Examples of Interest Consideration in a sentence
Until such time as the registration of the Membership Interest Consideration is completed, the Avatech Common Stock which each Seller will receive pursuant to the Purchase may be required to be held for a period of not less than one year following the Effective Date, unless registered under the 1933 Act or the State Acts, or unless an exemption from such registration is available, in which case a Seller may still be limited in the number of shares that may be sold.
The number of Interests held by each Member shall not be affected by any (i) issuance by the Company of Interests to other Members or (ii) change in the Capital Account of such Member (other than such changes to reflect additional Interest Consideration from such Member in exchange for new Interests).
The Seller also acknowledges and agrees that Purchaser has agreed only to register the Membership Interest Consideration as provided in Section 4.2 hereof in accordance with the provisions of the 1933 Act.
The Disposal Interest Consideration will be satisfied through the distribution of RMB125 million (approximately S$24.5 million) in the form of dividends from JAH (the “Dividend Consideration”), and the payment of RMB195 million (approximately S$38.3 million) in cash from the Purchaser (the “Cash Consideration”).
The following items are included: Arlington Road TIF Plan/Arlington Link Engineering/Survey Costs, Project Management Fees, G.C. Fees, Professional Services Fees, Administrative Fees and Construction Period Interest: Consideration of a Partial Completion and Compliance No. 3 for costs through October 31, 2020, and other matters related thereto.
Each Member Interest issued and outstanding immediately prior to the Effective Time (other than Member Interests to be excluded and remain outstanding in accordance with Section 2.08(a)) shall be converted into the right to receive the Closing Per Member Interest Consideration, at the respective times and subject to the contingencies specified herein, as set forth on Schedule 2.08(b).
Each of Sub 1 and Sub 2 shall be deemed to bear a percentage of such adjustment to the Minority Interest Consideration in accordance with their respective percentages of the Total Consideration.
For purposes of this Agreement, “Approval Conditions” shall mean there shall not have been any amendment to the BCA that has a material and adverse impact on the aggregate Total Equity Interest Consideration and Total Cash Consideration payable under the BCA to the Company Members.
Except for Seller’s right to acquire the Partnership Interest Consideration pursuant to this Agreement, no Person has any written or oral agreement or option or any right or privilege capable of becoming an agreement or option for the purchase, subscription, allotment or issuance of any interest in Buyer.
At the Time of Closing, all necessary actions will have been taken by Buyer to issue the Partnership Interest Consideration.