Consideration Percentage definition

Consideration Percentage means the quotient obtained by dividing (i) the number of Company Shares to be sold to the Purchaser by the Shareholder (as calculated pursuant to Section 1.2) by (ii) the number of Shares owned by all Remaining Shareholders.

Consideration Percentage means the percentage set out for each holder of Company Securities in the Spreadsheet.

Consideration Percentage has the meaning given in Clause 2.1.6;

Examples of Consideration Percentage in a sentence

• As an illustrative example, if the Share Consideration Adjustment Date occurs on September 15, 2014, and the Closing subsequently occurs on November 15, 2014, the Share Consideration Percentage will increase by an aggregate of 1.00% (0.5% for October, and 50% (15 of 30 days elapsed) of the Monthly Percentage Increase (or 0.25%) for each of September and November).

• In such event, all holders who have Stock Election Shares shall, on a pro rata basis (based on the number of Stock Election Shares they hold), have such number of their Stock Election Shares redesignated as Cash Election Shares so that the Stock Consideration Percentage is achieved.

• Any portion of the Cash Consideration distributed by the Seller to its Members and Other Members shall be in accordance with the Members’ and Other Members’ respective Share Consideration Percentage Interest.

• Following the Closing, subject to the terms and conditions of this Agreement (including Section 1.4(e)), Buyer shall pay to each Partner its Consideration Percentage of the Earnout Amount (the “Earnout Payment”), by wire transfer, in cash, in accordance with the wire transfer instructions set forth on Schedule 1.3, within forty-five (45) days after the one-year anniversary of the Closing Date (the “Earnout Payment Date”).

• The amount of any decrease, plus interest at a rate of prime per annum from the Closing Date until the date deducted pursuant to this Section 2.7(d)(ii), shall be deducted by Parent from the Holdback Consideration by (A) reducing the Cash Holdback Amount by the product of (x) the Adjustment Amount and (y) the Cash Holdback Consideration Percentage and (B) reducing the Stock Holdback Amount by the product of (x) the Adjustment Amount and (y) the Stock Holdback Consideration Percentage.

More Definitions of Consideration Percentage

Consideration Percentage means the applicable Closing Consideration Percentage, First Anniversary Consideration Percentage or Earn-Out Percentage for a Selling Stockholder or Surrendering Optionee referenced on any Consideration Schedule.

Consideration Percentage means, with respect to any Stockholder, the percentage set forth opposite each Stockholder’s name on Schedule A; provided, however, that the Company (prior to the Closing) or the Representative (from and after the Closing) may deliver to the Buyer a revised Schedule A changing only the Consideration Percentage of any Stockholder or Stockholders if necessary to reflect any changes in any of the underlying components of the calculation including, among other things, Series A Preferred Stock Consideration, accrued dividends and exercise proceeds; provided, further that any such changes to Schedule A shall be made only after consultation with, and with the prior written consent of Buyer with respect to computations of the Consideration Percentages not having been made in accordance with the Organization Documents of the Company or the Series B Equity Arrangements (such consent not to be unreasonably withheld, conditioned or delayed).

Consideration Percentage means, with respect to any Member, a percentage on a schedule previously agreed to by the Company and Acquiror. The Company may deliver to Acquiror a revised schedule changing the Consideration Percentage of any Member or Members if necessary to reflect any changes in capital at least five (5) days prior to the Closing.

Consideration Percentage means, with respect to a particular Deferred Merger Consideration Employee, a fraction, (i) the numerator of which is the portion of the Deferred Fully Diluted Share Number held by the Deferred Merger Consideration Employee and (ii) the denominator is the Deferred Fully Diluted Share Number. For the avoidance of doubt, the sum of the Consideration Percentages for all of the Deferred Merger Consideration Employees shall be less than 1.

Consideration Percentage means with respect to DWHP 38.2%, with respect to MB 28.65%, with respect to GL 28.65%, with respect to MS 1.5% , with respect to MP 1.5% and with respect to CH 1.5%.

Consideration Percentage means, in relation to each Share Seller, the percentage of the Shares that are held by that Seller compared to the fully diluted share capital of the Company, and in relation to the Warrantholders, the percentage of Warrants compared to the fully diluted share capital of the Company in both cases as tested immediately prior to Completion as set out in Schedule 1 treating the Warrants, the “A” Shares and “B” Shares pari passu as if the Warrants had been exercised and the Shares which are the subject matter of the Warrants had been issued to the Warrantholders;

Consideration Percentage means, with respect to each Seller, the percentage set forth in the column opposite such Seller’s name on the Consideration Schedule.