Merger Payment Schedule definition

Merger Payment Schedule has the meaning set forth in Section 3.2(b)(i)
Merger Payment Schedule has the meaning specified in Section 3.04.
Merger Payment Schedule means the schedule attached hereto as Schedule D, setting out a list of all outstanding Company Securities and the allocations of the Purchase Price payable to the Holders thereof, as updated by mutual agreement between Parent and the Company prior to the Closing.

Examples of Merger Payment Schedule in a sentence

  • SMMC shall cause the Exchange Agent, pursuant to irrevocable instructions, to pay the amount in cash payable by SMMC pursuant to Section 3.01(b) and Section 3.03(i) or the Per Share Stock Consideration, as applicable, out of the Exchange Fund in accordance with the Merger Payment Schedule and the other applicable provisions contained in this Agreement.

  • The Merger Payment Schedule shall also include (A) the name of each Company Securityholder and any other holder of Equity Equivalents and (B) the number and type of Company Shares, Company Options and other Equity Equivalents held by each holder thereof.

  • PubCo shall cause the Exchange Agent, pursuant to irrevocable instructions, to pay the Plus Holdings Share Consideration out of the Exchange Fund in accordance with the Merger Payment Schedule and the other applicable provisions contained in this Agreement.

  • HCAC shall cause the Exchange Agent, pursuant to irrevocable instructions, to pay the Per Share Merger Consideration out of the Exchange Fund in accordance with the Merger Payment Schedule and the other applicable provisions contained in this Agreement.

  • Acquiror shall direct the Exchange Agent, pursuant to irrevocable instructions, to pay the Per Share Stock Consideration and the Per Share Cash Consideration and Option Spread Shares, as applicable, out of the Exchange Fund in accordance with the Merger Payment Schedule and the other applicable provisions contained in this Agreement.

  • IAC shall cause the Exchange Agent, pursuant to irrevocable instructions, to pay the applicable portion of the Stock Consideration out of the Exchange Fund in accordance with the Merger Payment Schedule and the other applicable provisions contained in this Agreement.

  • The Merger Payment Schedule shall also include (A) the name of each Company Stockholder and (B) the number of shares and type of Company Stock held by each holder thereof.

  • Parentco shall cause the Exchange Agent, pursuant to irrevocable instructions, to pay the Company Closing Merger Consideration out of the Exchange Fund in accordance with the Company Merger Payment Schedule and the other applicable provisions contained in this Agreement.

  • GX shall cause the Exchange Agent, pursuant to irrevocable instructions, to pay the Per Share Merger Consideration out of the Exchange Fund in accordance with the Merger Payment Schedule and the other applicable provisions contained in this Agreement.

  • The Merger Payment Schedule, when delivered, shall accurately reflect the allocation of the Merger Consideration in accordance with the constituent documents of the HoldCos.


More Definitions of Merger Payment Schedule

Merger Payment Schedule has the meaning set forth in Section 2.19(a).

Related to Merger Payment Schedule

  • Payment Schedule ’ means a schedule which sets out—

  • Repayment Schedule means the schedule of repayment dates as detailed in Schedule 5 (Loan Repayment Schedule), to be replaced as required in accordance with Clause 5 (Repayment) and Clause 6.9(b) (Partial prepayment of Loans).

  • Purchase Price Allocation Schedule has the meaning set forth in Section 5.11(f)(ii).

  • Early Termination Schedule is defined in Section 4.2 of this Agreement.

  • CVR Payment Amount has the meaning set forth in Section 2.4(a).

  • Disbursement Schedule means the disbursement schedule as set out in an FAA;

  • Closing Date Payment has the meaning set forth in Section 2.04(a)(i).

  • Conversion Schedule means the Conversion Schedule in the form of Schedule 1 attached hereto.

  • Closing Payment Amount shall have the meaning set forth in Section 3.1(a).

  • Rollover Notification Date shall be defined as set forth in the Prospectus under "Summary of Essential Information."

  • Basic Rent Payment Date means the Delivery Date, and the numerically corresponding day in each calendar month thereafter during the Term, and if such day is not a Business Day, then the immediately preceding calendar day which is a Business Day.

  • Earnout Payment has the meaning set forth in Section 2.3(b).

  • Final Scheduled Distribution Date means with respect to (i) the Class A-1 Notes, the February 8, 2017 Distribution Date, (ii) the Class A-2-A Notes, the June 10, 2019 Distribution Date, (iii) the Class A-2-B Notes, the June 10, 2019 Distribution Date, (iv) the Class A-3 Notes, the October 8, 2020 Distribution Date, (v) the Class B Notes, the March 8, 2021 Distribution Date, (vi) the Class C Notes, the January 10, 2022 Distribution Date, (vii) the Class D Notes, the February 8, 2022 Distribution Date and (viii) the Class E Notes, the September 8, 2023 Distribution Date.

  • Allocation Schedule has the meaning set forth in Section 2.07.

  • Tax Allocation Agreement means the Tax Allocation Agreement between Corporation and New D&B.

  • Final Payment Date means the "Final Payment Date" as specified in § 1 of the Product and Underlying Data.

  • Equipment Schedule means (a) each Equipment Schedule attached to the applicable Requisition and (b) each Equipment Schedule attached to the applicable Lease Supplement.

  • Buyer Certificate means a certificate to the effect that each of the conditions specified in clauses (a) through (c) (insofar as clause (c) relates to Legal Proceedings involving the Buyer) of Section 5.2 is satisfied in all respects.

  • Final Payment Certificate means the payment certificate issued under Sub-Clause 14.13 [Issue of Final Payment Certificate].

  • Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.

  • Legal Final Payment Date means the one-year anniversary of the Expected Final Payment Date.

  • Amortization Schedule means, with respect to each Equipment Note, the amortization schedule for such Equipment Note delivered pursuant to Section 2.02 of the Trust Indenture.

  • Post-Closing Adjustment Amount has the meaning set forth in Section 2.2(a).