Initial Escrow Shares definition

Initial Escrow Shares means the number of shares of Purchaser Common Stock or Sorrento Common Stock, as applicable, equal to 20% of the Purchaser Stock Consideration, rounded down to the nearest whole share.
Initial Escrow Shares means the number of Parent Shares (rounded down to the nearest whole share) equal the product obtained by multiplying (a) the Aggregate Available Parent Shares by (b) ten percent (10%).
Initial Escrow Shares means the sum of (i) the Initial Escrow Common Shares and (ii) the Initial Escrow Preferred Shares. For the avoidance of doubt, in no event shall the number of Initial Escrow Shares be greater than 4,384,896 shares of Parent Capital Stock.

Examples of Initial Escrow Shares in a sentence

  • The Released Escrow shall be released to the Holders in proportion to their respective interests in the Initial Escrow Shares.

  • Unless otherwise indicated, as used in this Escrow Agreement, the term "ESCROW SHARES" includes the Initial Escrow Shares and any Additional Shares.

  • The Released Escrow shall be released to the Holders in proportion to their respective interests in the Initial Escrow Shares as certified in writing to the Escrow Agent.

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  • Unless otherwise indicated, as used in this Escrow Agreement, the term "Escrow Shares" includes the Initial Escrow Shares and any Additional Shares, and the term "Escrow Fund" will include the Escrow Shares and the Proceeds (as defined below).

  • Parent shall deposit as soon as practicable ----------------- after the Effective Time on the Holders' behalf with the Escrow Agent (with the same effect as if transferred to the Holder and then transferred by the Holder to the Escrow Agent) a certificate representing the number of Escrow Shares issued pursuant to the Merger Agreement registered in the name of Embassy & Co. as nominee for the Escrow Agent (the "Initial Escrow Shares").

  • On the Closing Date or as soon as practicable thereafter, Parent shall issue the Initial Escrow Shares to the Escrow Agent to hold in trust as an escrow fund (the “Escrow Fund”) under the terms of this Agreement and the Escrow Agreement.

  • Merilus USA will deposit as soon as practicable on the Holder's behalf with the Escrow Agent stock certificates representing the Escrow Shares issued pursuant to the Reorganization Agreement registered in the name of the Holder and in the relative amounts set forth on Exhibit 1.1 attached (the "Initial Escrow Shares") and an Assignment separate from the stock certificates executed by such Holder.

  • As used in this Agreement, a "SHAREHOLDER'S ESCROW SHARES" refers to and means: (i) if no Additional Escrow Shares are issued, the Initial Escrow Shares allocable to such Shareholder as set forth in EXHIBIT A; and (ii) if Additional Escrow Shares are issued, that number of Escrow Shares obtained by multiplying the total number of all Escrow Shares in the Escrow Account at the time in question by such Shareholder's pro rata portion as set forth in EXHIBIT A.

  • Upon Closing, KHC shall immediately issue the Escrow Shares ("Initial Escrow Shares") according to the percentages set forth on Exhibit 3.1, and shall promptly deposit with Escrow Agent duly authorized share certificates registered in the respective names of the Holders as set forth in Exhibit 3.1 hereto.


More Definitions of Initial Escrow Shares

Initial Escrow Shares shall have the meaning set forth in Section 2.2(c)(ii)(3).
Initial Escrow Shares means 150,000 Shares that will serve as the initial Escrow Property.
Initial Escrow Shares shall have the meaning set forth in Section 1.6(a)(ix).
Initial Escrow Shares means the number of Parent Shares (rounded down to the nearest whole share) equal the product obtained by multiplying
Initial Escrow Shares means the two million (2,000,000) shares of the Common Stock issued and delivered to the Escrow Agent in accordance with the Stipulation.

Related to Initial Escrow Shares

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

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

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

  • Escrow Property means the Escrow Funds and the Certificates delivered to the Escrow Agent as contemplated by Section 1(c) hereof.

  • Qualified escrow fund means an escrow arrangement with a federally or state-chartered financial institution having no affiliation with any tobacco product manufacturer and having assets of at least one billion dollars where such arrangement requires that such financial institution hold the escrowed funds’ principal for the benefit of releasing parties and prohibits the tobacco product manufacturer placing the funds into escrow from using, accessing, or directing the use of the funds’ principal except as consistent with section 453C.2, subsection 2, paragraph “b”.

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

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

  • 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.

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

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

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

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

  • Escrow Deposit has the meaning set forth in Section 2.1.

  • Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.

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

  • Initial Shares means all of the outstanding shares of Common Stock issued prior to the consummation of the Company’s initial public offering.

  • Remaining Shares has the meaning set forth in Section 4.1.2.

  • Indemnity Escrow Agreement means the Indemnity Escrow Agreement substantially in the form attached hereto as Exhibit B, among the Sellers, the Buyers and the Escrow Agent.

  • Indemnity Escrow Account means the escrow account established by the Escrow Agent pursuant to the terms of the Escrow Agreement for purposes of holding the Indemnity Escrow Amount.

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

  • Deposit Escrow Agreement has the meaning set forth in Section 2.2.

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

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

  • Adjustment Escrow Amount means $1,000,000.

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

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