares that may be put to the Company pursuant to this Section 8(b)(ii) shall not exceed the Aggregate Put Amount.

  • If the SVB Warrants are still outstanding immediately prior to the Effective Time, then the Company shall pay the holder of the SVB Warrants in cash the SVB Aggregate Put Amount and the SVB Warrants will be cancelled and extinguished as of the Effective Time.

  • In addition, this Agreement shall automatically terminate on the earlier of (i) the end of the Commitment Period; (ii) the date that the Company sells and the Investor purchases the Aggregate Put Amount; (iii) the date of any of the occurrence of any the Events of Default specified in Subsections 10(t)(vi)-10(t)(viii).

  • Prior to an IPO of the Company, the Purchaser or any Permitted Transferee or, upon the death of either the Purchaser or any Permitted Transferee, his or her beneficiary shall be entitled to exercise the Put with respect to any Vested Share at a per Share price equal to the Fair Market Value of the Shares calculated as of the Exercise Date; provided, however, that the aggregate amount of Shares that may be put to the Company pursuant to this Section 8(b)(i) shall not exceed the Aggregate Put Amount.

  • In addition, this Agreement shall automatically terminate on the earlier of (i) the end of the Commitment Period; (ii) the date that the Company sells and the Investor purchases the Aggregate Put Amount; (iii) the date of any of the occurrence of any the Events of Default realated to Bankruptcy law specified in Subsections 10(l)(vi)-10(l)(viii).

  • The aggregate purchase price payable by the Company to all holders upon any exercise of the Put Option shall be the product of (A) the aggregate number of Warrants and Nonpublic Warrant Shares and (B) the Put Price (as defined below) (such aggregate amount being the "Aggregate Put Amount").

  • Upon the satisfaction of the conditions set forth in Sections 6 and 7 (the date such conditions are first satisfied, the “Effective Date”), the Company shall have the right, but not the obligation, from time to time for a period of up to Twenty-Four (24) months from the Effective Date (the “Commitment Period”), to direct the Investor to purchase shares (“Put Shares”) of the Company’s common stock $0.0001 par value, (“Common Stock”) up to the Aggregate Put Amount pursuant to the terms set forth herein.

Related to Aggregate Put Amount

  • Aggregate Purchase Price has the meaning set forth in Section 1.1.

  • Aggregate Value means, with respect to any block of Equity Stock, the sum of the products of (i) the number of shares of each class of Equity Stock within such block multiplied by (ii) the corresponding Market Price of one share of Equity Stock of such class.

  • M&O Amount means the revenue protection payment required as part of this Agreement as set out in TEXAS EDUCATION CODE Section 48.256(d) and shall have the meaning assigned to such term in Section 4.2 of this Agreement.

  • Aggregate Invested Amount means, as of any date of determination, the sum of the Invested Amounts of all Series of Certificates issued and outstanding on such date of determination.

  • Aggregate Amount means the aggregate amount by which the resolution authority has assessed that eligible liabilities are to be written down or converted, in accordance with Article 46(1);

  • Maximum Contribution Amount shall equal the excess of (i) the aggregate proceeds received by such Holder pursuant to the sale of such Registrable Notes or Exchange Notes over (ii) the aggregate amount of damages that such Holder has otherwise been required to pay by reason of such untrue or alleged untrue statement or omission or alleged omission. No person guilty of fraudulent misrepresentation (within the meaning of Section 11(f) of the Securities Act) shall be entitled to contribution from any Person who was not guilty of such fraudulent misrepresentation. The Holders’ obligations to contribute pursuant to this Section 8(d) are several in proportion to the respective principal amount of the Registrable Securities held by each Holder hereunder and not joint. The Company’s and Subsidiary Guarantors’ obligations to contribute pursuant to this Section 8(d) are joint and several. The indemnity and contribution agreements contained in this Section 8 are in addition to any liability that the Indemnifying Parties may have to the Indemnified Parties.

  • Maximum Put Amount means the lesser of (i) Two Hundred Fifty Thousand Dollars ($250,000), or (ii) Two Hundred Fifty percent (250%) of the average of the Dollar Volume for the twenty (20) Trading Days immediately preceding the Put Date.

  • Put Amount shall have the meaning set forth in Section 2(B)(1) hereof.

  • Aggregate Outstanding Amount With respect to any of the Notes as of any date, the aggregate unpaid principal amount of such Notes Outstanding on such date.

  • Aggregate Principal Amount means, as of any date of calculation, the principal amount or Accreted Value of the Bonds referred to.

  • Aggregate Cap has the meaning set forth in Section 20.1A.

  • Aggregate Excess Funding Amount of a Non-Funding Lender shall be the aggregate amount of (A) all unpaid obligations owing by such Lender to the Agents, L/C Issuers and other Lenders under the Loan Documents, including such Lender’s share of all Revolving Loans, Letter of Credit Obligations, plus, without duplication, (B) all amounts of Letter of Credit Obligations of such Non-Funding Lender reallocated to other Lenders pursuant to subsection 1.11(e)(ii).

  • Aggregate Notional Amount means, with respect to any date of determination, an amount equal to the sum of the notional amounts or equivalent amounts of all outstanding Hedging Agreements, Replacement Hedging Agreements and Qualified Substitute Arrangements, each as of such date of determination.

  • Step-Down Amount means, with respect to any Distribution Date, the excess, if any, of (x) the Required Pro Forma Note Balance over (y) the Pro Forma Note Balance on such Distribution Date, calculated for this purpose only without deduction for any Step-Down Amount (i.e., assuming that the entire amount described in clause (x) of the definition of “Principal Distributable Amount” is distributed as principal on the Notes); provided, however, that the Step-Down Amount in no event may exceed the amount that would reduce the positive difference, if any, of (i) the Pool Balance minus (ii) the Pro Forma Note Balance, to an amount less than 0.50% of the initial aggregate principal balance of the Receivables.

  • Investment Amount means the dollar amount to be invested by Investor to purchase Put Shares with respect to any Put as notified by the Company to Investor in accordance with Section 2.2.

  • Reduction Amount has the meaning set forth in Section 2.05(b)(viii).

  • Aggregate Payments means, with respect to a Contributing Guarantor as of any date of determination, an amount equal to (1) the aggregate amount of all payments and distributions made on or before such date by such Contributing Guarantor in respect of this Guaranty (including in respect of this Section 7.2), minus (2) the aggregate amount of all payments received on or before such date by such Contributing Guarantor from the other Contributing Guarantors as contributions under this Section 7.2. The amounts payable as contributions hereunder shall be determined as of the date on which the related payment or distribution is made by the applicable Funding Guarantor. The allocation among Contributing Guarantors of their obligations as set forth in this Section 7.2 shall not be construed in any way to limit the liability of any Contributing Guarantor hereunder. Each Guarantor is a third party beneficiary to the contribution agreement set forth in this Section 7.2.

  • Payout Amount means the vested portion of the Final Amount expressed as an amount of cash equal to the Fair Market Value of the shares of Stock underlying the RSUs and related Dividend Equivalents.

  • Aggregate Revolving Commitment Amount means the aggregate principal amount of the Aggregate Revolving Commitments from time to time. On the Closing Date, the Aggregate Revolving Commitment Amount is $300,000,000.

  • Earn-Out Amount has the meaning set forth in Section 2.07(a).

  • Maximum Commitment Amount means Five Million Dollars ($5,000,000.00).

  • Aggregate Commitment Amount means, as of any date, the aggregate of all Commitment Amounts as of such date. On the Effective Date, the Aggregate Commitment Amount is $125,000,000.

  • Total Commitment Amount means, at any particular time, the aggregate of the Individual Commitments of all of the Lenders at such time.

  • Aggregate Note Balance NOTE RATE: [___]% (Subject to $________________________________ Available Funds Rate) INITIAL NOTE BALANCE OF THIS BOND: BOND NO. 1 $________________________________ PERCENTAGE INTEREST: 100% CUSIP NO. [ ] Origen Manufactured Housing Contract Trust 2004-B (the "Issuer"), a Delaware statutory trust, for value received, hereby promises to pay to Cede & Co. or registered assigns, the principal sum of ($ ________________) in monthly installments on the fifteenth day of each month or, if such day is not a Business Day, the next succeeding Business Day (each a "Payment Date"), commencing in October 2004 and ending on or before the Payment Date occurring on the Final Stated Maturity Date and to pay interest on the Note Balance of this Note (this "Note") outstanding from time to time as provided below. This Note is one of a duly authorized issue of the Origen Manufactured Housing Contract Trust Collateralized Notes, Series 2004-B (the "Notes"), issued under an Indenture dated as of September 1, 2004 (the "Indenture"), between the Issuer and JPMorgan Chase Bank, as indenture trustee (the "Indenture Trustee", which term includes any successor Indenture Trustee under the Indenture), to which Indenture and all indentures supplemental thereto reference is hereby made for a statement of the respective rights thereunder of the Issuer, the Indenture Trustee, the Owner Trustee and the Holders of the Notes and the terms upon which the Notes are to be authenticated and delivered. All terms used in this Note which are defined in the Indenture shall have the meanings assigned to them in the Indenture. Payments of principal and interest on this Note will be made on each Payment Date to the Noteholder of record as of the related Record Date. The "Note Balance" of a Note as of any date of determination is equal to the initial Note Balance thereof, reduced by the aggregate of all amounts previously paid with respect to such Note on account of principal on all prior Payment Dates. The principal of, and interest on, this Note are due and payable as described in the Indenture, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Issuer with respect to this Note shall be equal to this Note's pro rata share of the aggregate payments on all Class B Notes as described above, and shall be applied as between interest and principal as provided in the Indenture. All principal and interest accrued on the Notes, if not previously paid, will become finally due and payable at the Final Stated Maturity Date. The Notes are subject to redemption in whole, but not in part, by the Servicer on any Payment Date on or after the Payment Date on which the Pool Principal Balance of the Contracts as of the end of the prior Due Period is less than or equal to 20% of the aggregate Principal Balance of the Contracts as of Cut-off Date. The Issuer shall not be liable upon the indebtedness evidenced by the Notes except to the extent of amounts available from the Trust Estate which constitute security for the payment of the Notes. The assets included in the Trust Estate will be the sole source of payments on the Notes, and each Holder hereof, by its acceptance of this Note, agrees that (i) such Note will be limited in right of payment to amounts available from the Trust Estate as provided in the Indenture and (ii) such Holder shall have no recourse to the Issuer, the Owner Trustee, the Indenture Trustee, the Seller, the Originator, the Servicer or any of their respective affiliates, or to the assets of any of the foregoing entities, except the assets of the Issuer pledged to secure the Notes pursuant to the Indenture and the rights conveyed to the Issuer under the Indenture.

  • Aggregate Investor Default Amount means, with respect to any Monthly Period, the sum of the Investor Default Amounts in respect of such Monthly Period.

  • aggregate turnover means the aggregate value of all taxable supplies (excluding the value of inward supplies on which tax is payable by a person on reverse charge basis), exempt supplies, exports of goods or services or both and inter-State supplies of persons having the same Permanent Account Number, to be computed on all India basis but excludes central tax, State tax, Union territory tax, integrated tax and cess;