Alternate Cash Consideration definition

Alternate Cash Consideration shall have the meaning set forth in the Partner Sub Purchase Agreement.
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Alternate Cash Consideration means the greatest of: (a) a cash payment equal to 5.4 million shares of Lyondell Common Stock multiplied by the Applicable Price of such shares on the effective date of the Lease Termination Event; provided, however, that such cash payment obligation may be satisfied in accordance with the terms of Section 5.8 of the Securities Purchase Agreement; or (b) if there is a No Rebuilding Termination, the Proceeds.
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Alternate Cash Consideration has the meaning set forth in Section 3.1(a).
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Examples of Alternate Cash Consideration in a sentence

  • The Credit Parties will use the proceeds of the Term Loans solely to pay the TRCALP Cash Consideration and Alternate Cash Consideration (as defined in the Contribution Agreement) pursuant to Section 2.2(a) and (c) of the Contribution Agreement in order to effect the Acquisition.

  • The TRCALP Cash Consideration, the Alternate Cash Consideration (if any), the LB Cash Consideration and the TRC-GP Cash Consideration shall be paid in cash by wire transfer of immediately available federal funds to the accounts designated by the Contributors and in accordance with the instructions set forth on Schedule A.

  • In the event Stockholder Approval is required ------------ under Section 6.5, the Company shall issue to Mediacom the Third Shares, or subject to Section 6.6, the Alternate Cash Consideration, on the Third Closing Date.

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  • Mediacom shall have received stock certificates of the Company representing the First Shares for the First Closing, the Second Shares for the Second Closing, or the Third Shares, or subject to Section 6.6, the Alternate Cash Consideration, for the Third Closing, in such denominations as may be requested by Mediacom.

  • In the event that the Operating Partnership has elected to pay the Alternate Cash Consideration, the Operating Partnership covenants and agrees that, during the period from the date hereof to Lease Up Date, the Operating Partnership shall, on the first day of each month, deliver to TRCALP a current copy of the rent rolls for the Lease Up Properties which shall include a calculation of the percentage of rentable square footage that is then being occupied by tenants paying rent.

  • Mediacom ------------------------------------------------ shall have received stock certificates of the Company representing the First Shares for the First Closing, the Second Shares for the Second Closing, or the Third Shares, or subject to Section 6.6, the Alternate Cash Consideration, for the Third Closing, in such denominations as may be requested by Mediacom.

  • In the event Stockholder Approval is required under Section 6.5, the Company shall issue to Mediacom the Third Shares, or subject to Section 6.6, the Alternate Cash Consideration, on the Third Closing Date.

  • In the event that, despite its best efforts, the Company shall not obtain Stockholder Approval, at the Third Closing the Company shall deliver to Mediacom the Alternate Cash Consideration, at Mediacom's option, by the delivery of a certified or cashier's check or by federal wire transfer to an account designated by Mediacom.


More Definitions of Alternate Cash Consideration

Alternate Cash Consideration means the difference between "*Filed separately with the Commission*" and the product of (a) the sum of (i) the First Shares plus (ii) the Second Shares, multiplied by (b) the average closing price of the Common Stock for the twenty trading days prior to the trading day immediately preceding the Third Closing Date, as reported by the principal exchange or automated quotation system upon which the Common Stock is then traded.
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Alternate Cash Consideration shall have the meaning set forth in Section 2.2(c).
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Alternate Cash Consideration has the same meaning as set forth in the Stock Purchase Agreement.
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Related to Alternate Cash Consideration

  • Cash Consideration has the meaning set forth in Section 2.2.

  • Aggregate Cash Consideration has the meaning set forth in Section 3.01(b)(ii).

  • Non-Cash Consideration means the Fair Market Value of non-cash consideration received by the Borrower or a Subsidiary in connection with an Asset Sale less the amount of cash or Cash Equivalents received in connection with a subsequent sale of or collection on such Non-Cash Consideration.

  • Closing Cash Consideration has the meaning set forth in Section 2.6(b).

  • Designated Non-Cash Consideration means the fair market value of non-cash consideration received by the Company or a Restricted Subsidiary in connection with an Asset Sale that is so designated as Designated Non-cash Consideration pursuant to an Officer’s Certificate, setting forth the basis of such valuation, executed by the principal financial officer of the Company, less the amount of cash or Cash Equivalents received in connection with a subsequent sale of or collection on such Designated Non-cash Consideration.

  • Designated Noncash Consideration means the Fair Market Value of noncash consideration received by the Company or one of its Restricted Subsidiaries in connection with an Asset Disposition that is so designated as Designated Noncash Consideration pursuant to an Officer’s Certificate, setting forth the basis of such valuation.

  • Per Share Cash Consideration has the meaning set forth in Section 3.01(a)(ii).

  • Base Consideration has the meaning set forth in Section 1.2.

  • Alternate Consideration shall have the meaning set forth in Section 5(e).

  • Total Consideration means the total amount (but without duplication) of (a) cash paid in connection with any Acquisition, plus (b) Indebtedness for borrowed money payable to the seller in connection with such Acquisition, plus (c) the fair market value of any equity securities, including any warrants or options therefor, delivered to the seller in connection with any Acquisition, plus (d) the amount of Indebtedness assumed in connection with any Acquisition.

  • Earnout Consideration has the meaning specified in Section 2.08(a).

  • Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));

  • Cash Amount means an amount of cash equal to the Value on the Valuation Date of the Shares Amount.

  • Earn-Out Consideration is defined in Section 2.5(c).

  • Merger Consideration has the meaning set forth in Section 3.1(a).

  • Minimum Consideration means the $.01 par value per share or such larger amount determined pursuant to resolution of the Board to be capital within the meaning of Section 154 of the Delaware General Corporation Law.

  • Aggregate Consideration has the meaning set forth in Section 11.6(C).

  • Initial Consideration shall have the meaning set forth in Section 5.01.

  • Transaction Consideration has the meaning set forth in Section 11.7 hereof.

  • Contract Consideration has the meaning set forth in the definition of “Excess Cash Flow.”

  • Cash Contribution Amount means the aggregate amount of cash contributions made to the capital of the Issuer or any Guarantor described in the definition of “Contribution Indebtedness.”

  • Acquisition Consideration means the purchase consideration for any Permitted Acquisition and all other payments by Holdings or any of its Subsidiaries in exchange for, or as part of, or in connection with, any Permitted Acquisition, whether paid in cash or by exchange of Equity Interests or of properties or otherwise and whether payable at or prior to the consummation of such Permitted Acquisition or deferred for payment at any future time, whether or not any such future payment is subject to the occurrence of any contingency, and includes any and all payments representing the purchase price and any assumptions of Indebtedness, “earn-outs” and other agreements to make any payment the amount of which is, or the terms of payment of which are, in any respect subject to or contingent upon the revenues, income, cash flow or profits (or the like) of any person or business; provided that any such future payment that is subject to a contingency shall be considered Acquisition Consideration only to the extent of the reserve, if any, required under GAAP at the time of such sale to be established in respect thereof by Holdings or any of its Subsidiaries.

  • Conversion Consideration shall have the meaning specified in Section 14.12(a).

  • Aggregate Stock Consideration has the meaning set forth in Section 3.01(b)(iii).

  • Stock Consideration has the meaning set forth in Section 2.01(c).

  • Cash Election Amount means the product of the number of Cash Election Shares multiplied by the Cash Election Consideration.