Examples of Class B Cash Consideration in a sentence
If we become aware of any jurisdiction where the making of this exchange offer is not in compliance with applicable law, we will make a good faith effort to comply with such law.
This minimum return is to be determined based on the hypothetical after-tax proceeds that would have resulted if the Class A/B Shareholder had received the Class B Cash Consideration and received capital gains tax treatment for federal income tax purposes.
All calculations of the Class A Net Closing Cash Adjustment, the Class B Net Closing Cash Adjustment, the Class C Net Closing Cash Adjustment, the Class D Net Closing Cash Adjustment, the Class A Cash Consideration, the Class B Cash Consideration, the Class C Cash Consideration and the Class D Cash Consideration (or any components thereof) shall be made after eliminating any intercompany items between or among any of the Company Group Members.
The Class A/B Shareholders can elect to receive the Class B Cash Consideration, or the Class A/B Shareholders can elect to receive the Class B Nonvoting Stock Consideration with a value equal to the Class B Cash Consideration.
AVT shall reduce the cash portion of the applicable Annual Guaranteed Payment so that such payment shall not, when taken together with the Class A Cash Consideration, the Class B Cash Consideration and the cash paid or payable as of such Guaranteed Payment Date under this Section 3.3, constitute more the sixty percent (60%) of the Merger Consideration.
According to Pothier, however, liberty and equality do not legitimize the construction of a new social order among individuals: They simply coexist with Roman law and other sources of legal obligation, even though this may give rise to conceptual inconsistencies, making it necessary to rely on rhetorical devices to carry on with the scientific laying out or arrangement of the legal system.
AVT shall reduce the cash portion of the applicable Annual Guaranteed Payment so that such payment shall not, when taken together with the Class A Cash Consideration, the Class B Cash Consideration and the cash paid or payable as of the end of the applicable Period under this Section 3.3, constitute more the sixty percent (60%) of the Merger Consideration.
If, immediately prior to the date of Closing, Other Sub is not satisfied that the issuance of Surviving Corporation Shares to any Rollover Shareholder is exempt from registration under all applicable federal and state securities laws, such Rollover Shareholder agrees to receive Class A Cash Consideration or Class B Cash Consideration, as applicable, in the Merger in exchange for its Company Stock set forth on Section 2.09(b)(ii) of the Disclosure Schedule, instead of Surviving Company Shares.
Notwithstanding any other provision contained in this Agreement, the total number of New Paramount Class B Shares to be converted at the New Paramount Merger Effective Time into the right to receive the Class B Cash Consideration pursuant to Section 2.1(b)(v) shall not exceed an amount equal to the quotient (rounded down to the nearest whole share) of (x) the Class B Cash Cap divided by (y) the Class B Cash Consideration (the “Maximum Class B Cash Share Number”).
The Class B Cash Consideration will be distributed to each Holder according to such Holder's Class B Percentage Interest.