Proportionate Amount definition
Proportionate Amount means, with respect to a Qualified Stockholder, its pro rata portion of the Offered Securities determined by multiplying the number of Offered Securities by a fraction, the numerator of which is the aggregate number of shares of Common Stock issuable upon conversion of all shares of Preferred Stock then held and any Common Stock then owned by such Qualified Stockholder and the number of shares of Common Stock issuable on exercise or conversion of any securities convertible into or exercisable for shares of Common Stock, including, without limitation, warrants, and the denominator of which is the total number of shares of Common Stock then outstanding (treating as outstanding for this purpose all shares of Common Stock then issuable upon exercise or conversion of all outstanding securities convertible into or exercisable for shares of Common Stock, including, without limitation, warrants).
Proportionate Amount means, as of any date, an amount equal to the product of (i) the Accreted Value for the immediately following Semi-Annual Accretion Date less the Accreted Value for the immediately preceding Semi-Annual Accretion Date (or, with respect to the period before the first Semi-Annual Accretion Date, less $734.401) multiplied by (ii) a fraction, the numerator of which is the actual number of days elapsed from the immediately preceding Semi-Annual Accretion Date (or, with respect to the period before the first Semi-Annual Accretion Date, the Closing Date) to the date for which the Proportionate Amount is being determined and the denominator of which is the actual number of days from the date of the immediately preceding Semi-Annual Accretion Date to and including the immediately following Semi- Annual Accretion Date or the actual number of days from the Closing Date to the first Semi-Annual Accretion Date, as the case may be.
Proportionate Amount means a principal amount determined by multiplying (i) the amount to be raised by the Company by (ii) Univision's then existing Option Percentage. To the extent that Univision exercises its right to make an Additional Loan, the amount to be raised from the sale of Class B Membership Units shall be decreased by the amount of such Additional Loan. Such rights of first refusal and right to make Additional Loans shall terminate upon a public offering of the Company.
Examples of Proportionate Amount in a sentence
For the avoidance of doubt, each Exercising Investor may specify in its Reply Notice an Exercise Amount higher or lower than its Proportionate Amount (as defined in clause (d) of this Section 5.2).
For purposes of this Section 3.3, "Proportionate Amount" means a principal amount determined by multiplying (i) the amount to be raised by the Company by (ii) Univision's then existing Option Percentage.
Such adjustment to the January 2014 Proportionate Amount in arriving at the Sliding Proportionate January 2014 Amount shall be referred to as the “Sliding January 2014 Adjustment”.
For purposes of this subsection, the “Sliding Proportionate January 2014 Amount” means an amount determined by multiplying (A) the January 2014 Proportionate Amount by (B) the quotient obtained by dividing (1) the total number of days between (and including) (x) the date of exercise of Pinnacle’s right to purchase the Sliding Proportionate January 2014 Amount and (y) the Third January 2014 Anniversary, by (2) seven hundred and thirty (730).
A Proportionate Amount of the Escrowed Shares shall be delivered by each Shareholder.
More Definitions of Proportionate Amount
Proportionate Amount means (i) prior to the expiration or termination of the Lender Option Period (as defined in Section 9.04 below), all of the Additional Securities, and (ii) from and after the expiration or termination of the Lender Option Period, the Lender's pro rata portion of the Additional Securities determined by dividing the aggregate number of shares of Common Stock issued or issuable to the Lender upon conversion of the Note and for the granting of the Territorial Rights Arrangement (after giving effect to stock splits, stock dividends, recapitalizations and the like) by the total number of shares of Common Stock outstanding (including shares of Common Stock then issuable upon conversion of the Note) as of the date of the Issuance Notice.
Proportionate Amount has the meaning specified in Section 2.01(b).”
Proportionate Amount means, for each district participant, the amount that is attributable to the district participant in proportion to the total amount attributable to all district participants.
Proportionate Amount means, at the time of grant, the amount based upon the ratio of the percentage ownership of Private Common Stock owned directly or indirectly by ▇▇▇▇▇ ▇▇▇▇▇▇ in proportion to the percentage ownership of Private Common Stock owned by Employee. Stock options granted to Employee under this Section 2.6 shall provide for the full and immediate vesting thereof if (i) the Company shall terminate Employee’s employment, unless terminated for Cause or by reason of Employee’s Death or Disability, or (ii) or Employee shall terminate his employment with the Company for Good Reason.
Proportionate Amount means that portion of the requested additional capital which the percentage interest owned by each of the Members bears to the aggregate percentage interest of all the Members. In addition, if any requested additional capital is not contributed by the Member first entitled thereto, the term "proportionate amount" shall include that portion of the requested additional capital not contributed by the Member first entitled thereto which the percentage interest of the Member bears to the aggregate percentage interest of all the Members other than the Member first entitled to contribute. The managers shall then determine the dilution of the percentage interest of the non-contributing Member by using the net fair market value (as hereafter determined) of the Company's assets immediately prior to the request for additional capital and then the percentage interest of each Member shall be adjusted by the managers to reflect such dilution. In determining the fair market value of the Company for purposes of this paragraph, the Members may unanimously agree upon the fair market value of the Company. If the Members cannot agree upon a fair market value, then within thirty (30) days after the Member declines to make the additional capital contribution, the Company shall appoint one appraiser and the non-contributing Member shall appoint one appraiser. Within twenty (20) days after the last appraiser is appointed, the two appraisers shall determine the net fair market value of the Company's assets and, if the two appraisers are unable to agree upon the net fair market value, the two appraisers shall appoint a third appraiser. Within twenty (20) days after the third appraiser is appointed, the appraisers shall determine the net fair market value of the Company's assets. If the appraisers are unable to agree upon such net fair market value, the agreement of two of such appraisers shall be conclusive for determining such value for purposes of this Subparagraph (c). The Company shall be solely responsible for the payment of the fees and expenses of the appraiser which it appoints, the non-contributing Member shall be solely responsible for the payment of fees and expenses of the appraiser which such non-contributing Member appoints, and the Company and the non-contributing Member shall each pay one-half of the fees and expenses of the third appraiser.
Proportionate Amount of any Stockholder means the quotient obtained by dividing (i) the number of Shares held by such Stockholder by (ii) the aggregate number of Shares then outstanding, assuming in each case the conversion or exchange of all securities by their terms which are then convertible into or exchangeable for Common Stock and the exercise of then-exercisable options to purchase or rights to subscribe for Common Stock or such convertible or exchangeable securities.
Proportionate Amount means the percentage set forth opposite such Stockholder Representative's name on Exhibit A. Each such payment will be made by wire transfer of immediately available funds promptly, but in any event within 5 Business Days after the determination of the Final Working Capital Statement.