Expense Shares definition

Expense Shares is defined in the recitals.
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Expense Shares shall have the meaning assigned to such term in Section 8.1.
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Expense Shares is equal to the quotient obtained by dividing the Aggregate Company Expense and Liability Amount by $0.27;
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Examples of Expense Shares in a sentence

  • If KBG shall fail to comply with the provisions of Section 3.2.4(a) of this Agreement or fail to exchange its Membership Interest in KBG, LLC for shares of the Common Stock of the Holding Company pursuant to the terms of the KBG Exchange, KBG shall be liable to contribute $100,000 toward the Transaction Expenses, as liquidated damages for its failure to do so, which amount shall be allocated and disbursed to the Contributing Companies in accordance with their respective Transaction Expense Shares.

  • The provisions of this Agreement (including the provisions of this sentence) applicable to the rights, duties and obligations of the Sponsor, the Underwriter Holders or the Expense Holders, as the case may be, may not be amended, modified or supplemented, without the written consent of the Parent and, as applicable, the Sponsor, a majority in interest of the Insider Shares or a majority in interest of the Expense Shares.

  • Treatment Of Member's IncomeTREATMENT OR EXPENSES WHEN EXCLUDED OR NON-HH MEMBER: Pays All of ExpensePools Income and Shares Expense with CalFresh HH ONLY Pays Flat Amount for Part of Expense Shares Expense with CalFresh HH and Excluded MembersNon-household members such as:• Roomer.• Live-in Attendant.• “Other” individuals who share the residence but are NOT HH members per HH composition rules (i.e. blood/ marriage & customarily purchase and prepare food together).

  • If the amount of such fees, costs and expenses exceed the Expense Cap, then the number of shares of Parent Common Stock constituting the Merger Shares shall be reduced by an amount equal to the excess of the fees, costs and expenses over the Fee Cap divided by the Closing Market Price (the "Expense Shares").

  • Umdoni Municipality has not commissioned any studies or surveys to assist with the situational analysis (commonly referred to as backlog studies).

  • The certificate or certificates representing the Escrow Shares and the Escrow Expense Shares shall be registered in the name of (or the name of a nominee of) the Escrow Agent, as escrow agent under the Escrow Agreement.

  • If required, compliance with the hourly VOC limitation shall be determined in accordance with the test methods and procedures specified in 40 CFR Part 60, Appendix A, Methods 1-4 and 18, 25 or 25A.

  • On the Commencement Date, the Company shall cause any restrictive legend on (i) the Commitment Shares and (ii) any shares of Common Stock issued to Buyer under Section 4(h) hereof ("Expense Shares") to be removed and all of the Purchase Shares and Expense Shares to be issued under this Agreement shall be issued without any restrictive legend.

  • The Company shall have prepared and delivered to the Investor a final and complete form of prospectus, dated and current as of the Commencement Date, to be used by the Investor in connection with any sales of the Expense Shares, the Commitment Shares and any Purchase Shares, and to be filed by the Company one (1) Business Day after the Commencement Date.

  • As soon as the Expense Shares are registered as set forth in Section 5 below, or the federal securities laws otherwise permit the removal of the restrictive legend, Winners will promptly direct its transfer agent to remove such legend.


More Definitions of Expense Shares

Expense Shares means 50,000 shares of duly authorized, validly issued, fully paid and nonassessable shares of Common Stock, which the Company heretofore has caused its transfer agent to issue and deliver to the Investor.
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Expense Shares means the number of shares of Parent Common Stock calculated by dividing the sum of (i) the amount of the Company Expenses reflected on the Schedule of Expenses delivered pursuant to Section 7.5(g) and (ii) all principal and accrued interest outstanding under loans made by shareholders of the Company to the Company after September 30, 1999, which principal and accrued interest totaled approximately $1 million as of the date of this Agreement by the Stipulated Value (as used herein, "STIPULATED VALUE" shall mean the average of the closing prices per share of Parent Common Stock on the Nasdaq Stock Market, as reported in The Wall Street Journal, or if not reported therein, any other authoritative source, on each of the ten business days immediately prior to the Effective Time).
Sample 1
Expense Shares means the number of shares of Parent Common Stock calculated by dividing the amount of the Company Expenses reflected on the Schedule of Expenses delivered pursuant to Section 7.5(j) (less $300,000 of the Broadview Expenses (as defined in Section 2.22) and all accounting and legal fees and expenses incurred by the Company in connection with the transactions contemplated by this Agreement and reflected on the Schedule of Expenses) by the Stipulated Value (as defined in Section 1.8(c)).
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Expense Shares is defined in Section 2.5.
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Expense Shares shall equal the quotient of (x) the difference of the LLL Expenses less the Expense Threshold divided by (y) the closing price of SoftNet Common Stock on The Nasdaq National Market on the date immediately prior to the Closing Date (the "Closing Stock Price"). The number of Expense Shares shall be rounded up to the nearest whole number.
Sample 1

Related to Expense Shares

  • Consideration Shares has the meaning ascribed thereto in Section 2.2.

  • PIPE Shares shall have the meaning given in the Recitals hereto.

  • 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).

  • Purchase Shares has the meaning set forth in Section 2.2(a) hereof.

  • Acquisition Shares means the shares of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

  • Exchange Shares has the meaning set forth in Section 2.01(b).

  • Put Shares means all shares of Common Stock issued, or that the Company shall be entitled to issue, per any applicable Put Notice in accordance with the terms and conditions of this Agreement.

  • Earn-Out Shares has the meaning provided in Section 2.2(b).

  • Earnout Shares has the meaning set forth in Section 3.6(a).

  • Management Shares means a management share in the capital of the ICAV which shall have the right to receive an amount not to exceed the consideration period for such Management Share.

  • Forward Purchase Shares shall have the meaning given in the Recitals hereto.

  • Conversion Shares means, collectively, the shares of Common Stock issuable upon conversion of the shares of Preferred Stock in accordance with the terms hereof.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Investor Shares shall have the meaning given in the Recitals hereto.

  • Unit Shares means the Common Shares comprising part of the Units;

  • VMTP Shares has the meaning set forth in the preamble to this Agreement.

  • Settlement Shares With respect to any Settlement Date, a number of Shares, not to exceed the Base Amount, designated as such by Party B in the related Settlement Notice or by Party A pursuant to “Termination Settlement” below; provided that on the Maturity Date the number of Settlement Shares shall be equal to the Base Amount on such date.

  • Purchaser Shares means the common shares in the capital of the Purchaser.

  • Payment Shares has the meaning set forth in Section 2.02;

  • Coop Shares Shares issued by a Cooperative Corporation.

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

  • Minimum Consideration means the $.01 par value per share or such larger amount determined pursuant to resolution of the Board to be capital within the meaning of Section 154 of the Delaware General Corporation Law.

  • Subscriber Shares means the Shares which the subscribers to the Instrument of the ICAV agree to subscribe for as more particularly hereinafter set forth after their names.

  • Sold Shares shall have the meaning specified in Section 6.

  • ASA Shares has the meaning set forth in 2.4(a).

  • Common Warrant Shares means the shares of Common Stock issuable upon exercise of the Common Warrants.