Payment Spreadsheet definition

Payment Spreadsheet has the meaning set forth under Section 2.1(g).

Payment Spreadsheet shall have the meaning set forth in Section 4.4(a).

Payment Spreadsheet means a spreadsheet that shall be delivered by the Company to SPAC pursuant to Section 3.01(b) at least five (5) Business Days prior to the Closing, which shall set forth, in accordance with the Calculation Methodology, the allocation of the Arrangement Consideration among each of the Company Shareholders, including (a) the number of Holdco Common Shares issuable to each Company Shareholder and (b) the amount of Cash Arrangement Consideration payable to certain Company Shareholders.

Examples of Payment Spreadsheet in a sentence

• As promptly as practicable following the Company’s delivery of the Payment Spreadsheet, the parties hereto shall work together in good faith to finalize the Payment Spreadsheet in accordance with this Agreement.

• Thereafter, regardless of whether the prior Securityholder is listed on a Subsequent Payment Spreadsheet, the Payments Administrator shall pay any proceeds to the transferee.

• When made, all the payments made in accordance with Section 1.6(b) and as reflected in the Payment Spreadsheet shall comply with the Charter Documents.

• The Payment Spreadsheet shall be prepared solely by the Company, and the Company acknowledges that SPAC and its Affiliates are not responsible for, and shall have no liability with respect to, the Payment Spreadsheet or any allocations, errors or omissions therein.

• In issuing the Merger Consideration pursuant to this Article II, DFB Healthcare and Merger Sub shall be entitled to rely fully on the allocation of the Merger Consideration set forth in the Payment Spreadsheet.

More Definitions of Payment Spreadsheet

Payment Spreadsheet means a spreadsheet that will be delivered by Holdings to Pensare at least three (3) Business Days prior to the

Payment Spreadsheet has the meaning specified in Section 3.02(e).

Payment Spreadsheet means a spreadsheet setting forth (a) the name of each Person that will be a HoldCo Shareholder as of immediately following the consummation of the Stock Split, (b) the number of shares of Holdco Common Stock (other than Earn-out Shares) that will be held by each such Person as of immediately following the consummation of the Stock Split and as determined in accordance with Section 2.2, (c) the number of Earn-out Shares that will be held by each such Person as of immediately following the consummation of the Stock Split and as determined in accordance with Section 2.2 (excluding, for the avoidance of doubt, Incentive Earn-out Shares) and (d) the number of Incentive Earn-out Shares that will be covered by grants of Incentive Earn-out Units granted to each Incentive Earn-out Unit Awardee assuming, for purposes of this spreadsheet only, that the Incentive Earn-out Share Conditions are satisfied in full for each Incentive Earn-out Unit.

Payment Spreadsheet means a spreadsheet delivered by Seller to Buyer prior to the Closing setting forth the amounts and wire information for the designated account or accounts at which Buyer is to deliver the payments required pursuant to Section 2.14(c)(ii) through (iv).

Payment Spreadsheet means a spreadsheet that shall be delivered by the Company to Kensington at least five (5) Business Days prior to the Closing, which shall set forth, in accordance with the Exchange Ratio, the allocation of the Aggregate Exchange Consideration among each of the Company Shareholders, as well as any applicable share premium (where any payment on the basis of the Exchange Ratio to issue the number of Holdco Ordinary A Shares and Holdco Ordinary B Shares in excess of the nominal value of the Holdco Ordinary A Shares and/or Holdco Ordinary B Shares, as applicable, shall be treated a share premium (agio) determined in compliance with Dutch company Law).

Payment Spreadsheet means a spreadsheet that will be delivered by the Company to Pensare at least three (3) Business Days prior to the Closing, which spreadsheet shall set forth (i) the allocation of Merger Consideration among each of the holders of Company Stock in accordance with the Certificate of Incorporation of the Company, (ii) the payments, in cash and stock, to be made to the MRP Participants and (iii) the aggregate amount of Company Transaction Expenses and the payments to be made by Pensare at Closing, on behalf of the Company, to the recipients of such Company Transaction Expenses.

Payment Spreadsheet means a spreadsheet that will be delivered by Holdings to Pensare at least three (3) Business Days prior to the Closing, which shall set forth the aggregate amount of Company Transaction Expenses and the payments to be made by Pensare at Closing, on behalf of the Company, to the recipients of such Company Transaction Expenses.