Stock Closing Payment definition

Stock Closing Payment means an amount equal to the Closing Date Purchase Price, minus the Dissenting Shares Amount and the Option Closing Payment.

Stock Closing Payment means the number of shares of Huron Common Stock equal to the quotient (rounded, if necessary, to the nearest whole number) obtained by dividing (x) $2,000,000 by (y) the average of the daily closing prices per share of Huron Common Stock on the NASDAQ, as reported in the Wall Street Journal, for the ten (10) consecutive trading days prior to the date of the Agreement.

Stock Closing Payment means an amount equal to the Initial Purchase Price, minus the aggregate amount of Option Closing Payments minus the Dissenting Shares Amount.

Examples of Stock Closing Payment in a sentence

• The payment of the Stock Closing Payment with respect to each share of Company Stock underlying each such certificate is conditioned upon (A) the execution and delivery of such transmittal letter and (B) the delivery of such certificates related thereto.

• The payment to a Company Stockholder of the Stock Closing Payment (less the applicable portion of Stockholder Debt of the Company Stockholder to be netted therefrom) with respect to each share of Company Stock underlying each such certificate is conditioned upon (A) the execution and delivery of the Company Stockholder Letter of Transmittal and (B) the delivery of such certificates related thereto (the “Required Documentation”).

• USFRS will assign to that person a unique client number and waste profile number for each waste stream ap- proved for this XL project.

• The first step consists of two processes, the extraction of the term context words and the calculation of their weights.

• Promptly after receipt by the Paying Agent of such certificate(s), properly endorsed or otherwise in proper form for transfer, for cancellation, together with such duly executed letter of transmittal, the Paying Agent shall, in exchange therefor, pay to such Company Stockholder the Stock Closing Payment payable in respect of the shares of Company Stock formerly represented by the certificate(s) surrendered, but without interest, and the certificate(s) so surrendered shall forthwith be canceled.

• Notwithstanding anything in this Agreement to the contrary, including Section 2.6(c), at the Closing, the Parties agree that Parent shall pay to the Stockholders set forth on Schedule 2.8 the aggregate Stock Closing Payment in lieu of an amount equal to $2,000,000 of the total cash Merger Consideration Per Share which such Stockholders are entitled to receive pursuant to this Agreement.

• The payment of the Stock Closing Payment and future Earn-Out Consideration with respect to each such certificate is conditioned upon (1) the execution and delivery of such transmittal letter and (2) the delivery of such certificates related thereto (or an affidavit of loss with respect to such certificates).

• It is further acknowledged and agreed that the Parent may distribute the Stock Closing Payment to such Stockholders through a means other than the Paying Agent upon the consent of such Stockholders.

• The payment of the Stock Closing Payment with respect to each such certificate(s) is conditioned upon (1) the execution and delivery of such Stockholder Letter of Transmittal, (2) the delivery of such certificates, and (3) the delivery to the Paying Agent of a properly completed and duly executed IRS Form W-9 or IRS Form W-8BEN (or suitable substitute form) establishing an exemption from backup withholding.

• UCG has no other securities, warrants or options authorized or issued.

More Definitions of Stock Closing Payment

Stock Closing Payment means the amount payable to each Company Stockholder, with respect to each Company Stock certificate held by such Company Stockholder as specified below: (A) the number of shares of Company Common Stock represented by such certificate, and the aggregate Per Share Common Merger Consideration to be paid to such Company Stockholder, if any, in accordance with the terms hereof and in the manner provided herein in respect of the shares of Company Common Stock, if any, held by such Company Stockholder immediately prior to the Effective Time, and (B) the number and class or series of shares of Company Preferred Stock represented by such certificate and the aggregate Per Share Preferred Merger Consideration to be paid to such Company Stockholder, if any, in accordance with the terms hereof and in the manner provided herein in respect of the shares of Company Preferred Stock, if any, held by such Company Stockholder immediately prior to the Effective Time.

Stock Closing Payment means an amount equal to the Initial Purchase Price, minus the aggregate amount of Option Closing Paymentsminus the Dissenting Shares Amount.

Stock Closing Payment has the meaning set forth in Section --------------------- 2.2(3)(b).