Allocated Consideration definition

Allocated Consideration means the pro rata portion of the Closing Consideration due to each Securityholder calculated based on the Exchange Ratio in Schedule A attached hereto.

Allocated Consideration means, for each Portfolio Site, the amount set forth under the heading “Allocated Consideration” with respect to such Site on Schedule 2.

Allocated Consideration means that portion of the total consideration (prior to any adjustments under Section 8 of this Agreement or otherwise provided for in the Transaction Documents) to be paid by the USRP Entities under the Transaction Documents at the Closings as allocated among the individual Properties and listed on Exhibit 1.1(a).

Examples of Allocated Consideration in a sentence

• However, only 33 of the said positions were filled during the year under review.

• Evaluation CriteriaDescription, if needed After the initial evaluation, the top finalists may be requested to make a phone, webinar or in-person presentation, or to further negotiate the terms and conditions of the contract.

• If any Company Share has not been surrendered prior to the time that is immediately prior to the time at which the Allocated Consideration in respect of such Company Share would otherwise escheat to or become the property of any Governmental Entity, any such shares, cash, dividends or distributions in respect of such Company Share shall, to the extent permitted by applicable Law, become the property of Parent, free and clear of all claims or interest of any Person previously entitled thereto.

• If the Surviving Company or Parent, as the case may be, so withholds any portion of the Allocated Consideration or any other payments owed to any Person, such amounts shall be treated for all purposes of this Agreement as having been delivered or paid to such Person in respect of which the Surviving Company, or Parent, as the case may be, made such deduction and withholding.

• To the knowledge of the Sellers, there are no public improvements which may result in special assessments against or otherwise affecting the Real Property.

• Until surrendered as contemplated by this Section 1.03(d), each Company Share shall be deemed at any time after the Effective Time to represent only the right to receive upon such surrender the Allocated Consideration deliverable in respect of such Company Shares.

• No interest shall be paid or accrued for the benefit of Securityholders on the Allocated Consideration payable in respect of such Company Shares.

• An amount of the Fly Base Purchase Price is allocated to each Fly Aircraft Asset in an amount to be agreed(each an “Fly Allocated Consideration Amount”).

• None of the Surviving Company or Parent shall be liable to any Securityholder for any Allocated Consideration or other amounts properly delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

• If, after the Effective Time, Company Shares are presented to the Surviving Company or Parent for any reason, they shall be canceled and exchanged for the Allocated Consideration deliverable in respect of the Company Shares previously represented by such Company Shares without any interest thereon.

More Definitions of Allocated Consideration

Allocated Consideration shall have the meaning given to it in Section 2.5.

Allocated Consideration means (i) with respect to each share of Common Stock (other than Treasury Shares), the Per Share Price; (ii) with respect to each share of Common Stock subject to a Company Vested Option, the excess of the Per Share Price over the cash exercise price per share of the Common Stock subject to such Company Vested Option; (iii) with respect to each share of Common Stock subject to a Company Warrant, the excess of the Per Share Price over the cash exercise price per share of the Common Stock subject to such Company Warrant; and (iv) with respect to each share of Common Stock subject to a Company Unvested Option, the excess of the Per Share Price over the cash exercise price per share of the Common Stock subject to such Company Unvested Option, which amount shall determine the aggregate spread contemplated by Treas. Reg. 1.424-1(a)(5)(ii) with respect to such Company Unvested Option in connection with the substitution of such Company Unvested Option into the Substitute Options as set forth on Schedule 2.9.

Allocated Consideration means, for each Portfolio Site, the amount set forth under the heading “Allocated Consideration” with respect to such Site on S chedule 2.

Allocated Consideration has the meaning set forth in Section 7.4(c).