Total Initial Investment definition

Total Initial Investment of a Sponsor shall mean the total purchase price (in cash or other equity consideration) paid to Buyer by the Sponsor for all Buyer Capital Stock issued to such Sponsor at or prior to the Effective Time (net of the $15 million dollar payment pursuant to Section 6.12 of the Merger Agreement), plus all out-of-pocket fees and expenses incurred by such Sponsor that the Sponsor actually pays to non-affiliated third parties solely in connection with such purchase.