Closing Date Consideration definition

Closing Date Consideration is defined in Section 2.1(a).

Closing Date Consideration shall have the meaning specified in Section 2.1(b).

Closing Date Consideration has the meaning set forth in Section 3.1.

Examples of Closing Date Consideration in a sentence

• On the Closing Date, Acquiror shall deposit, or cause to be deposited, by wire transfer of immediately available funds, with the Company (or its designee), into an account designated by the Company in a written notice delivered to Acquiror at least two (2) Business Days prior to the Closing Date, an amount of cash equal to the Closing Date Consideration.

• The parties acknowledge that (a) there could be certain delays in the development of the new GenM series of PASCAL product as compared to the schedule previously communicated by the Company to Acquiror during pre-due diligence and (b) the Closing Date Consideration takes into account the risk of such delays.

• Acquiror has and will have sufficient cash on hand or other sources of immediately available funds to pay the Closing Date Consideration as and when due under this Agreement and to consummate the Transactions.

• The aggregate merger consideration (the “Merger Consideration”) shall consist of (i) the Closing Date Consideration (the “Closing Date Consideration”) as hereafter defined, and (ii) the Earnout Payment as determined under Section 3.4 below.

• Notwithstanding the foregoing, Seller shall cause each Vested Business Employee Option that is outstanding immediately prior to the Closing and has an exercise price per Seller Share that is equal to or greater than the Vested Per Share Portion of the Distributable Closing Date Consideration will be cancelled and terminated immediately prior to the Closing without consideration therefor.

More Definitions of Closing Date Consideration

Closing Date Consideration means 32,308,347 newly issued shares of Buyer Common Stock.

Closing Date Consideration means (i) the Estimated Purchase Price, minus (ii) the Escrow Amount, minus (iii) to the extent applicable, the Hold Back Escrow Amount.

Closing Date Consideration has the meaning set out in Section 2.5(d);

Closing Date Consideration means an amount equal to (a) the Closing Cash Consideration, minus (b) the Closing Indebtedness, and minus (c) the Transaction Expenses.

Closing Date Consideration means [***].

Closing Date Consideration means a non-refundable payment of Three Million Five Hundred Thousand U.S. Dollars ($3,500,000). “Code” means the Internal Revenue Code of 1986, as amended.

Closing Date Consideration means a non-refundable payment of Three Million Five Hundred Thousand U.S. Dollars ($3,500,000).