Merger Cash definition

Merger Cash means cash consideration paid or payable pursuant to Section 1.7.

Merger Cash means the cash issued in exchange for outstanding shares of Company Capital Stock pursuant to Section 1.6 and payable upon exercise of Assumed Company Options and assumed Company Warrants.

Merger Cash shall have the meaning set forth in Section 2.6(a)(ii) hereof.

Examples of Merger Cash in a sentence

• Acquirer covenants and agrees that it will transfer to the Surviving Corporation: (1) $400,000 of the capital used to pay the Merger Cash Consideration by January 28, 2011; and (2) the remainder of the capital used to pay the Merger Cash Consideration by February 18, 2011.

• Company will have received evidence from Acquirer that Acquirer transferred USD $3,500,000 to Sub in order for the Surviving Corporation to fulfill its obligation to pay the Merger Cash Consideration pursuant to the terms and conditions of this Agreement.

• The Merger Cash Payments are intended to correspond to the amounts due under the Prior Change of Control Agreement.

• No Merger Cash Consideration or Expense Reimbursements previously paid to Selling Stockholder prior to the date of the Unwind Notice shall be refundable to Parent upon consummation of the Unwind Transfer and Unwind Repurchase, and the Parties shall have no further obligations under this Agreement.

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More Definitions of Merger Cash

Merger Cash means Thirty Five Million Dollars ($35,000,000), minus (i) the amount by which the Transaction Expenses of HOVRS exceed One Million Dollars ($1,000,000) in the aggregate, and (ii) the amount of the Employee Cash Bonus.

Merger Cash means an amount per share of XLI Common Stock calculated as set forth in Section 2.4 (Effect of Merger on Outstanding Securities).

Merger Cash set forth in Section 1 of the Merger Agreement shall be deleted in its entirety and replaced with the following:

Merger Cash means an amount in cash equal to the product of (i) 0.199 multiplied by (ii) the Aggregate Common Stock Consideration Amount, rounded to the nearest whole cent (with 0.5 of a cent rounded down), subject to adjustment as set forth in Section 1.11.

Merger Cash means (i) the product of 0.57778 multiplied by the Aggregate Consideration Amount, or (ii) if the Cash Election is exercised, the Aggregate Consideration Amount, in each case rounded to the nearest whole cent (with 0.5 of a cent rounded down), subject to adjustment as set forth in Section 1.12.

Merger Cash is defined in Section 2.5.

Merger Cash means three million one hundred thousand ----------- dollars ($3,100,000) in cash consideration, to be received by the Shareholders in connection with the Merger, on a Pro Rata Basis, as partial consideration in exchange for the Company Common Stock (as adjusted in accordance with Sections -------- 1.7 and 5.5 and subject to Article VII); provided, however, that if the Average ----------- ----------- -------- ------- Trading Price is less than five dollars and ninety-five and one-half cents ($5.955), then the Merger Cash shall be reduced by five dollars and ninety-five and one-half cents ($5.955) and the Merger Shares shall be increased by one share of Parent Common Stock successively until the Merger Cash equals one- fourth of the value of the Merger Shares (valued at the Average Trading Price).