Company Cap definition

Company Cap has the meaning set forth in Section 7.5(b).

Company Cap means $3,200,000 minus the sum of (i) the aggregate amount of all Company Losses arising under Section 9.2(a)(i) paid by Buyer (or any Affiliate of Buyer) to any Company Indemnified Parties, and (ii) the aggregate amount of any liabilities for damages arising from a breach of any representation or warranty contained in any Ancillary Agreement paid by Buyer (or any Affiliate of Buyer) to any Selling Company (or any Affiliate of a Selling Company).

Company Cap means the amount set forth on Exhibit C with respect to such Company under the heading “Company Cap”; provided, however, that such amount shall be reduced by an amount, if any, equal to the value (which the parties agree shall be $15.00 per unit) of the Buyer Securities of Seller of such Company (as set forth under the heading “Buyer Securities”) that have been cancelled or redeemed by Buyer pursuant to the terms and conditions of the Amended and Restated Agreement of Limited Partnership of Buyer on the date such claim is asserted in writing pursuant to Article VI.

Examples of Company Cap in a sentence

• Other than the Company Options, Company Restricted Shares, Company RSUs, Company Cap Units and Company Deferred Equity Units that are outstanding as of the Company Capitalization Date, no other equity-based awards are outstanding as of the Company Capitalization Date.

• All notices or other communications which are required or permitted hereunder shall be in writing and shall be delivered either personally or by telegram, telex, telecopy or similar facsimile means, by registered or certified mail (postage prepaid and return receipt requested), or by express courier or delivery service, addressed as follows: If to the Company: Cap Rock Energy Corporation 000 X.

• Parent and the Company agree to cooperate in good faith to adjust, effective upon the occurrence of the Merger, the features under the Company Cap Plans and related award agreements that provide for awards of additional Company Cap Units in respect of previously awarded Company Cap Units to take into account the occurrence of the Merger.

• Ladies and Gentleman: Our opinion has been requested on certain specific matters of U.S. Federal Income Tax law with respect to Cap Rock Energy Corporation ("the Company"); Cap Rock Electric Cooperative, Inc.

• From and after the Effective Time, all references to Company (other than any references relating to a “Change in Control” of Company) in each Company Stock Plan, the Company Cap Plan and each Company Deferred Equity Unit Plan and in each agreement evidencing any award of Company Options, Company Restricted Shares, Company RSUs, Company Cap Units or Company Deferred Equity Units shall be deemed to refer to Parent, unless Parent in good faith determines otherwise.

• The amounts of the Company Threshold and the Company Cap shall be definitively determined and set forth on Exhibit I at the Closing.

• There is no need to emphasise again the financial challenge facing this field in the future; therefore, in this chapter, focus is placed on the actual opportunities ahead of us in the coming years.

• The Trust was established to hold shares of Company Common Stock underlying awards under the Company Cap Plan and The Bear Xxxxxxx Companies Inc.

• Each Founding Shareholder's maximum individual indemnity obligation shall be the product of the Company Cap multiplied by the percentage set forth next to such Founding Shareholder's name under the heading "Indemnification Percentage" on Schedule I hereto.

• The Trust was established to hold shares of Company Common Stock underlying awards under the Company Cap Plan and the Bear Xxxxxxx Companies Inc.

More Definitions of Company Cap

Company Cap shall have the meaning set forth in Section 10.1(b).