Holdback Stock definition

Holdback Stock means that number of shares of Parent Common Stock equal to Seven Million Five Hundred Thousand Dollars ($7,500,000) divided by the Closing Price.
Sample 1Sample 2
Holdback Stock means shares of the Stock Consideration pledged by the Member to the Buyer and held as security for the purposes of the indemnification obligations of the Member set forth in this Agreement and pursuant to the terms of the Indemnity Holdback Pledge Agreement. The number of shares of Stock Consideration to be pledged by the Member shall have an aggregate value of One Million Dollars ($1,000,000), with the per share price being determined based upon the thirty (30) day volume weighted average market price of the common stock of Charge Enterprises, Inc. ending on the last trading day immediately prior to the Closing Date.
Sample 1
Holdback Stock has the meaning specified in Section 2.6.
Sample 1

Examples of Holdback Stock in a sentence

  • As promptly as practicable after taking the foregoing actions, Escrow Holder shall deliver written notice to Seller (and the Unitholders, if applicable), containing copies of the Holdback Stock Power(s) completed in connection with the foregoing transactions (it being understood that the failure to deliver such written notice shall not invalidate any transfer to the Purchaser Indemnified Parties made in connection therewith).

  • Demand Media agrees that it will satisfy its obligation to distribute any portion of the Holdback Stock Amount (as defined in the S6 Purchase Agreement) pursuant to the S6 Purchase Agreement following the Distribution Date in the manner contemplated by Section 8.3(c)(ii) (and not Section 8.3(c)(i)) of the S6 Purchase Agreement.

  • Each of the Founders shall execute and deliver: (i) the Lock-Up Agreement, with respect of the Independent Stock Consideration issued to such Founder; and (ii) a Holdback Agreement, with respect to its portion of the Holdback Stock Consideration.

  • The Trustee may trade with itself or an affiliate in the purchase or sale of Eligible Investments.

  • The number of shares to be transferred shall be determined by dividing the amount of the claim by the higher of the per share value of the General Holdback Stock on the Merger Closing Date or the per share closing bid value of Barnabus common stock on the date of the final determination (or if not a trading day, the next preceding trading day).

  • Maxxx xhall be entitled to exercise the voting rights of the shares constituting the Holdback Stock and to receive dividends (if declared) with respect to such shares (other than non-taxable stock dividends, which shall be included as part of the escrowed amounts of Preferred Stock held by the Buyer).

  • The Common Stock when issued in accordance with the terms of this Agreement will be duly authorized, validly issued, fully paid and nonassessable and free of liens, encumbrances or preemptive rights contained in the Certificate of Incorporation or Bylaws of TMCI; provided, however, that the Common Stock may be subject to restrictions on transfer under state and/or federal securities laws and the Holdback Stock and Earn Out Stock is subject to forfeiture as provided in this Agreement.

  • The General Holdback Stock shall remain in the General Holdback Account for one (1) year following the Merger Closing Date in order to secure the performance of the obligations of Principal Seller under the General Indemnification.

  • Shares of Option Holdback Stock plus cash equal to Accrued Dividends (if any) shall be transferred and paid to Seller’s Principal Stockholder in accordance with the schedule set forth below.

  • Upon deposit of the Holdback Stock with the Buyer in accordance with the foregoing sentence, Buyer shall be deemed to have withheld from Maxxx xonsideration that otherwise would be payable and issuable to him upon the Closing.


More Definitions of Holdback Stock

Holdback Stock means 670,070 shares of Purchaser Common Stock ** **.
Sample 1
Holdback Stock means Management Stock with respect to which holdback restrictions have not lapsed in accordance with the provisions of Section 2 hereof.
Sample 1
Holdback Stock has the meaning given it in Schedule 2.8(c).
Sample 1
Holdback Stock shall have the meaning set forth in Section 3.1(d).
Sample 1

Related to Holdback Stock

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

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

  • Company Stock means, collectively, the Company Common Stock and the Company Preferred Stock.

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

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

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

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

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

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

  • Buyer Stock means the common stock, par value $0.001 per share, of Buyer.

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

  • Old Common Stock means the Company's common stock, par value $.01 per share, outstanding as of the date of the Company's filing of the petition commencing the Chapter 11 Case.

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

  • Cash Election Shares shall have the meaning set forth in Section 3.2.1.

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

  • Class A Stock means the Company's Class A Common Stock, par value $0.01 per share.

  • Stock Election Shares shall have the meaning set forth in Section 3.2.1.

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

  • Purchaser Common Stock means the common stock, par value $0.01 per share, of Purchaser.

  • Company Shares means the common shares in the capital of the Company;

  • 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.

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

  • Original Shares means, when used in reference to any one or more Stockholders, the Shares held by such Stockholder on November 30, 2010, or any shares or other securities into which or for which such Shares may have been converted or exchanged in connection with any exchange, reclassification, dividend, distribution, stock split, combination, subdivision, merger, spin-off, recapitalization, reorganization or similar transaction.

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

  • Buyer Common Stock means the common stock, par value $0.01 per share, of Buyer.

  • Acquiror Common Stock means the common stock, $0.001 par value per share, of Acquiror.