Sale Number definition

Sale Number shall have the meaning ascribed to it in Section 3.1(d) hereof.

Sale Number means, with respect to any Investor Sale, the aggregate number of Conversion Shares Beneficially Owned by the Selling Members prior to such Investor Sale, multiplied by a fraction, the numerator of which is the sum of (A) the aggregate number of Common Shares included in such Investor Sale, plus (B) the aggregate number of Common Shares into which the shares of Series A Preferred Stock included in such sale are convertible at the time of such sale, and the denominator is the aggregate number of Common Shares Beneficially Owned by the Selling Members prior to such Investor Sale.

Sale Number means the number of shares of Common Stock acquired by the Company during the Pricing Period (as defined below) as of the applicable Determination Date (as defined below) under the Share Repurchase Program through open market purchases or privately negotiated transactions from shareholders other than Seller (such shares are referred to as the “Public Shares”), rounded down to the nearest whole share. The “Pricing Period” shall be the period from April 1, 2024 through the applicable Determination Date in the case of the first Determination Date or the period from the most recent preceding Determination Date to the applicable Determination Date otherwise. A “Determination Date” shall be (i) the date that the Company has paid, commencing April 1, 2024, an aggregate of $37,500,000 to repurchase shares of Common Stock under the Share Repurchase Program through open market purchases or privately negotiated transactions, (ii) any date earlier than the Determination Date contemplated by clause (i) as the parties hereto mutually agree, provided that any such mutual agreement may be reached only during an open trading window under the Company’s xxxxxxx xxxxxxx policy, as such are determined by the Company from time to time, and (iii) June 28, 2024 but (in the case of this clause (iii)) only if the Determination Date contemplated by clause (i) has not occurred prior to June 28, 2024. The per share purchase price for each Repurchase Share shall be equal to the average per share price paid by the Company during the applicable Pricing Period for the Public Shares (the “Weighted Average Per Share Purchase Price” and the Weighted Average Per Share Purchase Price multiplied by the applicable Sale Number is the “Aggregate Purchase Price”). On or promptly following each Determination Date (and in any event no later than the second business day following such Determination Date), the Company shall notify the Seller, in writing (email being sufficient), of the applicable Sale Number of Repurchase Shares, the applicable Weighted Average Per Share Purchase Price and the applicable Aggregate Purchase Price, together with related calculations (including details of the corresponding purchases of Public Shares). At each Closing (as defined below), subject to the satisfaction of the conditions and to the terms set forth in paragraph 1(b), Seller agrees to transfer, assign, sell, convey and deliver the applicable Sale Number of Repurchase Shares to the Company, and the Company hereby ...

Examples of Sale Number in a sentence

• On any termination pursuant to this Section 4, the effective termination date specified in such written notice will constitute a Determination Date under this Agreement and the parties will remain obligated to purchase and sell the applicable Sale Number of Shares for the Pricing Period ending on such Determination Date as provided in Section 1.

• The per share purchase price for each Repurchase Share shall be equal to the average per share price paid by the Company during the applicable Pricing Period for the Public Shares (the “Weighted Average Per Share Purchase Price” and the Weighted Average Per Share Purchase Price multiplied by the applicable Sale Number is the “Aggregate Purchase Price”).

• At each Closing (as defined below), subject to the satisfaction of the conditions and to the terms set forth in paragraph 1(b), Seller agrees to transfer, assign, sell, convey and deliver the applicable Sale Number of Repurchase Shares to the Company, and the Company hereby agrees to purchase such Repurchase Shares from Seller at the applicable Weighted Average Per Share Purchase Price.

• The determination of the Company shall be final and binding on all parties, and each Sell-Down Shareholder shall be obliged to transfer the Specified Sale Number of Ordinary Shares as so reduced or increased by the Company (comprised of such numbers of paid up Ordinary Shares, and Ordinary Shares which are not paid up, as so determined by the Company) as part of the Second Opening.

• The name and address of the bidder must be shown in the upper left corner of the bid envelope, and the Sale Number, the date and hour of bid opening and the phrase “Sealed Bid for Real Property” must be shown in the lower left corner of the envelope (see example).

More Definitions of Sale Number

Sale Number has the meaning set out in Section 3.3;

Sale Number shall have the meaning specified in Subsection 5.1(c) hereof.

Sale Number has the meaning set forth in Section 6.2(b).

Sale Number has the meaning ascribed thereto in Section 7.3.

Sale Number is defined in Section 5.1.

Sale Number shall have the meaning set forth in Section 2(b).

Sale Number has the meaning set forth in Section 5(c). “Section 5(d) Sale Number” has the meaning set forth in Section 5(d). “Securities Act” means the Securities Act of 1933, as amended, or any successor federal statute, and the rules and regulations of the SEC thereunder, all as the same shall be in effect at the time. “Securities Exchange Act” means the Securities Exchange Act of 1934, as amended, or any successor federal statute, and the rules and regulations of the SEC thereunder, all as the same shall be in effect at the time. “Senior Management” has the meaning set forth in Section 12(a). “Stock” means (i) the outstanding shares of Common Stock of the Corporation, (ii) any additional shares of Common Stock of the Corporation that may be issued in the future and (iii) any shares of capital stock of the Corporation into which such shares may be converted or for which they may be exchanged. 7 “Stockholder Registration” has the meaning set forth in Section 5(a). “Stockholders” means those Persons identified on the signature pages hereto as the Stockholders and shall include any other Person who agrees in writing with the parties hereto to be bound by and to comply with all the provisions of this Agreement applicable to a Stockholder, including any Person who becomes a party to this Agreement by executing an Adoption Agreement substantially in the form of Exhibit A or in such other form as is reasonably satisfactory to the Corporation. “Subsidiary” means, with respect to any Person, any corporation, limited liability company, partnership, joint venture or other legal entity of which such Person (either above or through or together with any other Subsidiary) owns, directly or indirectly, more than 50% of the stock or other equity interests the holders of which are generally entitled to vote for the election of the board of directors or other governing body of such corporation or other legal entity. “Termination Date” means the effective date of any termination of employment or services of any Employee Stockholder. “Underwritten Offering” means a sale of shares of Common Stock to an underwriter for reoffering to the public. “2006 Incentive Plan” means the Xxxxx Plastics Group, Inc. 2006 Equity Incentive Plan as amended, supplemented, restated or otherwise modified from time to time. “2012 Incentive Plan” means the Xxxxx Plastics Group, Inc. 2012 Long-Term Incentive Plan, as amended, supplemented, restated or otherwise modified from time to time. Any capitalized term u...