Escrow Share Amount definition

Escrow Share Amount means 2,150,000 KCAP Common Shares. “Excluded Assets” means the assets set forth on Schedule 1.01(B). “Excluded Contracts” has the meaning set forth in Section 6.08.
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Escrow Share Amount means 2,150,000 KCAP Common Shares.
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Escrow Share Amount means the number of Consideration Shares set forth on Schedule A hereto to be deposited with the Escrow Agent and held in escrow pursuant to the Escrow Agreement;
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Examples of Escrow Share Amount in a sentence

  • The existence of the Escrow Share Amount and the Escrow Cash Amount will not be deemed to limit the amount of any allowable claims by any Buyer Indemnified Person pursuant to this Agreement for Losses in excess of the cash value of such Escrow Share Amount and the Escrow Cash Amount, nor shall any Buyer Indemnified Person have any obligation to seek recovery from the Escrow Share Amount or the Escrow Cash Amount prior to pursuing any of its other remedies under this ARTICLE VII or otherwise.

  • The Escrow Share Amount and the Escrow Cash Amount shall be held by the Escrow Agent in accordance with the terms of the Escrow Agreement.

  • At Closing, Buyer or KCAP, as applicable, will (in accordance with Section 2.03(b)(ii) and (iv)) deliver the Escrow Share Amount and the Escrow Cash Amount to the Escrow Agent.

  • The Company will, and will use its reasonable efforts to cause the Seller Representative to, promptly provide any required notices to the Escrow Agent to cause the timely release of the Backstop Guarantee Escrow Share Amount in accordance with the Merger Agreement to the extent that the Subscriber is entitled to such amounts in accordance with the Merger Agreement.

  • The aggregate amount of all Losses for which the Member Indemnitees shall be liable pursuant to this Section 9.3 shall not exceed the Escrow Share Amount held in Escrow at such time and the aggregate amount of all Losses for which the Buyer shall be liable pursuant to this Section 9.3 shall not exceed $100,000.

  • The Initial Consideration, the Adjusted Working Capital Increase and the Escrow Share Amount shall collectively be referred to herein as the “Merger Consideration”.

  • By virtue of this Agreement and as security for the indemnity obligations provided for in SECTION 7.2 hereof, at the Effective Time, the Stockholders and holders of Company Options will be deemed to have received and deposited with the Escrow Agent their pro rata portion of the Escrow Share Amount (plus any New Shares as defined in SECTION 7.3(d)(iii) hereof) without any act of the Stockholders.

  • The escrow created hereunder shall terminate without any further notice, action or deed, upon the earlier to occur of (i) the release of all Escrow Share Amount to the Buyer pursuant to Section 3(a) above, or (ii) twenty-four (24) months following the Closing Date (each, a “Termination Date”).

  • The portion of the claim amount allocable to the Option Escrow Cash Amount and the Option Escrow Share Amount of a Vested Assumed Option is referred to herein as the “Allocable Claim Amount” of such option.

  • The Escrow Cash Amount shall be deposited into one of the Escrow Funds (the "CASH ESCROW FUND") and the Escrow Share Amount shall be deposited into the other of the Escrow Funds (the "STOCK ESCROW FUND").


More Definitions of Escrow Share Amount

Escrow Share Amount means the amount, if any, distributed to the holders of Xxxxxx Stock on a per share basis in accordance with the terms of the Escrow Agreement.
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Escrow Share Amount means 1,276,161 shares of Parent Common Stock.
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Escrow Share Amount is defined in Section 1.11(a).
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Escrow Share Amount means such number of Consideration Shares obtained (rounded to the nearest whole share) by dividing (i) $3,166,049 by (ii) the Price Per Parent Share, to be deposited with the Escrow Agent and held in escrow pursuant to this Agreement and the Escrow Agreement;
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Escrow Share Amount means the whole number of shares of Parent Common Stock equal to the product of 0.15 multiplied by the Share Consideration.
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Escrow Share Amount means 529,350 Consideration Shares to be deposited with the Escrow Agent and held in escrow pursuant to the Escrow Agreement.
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Related to Escrow Share Amount

  • Daily Share Amount means, with respect to any VWAP Trading Day, the quotient obtained by dividing (A) the excess, if any, of the Daily Conversion Value for such VWAP Trading Day over the applicable Daily Maximum Cash Amount by (B) the Daily VWAP for such VWAP Trading Day. For the avoidance of doubt, the Daily Share Amount will be zero for such VWAP Trading Day if such Daily Conversion Value does not exceed such Daily Maximum Cash Amount.

  • Share Amount means a fraction of ETF Shares calculated in accordance with

  • Per Share Amount has the meaning set forth in the Recitals.

  • Maximum Share Amount shall have the meaning set forth in Section 2.01(c).

  • Escrow Shares shall be deemed to include the Non-Cash Dividends distributed thereon, if any.

  • Net Share Amount For any Exercise Date, a number of Shares, as calculated by the Calculation Agent, equal to (x) the product of (i) the number of Warrants being exercised or deemed exercised on such Exercise Date, (ii) the Warrant Entitlement and (iii) the excess, if any, of the Relevant Price for the Valuation Date occurring on such Exercise Date over the Strike Price (such product, the “Net Share Settlement Amount”), divided by (y) such Relevant Price.

  • Interest Share Amount shall have the meaning set forth in Section 2(a).

  • Aggregate Stock Consideration is defined in Section 2.05C.

  • Escrowed Shares has the meaning set forth in Section 2.4.

  • Per Share Merger Consideration has the meaning set forth in Section 3.1(a).

  • Escrow Cash is defined in Section 4.1(a).

  • Escrow Amount has the meaning set forth in Section 2.1(c).

  • Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).

  • Merger Consideration has the meaning set forth in Section 2.1(a).

  • Holdback Amount has the meaning set forth in Section 2.1(c).

  • Aggregate Merger Consideration has the meaning set forth in Section 2.1(a).

  • Stock Consideration has the meaning set forth in Section 2.01(c).

  • Cash Amount means an amount of cash equal to the product of (i) the Value of a REIT Share and (ii) the REIT Shares Amount determined as of the applicable Valuation Date.

  • Per Share Cash Consideration has the meaning set forth in Section 3.01(a)(ii).

  • Total Merger Consideration has the meaning set forth in Section 2.2(a).

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

  • Share Dilution Amount means the increase in the number of diluted shares outstanding (determined in accordance with GAAP applied on a consistent basis, and as measured from the date of the Issuer’s most recent consolidated financial statements prior to the Signing Date) resulting from the grant, vesting or exercise of equity-based compensation to employees and equitably adjusted for any stock split, stock dividend, reverse stock split, reclassification or similar transaction.

  • Cash Merger Consideration has the meaning set forth in Section 2.9(a).

  • VWAP Purchase Share Estimate means the number of shares of Common Stock that the Company has in its sole discretion irrevocably instructed its Transfer Agent to issue to the Buyer via the Depository Trust Company (“DTC”) Fast Automated Securities Transfer Program in connection with a VWAP Purchase Notice pursuant to Section 1(c) hereof and issued to the Buyer’s or its designee’s balance account with DTC through its Deposit Withdrawal At Custodian (DWAC) system on the VWAP Purchase Date (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction).

  • Per Share Cash Amount for purposes of this Section 2(b) means an amount equal to the sum of (I) the average of the closing price of the Common Stock for the 20 trading days immediately preceding the date of the Change in Control and (II) any cash dividend payable on a share of Common Stock during the 20 trading-day period described in the foregoing.

  • Per Share Consideration means (i) if the consideration paid to holders of the Common Stock consists exclusively of cash, the amount of such cash per share of Common Stock, and (ii) in all other cases, the volume weighted average price of the Common Stock as reported during the ten (10) trading day period ending on the trading day prior to the effective date of the applicable event. If any reclassification or reorganization also results in a change in shares of Common Stock covered by subsection 4.1.1, then such adjustment shall be made pursuant to subsection 4.1.1 or Sections 4.2, 4.3 and this Section 4.4. The provisions of this Section 4.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers. In no event will the Warrant Price be reduced to less than the par value per share issuable upon exercise of the Warrant.