Investment Consideration definition

Investment Consideration means, with respect to any Investment in any Person or Permitted Joint Venture, the sum (without duplication) of:
Investment Consideration means, collectively, (A) the aggregate purchase consideration for an Acquisition and all other payments (but excluding any related acquisition fees, costs and expenses incurred in connection with any Acquisition), directly or indirectly, by any Person in exchange for, or as part of, or in connection with, an Acquisition, whether paid in cash or cash equivalents or by exchange of equity interests or of any property or by the assumption of Indebtedness of the target, business unit or asset group acquired or proposed to be acquired in any such Acquisition or otherwise and whether payable prior to, as of the consummation of, or after any such Acquisition, including any earn-outs and deferred payment obligations (whether contingent or otherwise), (B) the aggregate amount of all loans made by the Borrower to an Approved Entity in the case of any Future Approved Entity Investment and (C) the aggregate amount of all loans made by the Borrower to any Subsidiary or Associated Practice to fund Permitted Acquisitions or other Investments; provided, that Investment Consideration shall not include (a) any consideration or payment paid by the Borrower or any of its Subsidiaries (i) with the net cash proceeds from any substantially concurrent issuance of Capital Stock of the Borrower to its shareholders and/or (ii) in the form of Capital Stock of the Borrower and (b) cash and cash equivalents acquired by the Borrower or any of its Subsidiaries as part of the applicable Investment.

Examples of Investment Consideration in a sentence

  • Purchasing or selling any Covered Security which has been placed on the Investment Consideration List; and B.

  • Subject to the fulfilment of the conditions precedent to the Capital Injection Agreement, Freetech Smart Road shall pay the Investment Consideration in the sum of RMB46,802,400 in one lump sum within 5 days after Tianjin Commission of Commerce ( 天 津 市 主 管 商 務 部 門 ) having granted the approval of the Transactions.

  • The Company strongly recommends 3-wire service for all residential dwellings.

  • Pay to STXRA within five (5) business days of the initial closing of the Investment (the “Initial Closing”) a cash amount equal to the Payment Percentage of the Total Investment Consideration (as defined below) paid by CONDOR to the seller(s) at the Initial Closing (the “Payment Consideration”).

  • The remaining 49% of the Investment Consideration will be funded by XXXXX (H.K.) Industry & Trade Holdings Limited, which owns 49% shares in Freetech Smart Road.

  • OCTI will receive Common Stock Investment Consideration of 25,000 shares of the common stock of Healthcare of Today, Inc.

  • Within 14 days from the execution of the HOA, MAT shall pay to the stakeholder of PLS-LESB a refundable earnest deposit equivalent to 2% of the Investment Consideration of approximately RM3.6 million.

  • The remaining 49% of the Investment Consideration will be funded by XXXXX (H.K.) Industry & Trade, which owns 49% shares in Freetech Smart Road.

  • Investment Consideration to the Potential Investors in the Secondary Market• Investor should keep the information of the companies return to the shareholders in the form of cash dividend, stock dividend, Bonus share etc.

  • Therefore, the Investment Consideration is considered by the Board as fair and reasonable.


More Definitions of Investment Consideration

Investment Consideration has the meaning set forth in Section 2.2.
Investment Consideration shall have the meaning ascribed thereto in Section 9.1;
Investment Consideration means, with respect to any Investment, the aggregate amount of consideration paid by any Borrower or any of their respective Subsidiaries in connection with therewith, including, without duplication:
Investment Consideration means, in respect of an Investment, the consideration payable by the Corporation in respect such Investment (including, without limitation, the
Investment Consideration means, collectively, (A) the aggregate purchase consideration for an Acquisition and all other payments (but excluding any related acquisition fees, costs and expenses incurred in connection with any Acquisition), directly or indirectly, by any Person in exchange for, or as part of, or in connection with, an Acquisition, whether paid in cash or cash equivalents or by exchange of equity interests or of any property or by the assumption of Indebtedness of the target, business unit or asset group acquired or proposed to be acquired in any such Acquisition or otherwise and whether payable prior to, as of the consummation of, or after any such Acquisition, including any earn-outs and deferred payment obligations (whether contingent or otherwise), (B) the aggregate amount of all loans made by the Borrower to an Approved Entity in the case of any Future Approved Entity Investment and (C) the aggregate amount of all loans made by the Borrower to any Subsidiary or Associated Practice to fund Permitted Acquisitions or other Investments; provided, that Investment Consideration shall not include (a) any consideration or payment paid by the Borrower or any of its Subsidiaries (i) with the net cash proceeds from any substantially concurrent issuance of Capital Stock of the Borrower to its shareholders and/or (ii) in the form of Capital Stock of the Borrower and (b) cash and cash equivalents acquired by the Borrower or any of its Subsidiaries as part of the applicable Investment. “Investments” shall have the meaning set forth in Section 7.4. “IRS” shall mean the United States Internal Revenue Service. “ISDA Definitions” shall mean the 2006 ISDA Definitions, published by the International Swaps and Derivatives Association, Inc., or any successor thereto, as amended or supplemented from time to time, or any successor definitional booklet for interest rate derivatives published from time to time by the International Swaps and Derivatives Association, Inc. or such successor thereto. “Issuing Banks” shall mean Truist Bank in its capacity as the issuer of Letters of Credit pursuant to Section 2.22 together with any other Lender as the Borrower may from time to time select as an Issuing Bank hereunder pursuant to Section 2.22; provided that such Xxxxxx has agreed to be an Issuing Bank. “Knowledge” of Borrower shall mean the actual knowledge of any of the Borrower’s Responsible Officers. “LC Commitment” shall mean that portion of the Aggregate Revolving Commitments that may be u...
Investment Consideration means, collectively, (A) the aggregate purchase consideration for an Acquisition and all other payments (but excluding any related acquisition fees, costs and expenses incurred in connection with any Acquisition), directly or indirectly, by any Person in exchange for, or as part of, or in connection with, an Acquisition, whether paid in cash or cash equivalents or by exchange of equity interests or of any property or by the assumption of Indebtedness of the target, business unit or asset group acquired or proposed to be acquired in any such Acquisition or otherwise and whether payable prior to, as of the consummation of, or after any such Acquisition, including any earn-outs and deferred payment obligations (whether contingent or otherwise), (B) the aggregate amount of all loans made by the Borrower to an Approved Entity in the case of any Future Approved Entity Investment and

Related to Investment Consideration

  • Unit Consideration has the meaning set forth in Section 2.2(a).

  • Prepayment Consideration shall have the meaning set forth in Section 2.3.1.

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

  • Equity Consideration has the meaning set forth in Section 2.02.

  • Acquisition Consideration means the purchase consideration for any Permitted Acquisition and all other payments by Holdings or any of its Subsidiaries in exchange for, or as part of, or in connection with, any Permitted Acquisition, whether paid in cash or by exchange of Equity Interests or of properties or otherwise and whether payable at or prior to the consummation of such Permitted Acquisition or deferred for payment at any future time, whether or not any such future payment is subject to the occurrence of any contingency, and includes any and all payments representing the purchase price and any assumptions of Indebtedness, “earn-outs” and other agreements to make any payment the amount of which is, or the terms of payment of which are, in any respect subject to or contingent upon the revenues, income, cash flow or profits (or the like) of any person or business; provided that any such future payment that is subject to a contingency shall be considered Acquisition Consideration only to the extent of the reserve, if any, required under GAAP at the time of such sale to be established in respect thereof by Holdings or any of its Subsidiaries.

  • Sale Consideration means the value of the H-1 Bid and accepted and approved by BSNL for the Said Land Parcel in its Acceptance Letter.

  • Earnout Consideration has the meaning specified in Section 2.05(a).

  • Contingent Consideration has the meaning set forth in Section 1.6.

  • Earn-Out Consideration has the meaning set forth in Section 2.08(a)(i).

  • Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));

  • Transaction Consideration has the meaning set forth in Section 11.7 hereof.

  • Independent Consideration shall have the meaning as set forth in Section 2.14.

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • Total Consideration means the total amount (but without duplication) of (a) cash paid in connection with any Acquisition, plus (b) Indebtedness for borrowed money payable to the seller in connection with such Acquisition, plus (c) the fair market value of any equity securities, including any warrants or options therefor, delivered to the seller in connection with any Acquisition, plus (d) the amount of Indebtedness assumed in connection with any Acquisition.

  • Closing Stock Consideration means a number of shares of Parent Common Stock equal to (a) the Stock Consideration, minus (b) any shares of Parent Common Stock used to fund the SC Escrow Amount.

  • Contract Consideration has the meaning set forth in the definition of “Excess Cash Flow.”

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

  • Final Consideration means the entire consideration proposed by a Successful Bidder(s) in the course of the E-Auction, and required to be paid by the Successful Bidder(s) on Consideration Payment Date to acquire the Corporate Debtor as a whole on a going concern.

  • Initial Consideration has meaning ascribed by Clause 4.1;

  • Purchase Consideration means the aggregate net cash proceeds received by the Company or Specialty Foods Corporation ("SFC") (after deducting all fees and expenses incurred by the Company, SFC and/or their respective affiliates in connection with the Sale). By way of example, if the Purchase Consideration equaled $100,000,000, your Sale Bonus would be $100,000.00. The Sale Bonus shall be paid to you within three (3) months of the completion of the Sale.

  • Exchange Consideration shall have the meaning set forth in Section 11(b)(i).

  • Cash Consideration has the meaning set forth in Section 2.2.

  • Base Consideration has the meaning set forth in Section 1.2.

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

  • Consideration Shares has the meaning ascribed thereto in Section 2.2.

  • Share Consideration has the meaning given to it in Section 2.2;