Escrow Stock Amount definition

Escrow Stock Amount means a number of shares of Purchaser Common Stock equal to the quotient obtained by dividing (a) the sum of (i) the Aggregate Common Holder Stock Consideration and (ii) the result obtained by multiplying (A) the Financial Advisor Stock Consideration by (B) 15%, by (b) the Purchaser Common Stock Value.
Escrow Stock Amount means a number of shares of Parent Common Stock equal to the Per Share Escrow Amount multiplied by the Stock Consideration Percentage multiplied by the Accredited Share Count.
Escrow Stock Amount means the number of shares of Purchaser Common Stock equal to the quotient obtained by dividing (a) the absolute value of the amount, if any, by which the Escrow Cash Amount is reduced pursuant to the Corrective Escrow Stock Adjustment by (b) Average Purchaser Closing Price, subject to adjustment pursuant to Section 11.6(b) (if any).

Examples of Escrow Stock Amount in a sentence

  • The Escrow Agent shall vote the Escrow Stock Amount in accordance with written instructions to be received from SYS.

  • In making any disbursements to Parent from the Escrow Fund to cover Losses pursuant to this Article VII: (i) first, the Escrow Agent shall make disbursements to Parent to cover such Losses out of the cash comprising the Common Stock Escrow Amount until such time as the entire Common Stock Escrow Amount has been depleted in its entirety and (ii) second, the Escrow Agent shall make disbursements to Parent to cover such Losses out of the cash comprising the Preferred Escrow Stock Amount.

  • No Parent Indemnifying Party shall be liable under Section 9.2(a)(iii), and the Parent Indemnified Parties will not look to the Parent Indemnifying Parties with respect to any claim under Section 9.2(a)(iii) for which the Shareholder Representative is notified following the termination of the Escrow Period or if and to the extent the amount recoverable pursuant to Section 9.2(a)(iii) exceeds the portion of the Escrow Stock Amount remaining in the Indemnity Escrow Account.

  • At the Closing, Parent will deposit the Escrow Stock Amount and the WC Escrow Stock Amount with the Escrow Agent, without any act of the Company Stockholders, such deposit of the Escrow Stock Amount and the WC Escrow Stock Amount to constitute an escrow fund to be governed by the terms set forth in the Escrow Agreement.

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  • The Escrow Agent shall be entitled to rely on any such joint written instructions and make distributions from the Escrow Stock Amount in accordance with the terms thereof.

  • In the case of indemnification sought pursuant to Section 9.2(a)(iii), if the Shareholder Representative, on behalf of the Indemnifying Parties, and the Indemnified Party should so agree, a memorandum setting forth such agreement shall be prepared and signed by both parties and shall be furnished to the Escrow Agent with joint written instructions to disburse all or a portion of the Escrow Stock Amount in accordance with such memorandum.

  • The foregoing shares (together with any cash proceeds of any liquidation of any such shares), are referred to herein as the "Escrow Stock Amount" or the "Escrow Amount").

  • The Purchaser Common Stock comprising the Escrow Stock Amount shall be registered as of the Closing Date in the name of the applicable Seller.

  • At the Funding Time, Parent or Buyer shall deposit, or cause to be deposited, with the Escrow Agent (i) an amount in cash equal to the Escrow Cash Amount and (ii) an amount in Parent Common Stock equal to the Escrow Stock Amount.


More Definitions of Escrow Stock Amount

Escrow Stock Amount means a number of shares of Parent Common Stock equal to fifteen percent (15%) of the Closing Stock Consideration.
Escrow Stock Amount means the number of shares of Parent Stock with a value of approximately $1,725,000 (as adjusted as necessary to avoid fractional shares), determined on the basis of the Closing Stock Value.
Escrow Stock Amount shall have the meaning set forth in Section 9.4(a).

Related to Escrow Stock Amount

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

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

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

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

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

  • Aggregate Stock Consideration has the meaning set forth in Section 3.01(b)(iii).

  • Escrow Fund means the escrow fund established pursuant to the Escrow Agreement.

  • Escrow Funds means the Advance funds deposited with the Escrow Agent pursuant to this Agreement.

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

  • Closing Stock Consideration means a number of shares of Parent Common Stock equal to (a) the Stock Consideration, minus (b) any shares of Parent Common Stock used to fund the SC Escrow Amount.

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

  • Cash Consideration has the meaning set forth in Section 2.2.

  • Indemnity Escrow Amount means $3,000,000.

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

  • Escrowed Funds Has the meaning, with respect to any Trust, specified in Section 2.02(b).

  • Company Stock Account means the account established and maintained in the name of each Participant or Beneficiary to reflect his share of the Trust Fund invested in Company Stock.

  • 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.

  • Holdback Shares has the meaning set forth in Section 2.5(b)(v).

  • Company Stock Fund means a hypothetical investment fund pursuant to which Deferred Stock Units are credited with respect to a portion of an Award subject to an Election, and thereafter until (i) the date of distribution or (ii) the effective date of a Diversification Election, to the extent a Diversification Election applies to such Deferred Stock Units, as applicable. The portion of a Grantee’s Account deemed invested in the Company Stock Fund shall be treated as if such portion of the Account were invested in hypothetical shares of Common Stock or Special Common Stock otherwise deliverable as Shares upon the Vesting Date associated with Restricted Stock or Restricted Stock Units, and all dividends and other distributions paid with respect to Common Stock or Special Common Stock were held uninvested in cash and credited with interest at the Applicable Interest Rate as of the next succeeding December 31 (to the extent the Account continues to be deemed credited in the form of Deferred Stock Units through such December 31).

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

  • Non-Cash Consideration means the Fair Market Value of non-cash consideration received by the Borrower or a Subsidiary in connection with an Asset Sale less the amount of cash or Cash Equivalents received in connection with a subsequent sale of or collection on such Non-Cash Consideration.

  • Clawback Amount has the meaning set forth in Section 6.05.

  • Holdback has the meaning set forth in Section 4.1(d)(i).

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

  • Aggregate Cash Consideration has the meaning set forth in Section 3.01(b)(ii).

  • Indemnity Escrow Fund means the Indemnity Escrow Amount deposited with the Escrow Agent, as such sum may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any remaining interest or other amounts earned thereon.