Initial Stock Payment definition

Initial Stock Payment has the meaning set forth in Section 2.3(a).
Sample 1Sample 2Sample 3
Initial Stock Payment means an amount equal to (i) 72.1267% of the Net Stock Proceeds, minus (ii) the sum of the Reserve Amount and the Collar Adjustment.
Sample 1
Initial Stock Payment is defined in Section 2.07 of this Agreement.
Sample 1

Examples of Initial Stock Payment in a sentence

  • If the Employment Agreement for Singer referenced in Section 3 of this Agreement is terminated for any reason prior to the end of its three year term, other than solely because of a material breach of it by the Company, then all of the Stock Payments, except for the Initial Stock Payment, and Cash Payments, except for the initial $250,000 of the Cash Payment, will be reduced by 20%.

  • Q Bio shall have made, or shall make simultaneous with Closing, the Initial Cash Payment and the Initial Stock Payment to BNI.

  • Notwithstanding any other provision in this Agreement to the contrary, the shares of Parent Common Stock issued in connection with the Net Merger Consideration (including the Preferred Unitholder Initial Stock Payment, the Indemnification Escrow Shares and the stock portion of the Earnout Consideration) shall be adjusted proportionately for any stock splits, subdivisions, reverse stock splits, combinations, recapitalizations, dividends, distributions and the like.

  • The shares of Purchaser Common Stock to be issued to Sellers in connection with the Initial Stock Payment and the Earn-out Stock Payment, respectively, when issued in accordance with the Agreement, will be duly authorized, validly issued, fully paid and non-assessable, free and clear of all Encumbrances, and issued in compliance with applicable federal and state securities Laws.

  • Notwithstanding the foregoing, before the Shareholders may exercise the Buy Back Option, the Buyer shall have the right to pay the Shareholders a cash payment of $3,500,000, whereby the Shareholders shall return 100% of the ADSX Shares paid as the Initial Stock Payment pursuant to paragraph 1.4.1 to the Buyer and the Buy Back Option will become void.

  • In the event that the Company’s Common Stock becomes freely tradable on a U.S. national stock exchange, NASDAQ, OTC Bulletin Board or “Pink Sheets” (collectively a “Stock Market”) within two years from the date of the Closing (the “Two Year Period”), then each of the Initial Stock Payment, [***]Confidential material redacted and filed separately with the Commission.

  • The Management Shareholders understand and agree that to the extent required pay the 1st Repayment and 2nd Repayment, they shall distribute the necessary amounts from the Initial Stock Payment to the Company so that the Company may make such repayments.

  • Such Buyout Purchase Price shall be payable in accordance with the terms of paragraph 1.4.3. Any Buyout Purchase Price paid under this paragraph shall be the final payment or amount due to the Shareholders, and nothing in this paragraph shall be construed to require the Shareholders to return or repay any of the Initial Stock Payment made under paragraph 1.4.1.

  • The Shareholders further acknowledge, understand and agree that any disputes arising from the distribution of the Initial Stock Payment shall be handled by and between the Shareholders, and that Buyer shall have no liability in any dispute or claim related to such repayments, allocations and distributions.

  • Within 30 days after the Closing, the Buyer shall issue and deliver to the Seller a certificate, registered in the name of the Seller, representing a number of shares of Buyer Stock equal to the Initial Stock Payment.


More Definitions of Initial Stock Payment

Initial Stock Payment shall be that number of shares of Purchaser Preferred Stock with a stated value equal to $1,000 per share, or One Million Five Hundred Thousand Dollars ($1,500,000) in the aggregate (the “Initial Stock Payment Amount”). The shares of Purchaser Preferred Stock issuable pursuant to this Agreement shall have such preferences, rights and limitations as set forth in the Certificate of Designation.
Sample 1
Initial Stock Payment has the meaning set forth in Section 2.6(c)(i)(A). "Intellectual Property" means (i) inventions (whether patentable or unpatentable and whether or not reduced to practice), all improvements thereto, and all patents, patent applications and patent disclosures, together with all reissuances, continuations, continuations-in-part, revisions, extensions and reexaminations thereof (collectively, "Patents"); (ii) trademarks, service marks, trade dress, logos, trade names and corporate names, together with all translations, adaptations, derivations and combinations thereof and including all goodwill associated therewith, and all applications, registrations and renewals in connection therewith (collectively, "Trademarks"), (iii) copyrightable works, all copyrights and all applications, registrations and renewals in connection therewith and mask works and all applications, registrations and renewals in connection therewith (collectively, "Copyrights"); (iv) trade secrets and confidential business information (including without limitation, product specifications, data, know-how, inventions and ideas, past, current and planned research and development, customer lists, current and anticipated customer requirements, price lists, market studies, business plans), however documented; (v) proprietary computer software and programs (including object code and source code) and other proprietary rights and copies and tangible embodiments thereof (in whatever form or medium); (vi) database technologies, systems, structures and architectures (and related processes, formulae, compositions, improvements, devices, know-how, inventions, discoveries, concepts, ideas, designs, methods and information) and any other related information, however, documented; (vii) any and all information concerning the business and affairs of a Person (which includes historical financial statements, financial projections and budgets, historical and projected sales, capital spending budgets and plans, the names and backgrounds of key personnel and personnel training and techniques and materials), however documented; (viii) any and all notes, analysis, compilations, studies, summaries, and other material prepared by or for a Person containing or based, in whole or in part, on any information included in the foregoing, however documented; (ix) all industrial designs and any registrations
Sample 1
Initial Stock Payment as defined in Section 2.5(a).
Sample 1

Related to Initial Stock Payment

  • Stock Payment means (a) a payment in the form of shares of Stock, or (b) an option or other right to purchase shares of Stock, as part of any bonus, deferred compensation or other arrangement, made in lieu of all or any portion of the compensation, granted pursuant to Article 8.

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

  • Initial Stock Loan Rate means, in respect of an Underlying Equity (in the case of Equity Linked Notes) or a security/commodity comprised in an Index (in the case of Index Linked Notes), the Initial Stock Loan Rate specified in relation to such Underlying Equity, security or commodity in the applicable Final Terms.

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

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

  • Initial Share Price for a Share means the Closing Price on the Exchange (or where such Exchange does not announce or publish a Closing Price, the last traded price, or, if necessary, the mid-market price) for that Share on the Initial Valuation Date, subject to adjustments that may be made pursuant to “DESCRIPTION OF THE NOTES – Adjustments and Exceptional Circumstances”.

  • Initial Stockholder means any beneficial owner of the Company’s unregistered securities.

  • Deferred Shares means an award made pursuant to Section 7 of this Plan of the right to receive Common Shares at the end of a specified Deferral Period.

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

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

  • Share Payment means (a) a payment in the form of Shares, or (b) an option or other right to purchase Shares, as part of any bonus, deferred compensation or other arrangement, made in lieu of all or any portion of the compensation, granted pursuant to Article 8.

  • Initial Stockholders means the stockholders of Holdings who became -------------------- stockholders as of the Closing Date (including employees or directors of Holdings or any Subsidiary who were granted options to purchase stock as of the Closing Date) and any transferees of such stockholders described in clause (i) or (ii) in the definition of Approved Sale.

  • Deferred Share means a Share which by its terms of issue is a deferred share as defined in the Statutes and includes a permanent interest bearing share and a Core Capital Deferred Share;

  • Deferred Stock Units means the number of hypothetical Shares subject to an Election.

  • Common Stock Agreement means an agreement executed by a Common Stockholder and the Company as contemplated by Section 5, below, which imposes on the shares of Common Stock held by the Common Stockholder such restrictions as the Board or Committee deem appropriate.

  • Restricted Stock Purchase Right means a right to purchase Stock granted to a Participant pursuant to Section 8.

  • Distribution Equivalent Right means an Award granted under Article XIII of the Plan which entitles the Holder to receive bookkeeping credits, cash payments and/or Share distributions equal in amount to the distributions that would have been made to the Holder had the Holder held a specified number of Shares during the period the Holder held the Distribution Equivalent Right.

  • Initial Dividend Payment Date means the Initial Dividend Payment Date as determined by the Board of Directors of the Corporation with respect to the AMPS or Other AMPS, as the case may be.

  • Deferred Stock Account means a bookkeeping account maintained by the Company for a Participant representing the Participant's interest in the shares credited to such Deferred Stock Account pursuant to Paragraph 7 hereof.

  • Common Share Equivalent shall have the meaning ascribed to it in Section 11(a)(iii) hereof.

  • Class A Common Shares means shares of the Class A Common Stock, par value $.01 per share, of the Company.

  • Parent Class A Common Stock means the Class A Common Stock, par value $0.01 per share, of Parent.

  • Preferred Stock Dividends means all dividends with respect to Preferred Stock of Restricted Subsidiaries held by Persons other than the Company or a Wholly Owned Restricted Subsidiary. The amount of any such dividend shall be equal to the quotient of such dividend divided by the difference between one and the maximum statutory federal income rate (expressed as a decimal number between 1 and 0) then applicable to the issuer of such Preferred Stock.

  • Common Share Equivalents means any securities of the Company or the Subsidiaries which would entitle the holder thereof to acquire at any time Common Shares, including, without limitation, any debt, preferred stock, right, option, warrant or other instrument that is at any time convertible into or exercisable or exchangeable for, or otherwise entitles the holder thereof to receive, Common Shares.

  • Restricted Share means a Share awarded to a Participant pursuant to Article 6 that is subject to certain restrictions and may be subject to risk of forfeiture.

  • Common Stock Dividend means a stock dividend declared and paid on the Common Stock that is payable in shares of Common Stock.