Per Share Contingent Consideration definition

Per Share Contingent Consideration means the Gross Distributable Contingent Consideration divided by the PCSEs.

Per Share Contingent Consideration means an amount equal to the quotient obtained by dividing (A) $3,000,000, by (B) the Fully Diluted Company Share Amount.

Per Share Contingent Consideration means the quotient obtained by dividing the Contingent Payment, if any, payable pursuant to Section 3.6 by the Fully-Diluted Share Number (not including for such purpose any Company Class B Common Stock).

Examples of Per Share Contingent Consideration in a sentence

• On (and prior to the close of business on) December 28, 2011, Parent shall pay for the benefit of each of the Designated Equity Holders the Per Share Contingent Consideration (if any) by wire transfer of immediately available funds to an account designated in writing by the Shareholders’ Representative no later than two Business Days prior to such date.

• No Per Share Contingent Consideration, Option Contingent Consideration or proceeds in respect of the Indemnity Escrow Fund or any Milestone Payments shall be paid pursuant to this Agreement or the Escrow Agreement to any Equityholder who has not surrendered his, her or its Company Certificates in accordance with Section 3.1(c) or has not delivered an Optionholder Letter in accordance with Section 3.1(d).

• For the avoidance of doubt, a separate Election may be made by each Stockholder (other than Unaccredited Unaffiliated Stockholders and PSS Parties) with respect to the Per Share Closing Consideration and the Per Share Contingent Consideration and the Election made with respect to Per Share Contingent Consideration may be changed in accordance with such Stockholder’s FDA Milestone CVR Agreement and/or Sales Milestone CVR Agreement.

• Claims by Parent Indemnitees for Losses shall be satisfied (i) first, as decreases to the Contingent Amount and (ii) second, after the Contingent Amount has been reduced to $0 (or after the Per Share Contingent Consideration has been paid pursuant to Section 3.2(b)) and solely with respect to Excess Losses, against the Designated Equity Holders directly in accordance with this Section 10.1(c).

• The Per Share Contingent Consideration, if applicable, shall be paid to the Company Shareholders as set forth in Exhibit C.

More Definitions of Per Share Contingent Consideration

Per Share Contingent Consideration means the quotient obtained by dividing the Contingent Amount by the Non-ACE Fully Diluted Number.

Per Share Contingent Consideration means an amount equal to (A) the aggregate of the Contingent Payments, if any, that Parent is obligated to make to the Company Shareholders pursuant to this Exhibit C divided by (B) 125,000. For purposes of this Exhibit C, “Contingent Payments” means the First 12-Month Contingent Payment, the Second 12-Month Contingent Payment and the Third 12-Month Contingent Payment. Mxxxxx Enterprises LLC Mxxxxx Ventures LLC

Per Share Contingent Consideration means the quotient obtained by dividing (a) the Contingent Consideration by (b) the number of shares of Company Common Stock issued and outstanding at the Effective Time.

Per Share Contingent Consideration means the quotient of (a) the aggregate of the Applicable Milestone Payments, if any, divided by (b) the total number of shares of Target Common Stock issued and outstanding immediately prior to the Effective Time. In the case of a Milestone Stock Payment, the quotient shall be rounded up to the nearest whole share of Acquiror Common Stock.

Per Share Contingent Consideration means an amount, in cash, equal to (i) the amount of any Contingent Consideration, divided by (ii) the number of Shares.

Per Share Contingent Consideration means a number of shares of Apex Common Stock equal to: (a) the applicable Contingent Consideration (as defined herein) divided by (b) the AvePoint Outstanding Shares.

Per Share Contingent Consideration means, with respect each Contingent Payment, with respect to a share of Company Capital Stock, the portion of the dollar amount of such Contingent Payment payable with respect to such share of Company Capital Stock (other than shares canceled pursuant to Section 1.5(a) and (b)), as set forth in the Contingent Payment Schedule.