PT Consideration definition

PT Consideration means (i) the payment by Hxxxx to Alon Logistics of the Cash Consideration; and (ii) the delivery by Hxxxx to Alon Logistics of certificates representing the Unit Consideration, which were initially issued in the name of Alon Logistics.
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PT Consideration means (A) the payment by Hxxxx to Newco 2 or its designee of the Cash Consideration and (B) the delivery by Hxxxx to Newco 2 of certificates representing the Unit Consideration.
Sample 1

Examples of PT Consideration in a sentence

  • AT: should be higher than 25%.‌22 PT: Consideration in kind should also be provided in full at the latest 3 years from the date of the acquisition of the unit.23 BE, ES, LT and AT: evaluation by an independent expert should be mandatory.

  • In lieu of any fractional entitlement, the number of PT Consideration Shares issued to each former T3 Shareholder shall be rounded down the next lower whole number of PT Shares and by taking into account only the number of PT Consideration Shares being issued to each such former T3 Shareholder.

  • For greater certainty, as of the date of this Agreement the Share Exchange Ratio shall be one (1) T3 Share for one (1) PT Share, resulting in the issue of 30,000,000 PT Consideration Shares to the T3 Shareholders.

Related to PT Consideration

  • Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));

  • Earnout Consideration has the meaning specified in Section 2.05(a).

  • Contract Consideration has the meaning set forth in the definition of “Excess Cash Flow.”

  • Earn-Out Consideration has the meaning set forth in Section 2.08(a)(i).

  • Unit Consideration has the meaning set forth in Section 2.2(a).

  • Base Consideration has the meaning set forth in Section 1.2.

  • Stock Consideration has the meaning set forth in Section 2.01(c).

  • Initial Consideration has meaning ascribed by Clause 4.1;

  • Final Consideration means the entire consideration proposed by a Successful Bidder(s) in the course of the E-Auction, and required to be paid by the Successful Bidder(s) on Consideration Payment Date to acquire the Corporate Debtor as a whole on a going concern.

  • Transaction Consideration has the meaning set forth in Section 11.7 hereof.

  • Option Consideration has the meaning set forth in Section 3.3(a).

  • Scheme Consideration means, in respect of:

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

  • Net Consideration Per Share means the amount equal to the total amount of consideration, if any, received by the Company for the issuance of such warrants, options, subscriptions, or other purchase rights or convertible or exchangeable securities, plus the minimum amount of consideration, if any, payable to the Company upon exercise or conversion thereof, divided by the aggregate number of shares of Common Stock that would be issued if all such warrants, options, subscriptions, or other purchase rights or convertible or exchangeable securities were exercised, exchanged or converted.

  • Share Consideration has the meaning given to it in Section 2.2;

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • Total Consideration means the total amount (but without duplication) of (a) cash paid in connection with any Acquisition, plus (b) Indebtedness for borrowed money payable to the seller in connection with such Acquisition, plus (c) the fair market value of any equity securities, including any warrants or options therefor, delivered to the seller in connection with any Acquisition, plus (d) the amount of Indebtedness assumed in connection with any Acquisition.

  • Cash Consideration has the meaning set forth in Section 2.2.

  • Purchase Consideration means the aggregate net cash proceeds received by the Company or Specialty Foods Corporation ("SFC") (after deducting all fees and expenses incurred by the Company, SFC and/or their respective affiliates in connection with the Sale). By way of example, if the Purchase Consideration equaled $100,000,000, your Sale Bonus would be $100,000.00. The Sale Bonus shall be paid to you within three (3) months of the completion of the Sale.

  • Merger Consideration has the meaning set forth in Section 2.1(a).

  • Acquisition Consideration means the purchase consideration for any Permitted Acquisition and all other payments by Holdings or any of its Subsidiaries in exchange for, or as part of, or in connection with, any Permitted Acquisition, whether paid in cash or by exchange of Equity Interests or of properties or otherwise and whether payable at or prior to the consummation of such Permitted Acquisition or deferred for payment at any future time, whether or not any such future payment is subject to the occurrence of any contingency, and includes any and all payments representing the purchase price and any assumptions of Indebtedness, “earn-outs” and other agreements to make any payment the amount of which is, or the terms of payment of which are, in any respect subject to or contingent upon the revenues, income, cash flow or profits (or the like) of any person or business; provided that any such future payment that is subject to a contingency shall be considered Acquisition Consideration only to the extent of the reserve, if any, required under GAAP at the time of such sale to be established in respect thereof by Holdings or any of its Subsidiaries.

  • Per Share Consideration means (i) if the consideration paid to holders of the Common Stock consists exclusively of cash, the amount of such cash per share of Common Stock, and (ii) in all other cases, the volume weighted average price of the Common Stock as reported during the ten (10) trading day period ending on the trading day prior to the effective date of the applicable event. If any reclassification or reorganization also results in a change in shares of Common Stock covered by subsection 4.1.1, then such adjustment shall be made pursuant to subsection 4.1.1 or Sections 4.2, 4.3 and this Section 4.4. The provisions of this Section 4.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers. In no event will the Warrant Price be reduced to less than the par value per share issuable upon exercise of the Warrant.

  • Warrant Consideration has the meaning specified in Section 4(i)(i) hereof.

  • Additional Consideration has the meaning set forth in Section 3.2.

  • Exchange Consideration shall have the meaning set forth in Section 11(b)(i).

  • Closing Stock Consideration means a number of shares of Parent Common Stock equal to (a) the Stock Consideration, minus (b) any shares of Parent Common Stock used to fund the SC Escrow Amount.