Fixed Consideration definition

Fixed Consideration means the fixed consideration payable for the Shares pursuant to sub-clause 3.1 (Fixed Consolidation);

Fixed Consideration means the sum of US$96,500,000 (ninety-six million, five hundred thousand US dollars).

Fixed Consideration means £7,790,923,120; "FSMA" means the United Kingdom Financial Services and Markets Xxx 0000; "GDPR" means the General Data Protection Regulation (EU) 2016/679; on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, repealing Directive 95/46/EC; "General Meeting" means the general meeting of National Grid to be convened to approve the Resolutions; "GFSC" means the Guernsey Financial Services Commission; "GFSC Regulated Entity" means Aztec Insurance Limited (registered company number 22227) which is authorised and regulated by the GFSC; "Group" means the Company and the Subsidiaries and "Group Company" and "member of the Group" means any one of them; "Group Finance Agreements" means the finance arrangements of the Group contained in the Data Room (folders 4.1.1, 4.1.2, 4.1.3 and 4.1.4); "Group Relief" has the meaning given to it in the Tax Deed; "HMRC" means Her Majesty's Revenue and Customs and, where relevant, any predecessor body which carried out part of its functions; "Xxxxx Business" means the Welsh water and electricity business of Xxxxx plc and its group, which was acquired by the Group in 2000, including its electricity distribution business, known as Infralec; "IAS Regulation" means EC Regulation No. 1606/2002 of the European Parliament and the Council of 19 July 2002 on the application of international accounting standards; "IFRS" means the international accounting standards, within the meaning of the IAS Regulation, as adopted from time to time by the European Commission in accordance with that regulation; "Insurance Law" means The Insurance Business ( Bailiwick of Guernsey) Law 2002; "Insurance Policy" means the warranty and indemnity insurance policy taken out by the Buyer in connection with the Transaction; "Incentive Schemes" means: (i) the PPL Corporation Amended and Restated 2012 Stock Incentive Plan (documents 8.6.4, 8.6.5, 8.6.9 to 8.6.11, 8.6.20 to 8.6.23, and 8.6.32 in the Data Room); (ii) the PPL Corporation Incentive Compensation Plan for Key Employees

Examples of Fixed Consideration in a sentence

• If the IPO Price (as defined herein) is equal to the midpoint of the price range for the shares of the REIT’s Class A common stock in the IPO (the “IPO Price Range”) as set forth on the front cover of the REIT’s preliminary prospectus for the IPO filed with the U.S. Securities and Exchange Commission (the “SEC”), the Consideration shall equal the (i) Fixed Consideration and (ii) Preliminary Consideration, subject to any Prorations for the Properties.

• The Standby Financer represents and warrants that the Standby Financer has and at all times prior to the Completion will maintain and reserve for the performance of the Standby Financer’s obligations hereunder cash in an amount equal to at least the amount of the Fixed Consideration and such cash shall not be subject to a lien, claim, charge or encumbrance in favor of any person or entity other than the Company.

• At the Closing, Purchaser and Company shall deliver to Purchaser or its designated agent the certificates representing the Fixed Consideration.

• The Fixed Consideration shall be adjusted after Completion in accordance with the following provisions of this sub-clause.

• The Total Fixed Consideration shall be allocated among the assets of the Company as set forth on Exhibit D hereto (the "Allocation").

More Definitions of Fixed Consideration

Fixed Consideration means the total sum of Considerations except for the Contingent Consideration, i.e. the total amount of US Dollars twenty-three million five hundred thousand ($23,500,000.00) as contemplated in Clause 3 hereof;

Fixed Consideration has the meaning specified in Section 2.1(a) (Fixed Consideration).

Fixed Consideration has the meaning given in clause 3.1.1. Fundamental Warranty Claim: any Claim in respect of any Fundamental Warranty. Fundamental Warranties: the Sellers' Warranties set out in Part 1 of Schedule 6 and Fundamental Warranty means any one of them. Funds Flow: a spreadsheet, to be agreed in writing by the parties, showing the agreed flow of funds at Closing. G Ordinary Shares: the G ordinary shares of £1.00 each in the capital of the Company having the rights set out in the articles of association of the Company from time to time. Group: the Group Companies, taken as a whole. Group Companies: the Company and the Subsidiaries and Group Company means any one of them. Guaranteed Obligations: all present and future obligations and liabilities of the Purchaser under this Agreement and any agreement or instrument to be entered under it in order for the Purchaser to be able to satisfy its Closing obligations, including all money and liabilities of any nature from time to time due, owing or incurred by the Purchaser under this Agreement. H Share Repurchase: has the meaning given to it in clause 6.2.1. H Share Repurchase Documents: means the repurchase agreements and related board and shareholder resolutions of the Company required to give effect to the H Share Repurchase in a form to be agreed prior to Closing between the parties (acting reasonably)

Fixed Consideration means the aggregate sum (a) the Cash Consideration, and (b) the Stock Consideration.

Fixed Consideration shall have the meaning set forth in Section 3.1.1 hereof.

Fixed Consideration has the meaning given in Clause 4.1(a);

Fixed Consideration means $5,000,000;