Escrow Contribution Amount definition

Escrow Contribution Amount means $4,400,000 divided by the sum of (i) the Common Base Number (provided, however, that for purposes of this definition, the number of shares of Common Stock issuable upon the exercise of all Vested Options shall be calculated on a fully-diluted, and not on a net-exercise, basis) plus (ii) the number of shares of Common Stock issuable upon the exercise of all Unvested Options outstanding (calculated on a fully-diluted, and not on a net-exercise, basis).

Escrow Contribution Amount for each Member shall be as provided in the Initial Consideration Spreadsheet.

Escrow Contribution Amount means, with respect to each Seller, an amount equal to product obtained by multiplying (i) the Escrow Amount by (ii) such Seller’s Ownership Percentage.

Examples of Escrow Contribution Amount in a sentence

• Immediately after the Closing but prior to the Effective Time, Parent shall deposit with the Payment Agent cash sufficient to pay the cash consideration payable to Escrow Participants and former holders of In-the-Money Company Options pursuant to Sections 1.5(a)(ii)(A), 1.5(a)(iii)(A) and 1.6(a)(i), respectively (less the sum of the Working Capital Adjustment Escrow Contribution Amount and the Indemnity Escrow Contribution Amount).

• At the Escrow Termination Date, the remainder of the Escrow Fund, if any, less any amounts remaining in respect of unresolved or unsatisfied claims pursuant to the previous sentence, shall be released and distributed promptly (and in any event within five (5) Business Days) to the Sellers or the Sellers Representative for distribution to the Sellers in accordance with the portion of each such Seller’s Escrow Contribution Amount then remaining in the Escrow Fund.

• Any and all Losses due to any of the Buyer Indemnitees that are recoverable from the Escrow Fund shall be recovered (i) first from the Escrow Contribution Amount of the Other Sellers (pro rata based on the Other Sellers’ relative Pro Rata Ownership (excluding Extension Holdings)), and then (ii) from Extension Holding’s Escrow Contribution Amount.

• The portion of such Founder’s Holdback Amount exceeding such Founder’s Aggregate Escrow Contribution Amount, if any, shall be held by Parent (the “Non-Escrowed Holdback Amount”).

• Share means the Series C-2A Cash Escrow Contribution Amount divided by the Series C-2A Total Shares.

More Definitions of Escrow Contribution Amount

Escrow Contribution Amount means, with respect to each share of Target Stock or each share of Target Stock subject to Vested Target Stock Options outstanding immediately prior to the Effective Time, an amount determined by dividing: (A) the Escrow Amount; by (B) the Fully Diluted Company Share Number.

Escrow Contribution Amount has the meaning set forth in Section 1.5(c)(iv) of this Agreement.

Escrow Contribution Amount means an amount determined by multiplying: (A) the Escrow Amount; by (B) the fraction having a numerator equal to the Participating Per Share Amount and having a denominator equal to the Aggregate Participation Amount.

Escrow Contribution Amount means, with respect to each Effective Time Share (excluding shares of Company Common Stock subject to Company Options which are not vested as of immediately prior to the Effective Time), an amount determined by multiplying: (A) the Escrow Amount; by (B) the fraction having a numerator equal to the amount by which: (1) the Merger

Escrow Contribution Amount means for each Seller the escrow contribution amount set out against such Seller’s name on the Spreadsheet.

Escrow Contribution Amount means, for each Minority Shareholder, an amount equal to the product obtained by multiplying (a) the Escrow Amount by (b) such Minority Shareholder’s Minority Pro Rata Share.

Escrow Contribution Amount means, with respect to each share of Company Capital Stock held by a Non-Dissenting Stockholder, each share of Company Common Stock subject to a Company Option, each Unit and the Bonus, an amount equal to the product of (i) the Escrow Amount, multiplied by (ii) the Specified Fraction with respect to such share of Company Capital Stock, such share of Company Common Stock subject to a Company Option, such Unit or the Bonus.