Blocker Purchase Price definition

Blocker Purchase Price has the meaning set forth in Section 1.02.
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Blocker Purchase Price means, with respect to a Crescent Blocker, an amount equal to (A) (1) the number of Class A Units held by such Crescent Blocker as of immediately prior to the Class A Redemption multiplied by (2) the Class A Unit Redemption Price, minus (B) the Tax Liability Amount with respect to such Crescent Blocker.
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Blocker Purchase Price means the portion of the Meritas Purchase Price allocated to the Blocker Shares as set forth on the Closing Purchase Price Allocation Schedule.
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Examples of Blocker Purchase Price in a sentence

  • CABO shall pay or cause to be paid (i) to the Company an aggregate amount equal to the CABO Class B Units Purchase Price and (ii) to Blocker Seller an aggregate amount equal to the Blocker Purchase Price, by wire transfer of immediately available funds to the accounts designated in writing by the Company and Blocker Seller, respectively, to CABO at least two (2) Business Days prior to the Closing Date.

  • For greater certainty, there shall be no payments made to Buyer or Arsenal Blocker in respect of the Arsenal Company Units and each of Buyer and Arsenal Blocker hereby waives any and all rights to receive any payments under this Agreement in respect of the Arsenal Company Units after giving effect to the Blocker Purchase (including any right to payment of the Arsenal Blocker Purchase Price to Arsenal Blocker Seller).

  • As consideration for the Blocker Shares, subject to the terms and conditions of this Agreement, at the Closing, VS PubCo shall pay, with respect to each Crescent Blocker, to each Blocker Seller with an ownership interest in such Crescent Blocker, an amount equal to such Blocker Seller’s percentage ownership of such Crescent Blocker (as set forth on Exhibit B) multiplied by the Blocker Purchase Price of such Crescent Blocker.

  • The number of Blocker Shares to be sold by each of the Blocker Stockholders, together with the allocable percentage of the Blocker Purchase Price payable to each of the Blocker Stockholders (the “Blocker Allocable Percentage”), is set forth on the Closing Purchase Price Allocation Schedule.

  • The aggregate consideration (hereinafter referred to as the "FMI Blocker Purchase Price") to be paid by Purchaser to the stockholders of FMI Blocker, Inc.

  • Within ninety (90) days after the Closing, the Company shall prepare or cause to be prepared a schedule allocating the Purchase Price, less the Blocker Purchase Price, (and any liabilities or other amounts treated as consideration paid by CABO to the Pre-Closing Unitholders for U.S. federal income Tax purposes) among the assets of the Company and any Subsidiaries (as applicable for U.S. federal income tax purposes) (collectively, the "Purchase Price Allocation Schedule").

  • Payment for the Blocker Common Units will be made by wire transfer on the Closing Date of immediately available funds to each WCAS Blocker Seller to an account or accounts specified by such WCAS Blocker Seller to Buyer in writing at least three (3) Business Days prior to the Closing Date, in an amount equal to such WCAS Blocker Seller’s pro rata portion of the WCAS Blocker Purchase Price.


More Definitions of Blocker Purchase Price

Blocker Purchase Price means an amount equal to the aggregate value of the Class B Units (as defined in the A&R LLC Agreement) held directly by the Blocker as of immediately following the Restructuring Transactions and prior to the Closing as implied by the transactions contemplated by this Agreement and reasonably determined by the Company.
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Blocker Purchase Price has the meaning set forth in the Crescent Purchase Agreement.
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Related to Blocker Purchase Price

  • Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Unit Purchase Price shall have the meaning ascribed to such term in Section 2.1(b).

  • Cash Purchase Price has the meaning set forth in Section 2.1(b).

  • Final Purchase Price has the meaning set forth in Section 2.02.

  • Share Purchase Price shall have the meaning ascribed to such term in Section 2.1(b).

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Additional Purchase Price has the meaning provided in Section 1.2(b).

  • Stock Purchase Price has the meaning set forth in Section 2 of the Subscription Agreement.

  • Original Purchase Price means the price paid by you for the motor vehicle or a maximum of 110% of the market value of the vehicle as defined by Glass's Guide Retail at time of purchase, whichever is the lesser (including all factory fitted accessories) and after any discount given, but does not include the cost of dealer fitted accessories, road fund licence, new vehicle registration fee, fuel, paintwork and/or upholstery protection kits, insurance premiums (including the premium for this policy), warranty premiums, any finance arrears and any such associated costs and any negative equity transferred from a previous finance agreement.

  • Net Purchase Price has the meaning set forth in Section 2.1.

  • Noteholder Purchase Notice has the meaning assigned to such term in Section 12.

  • VWAP Purchase Price means the lesser of (i) the Closing Sale Price on the VWAP Purchase Date; or (ii) ninety-seven percent (97%) of volume weighted average price for the Common Stock traded on the Principal Market during normal trading hours on (A) the VWAP Purchase Date if the aggregate shares traded on the Principal Market on the VWAP Purchase Date have not exceeded the VWAP Purchase Share Volume Maximum and the Sale Price of Common Stock has not fallen below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction), or (B) the portion of the VWAP Purchase Date until such time as the sooner to occur of (1) the time at which the aggregate shares traded on the Principal Market has exceeded the VWAP Purchase Share Volume Maximum, or (2) the time at which the Sale Price of Common Stock falls below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction).

  • Loan Purchase Price With respect to any Home Equity Loan purchased from the Trust on or prior to a Monthly Remittance Date pursuant to Section 3.04, 3.06(b) or 8.10(b) hereof, an amount equal to the outstanding principal balance of such Home Equity Loan as of the date of purchase (assuming that the Monthly Remittance Amount remitted by the Servicer on such Monthly Remittance Date has already been remitted), plus all accrued and unpaid interest on such Home Equity Loan at the Coupon Rate to but not including the date of such purchase together with (without duplication) the aggregate amounts of (i) all unreimbursed Delinquency Advances and Servicing Advances theretofore made with respect to such Home Equity Loan, (ii) all Delinquency Advances which the Servicer has theretofore failed to remit with respect to such Home Equity Loan, (iii) all reimbursed Delinquency Advances and Servicing Advances to the extent that reimbursement is not made from the Mortgagor and (iv) any costs and damages incurred by the Trust in connection with any violation by the Home Equity Loan of any predatory or abusive lending law.

  • Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.

  • Per Pre-Funded Warrant Purchase Price equals $0.0001, subject to adjustment for reverse and forward share splits, share dividends, share combinations and other similar transactions relating to shares of Common Stock that occur after the date of this Agreement.

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • Contract Purchase Price means the amount actually paid or allocated in respect of the purchase, development, construction or improvement of a Property or the amount of funds advanced with respect to a Mortgage, or the amount actually paid or allocated in respect of the purchase of other Assets, in each case exclusive of Acquisition Fees and Acquisition Expenses, but in each case including any indebtedness assumed or incurred in respect of such Property.

  • the Purchase Price means the price to be paid by the Buyer to the Seller for the purchase of the Property;

  • Option Purchase Price has the meaning set forth in Section 9.36(b) hereof.

  • Receivables Purchase Price means $1,375,000,017.71.

  • Closing Stock Consideration means a number of shares of Parent Common Stock equal to (a) the Stock Consideration, minus (b) any shares of Parent Common Stock used to fund the SC Escrow Amount.

  • Maximum Purchase Price has the meaning assigned to the term in the Pricing Side Letter.

  • Initial Purchase Price has the meaning set forth in Section 2.1.

  • Over-allotment Purchase Price The Purchaser shall pay the Over-allotment Purchase Price by wire transfer of immediately available funds to the Company at least one business day prior to the Over-Allotment Closing Date in accordance with the Company’s wiring instructions. On the Over-allotment Closing Date, upon the payment by the Purchaser of the Over-allotment Purchase Price, the Company shall, at its option, deliver a certificate evidencing the Private Placement Warrants purchased by the Purchaser on such date duly registered in the Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.

  • Optional Purchase Price has the meaning set forth in Section 8.1 of the Sale and Servicing Agreement.

  • Per Unit Purchase Price equals $0.8670, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur between the date of this Agreement and the applicable Closing Date.