Total Purchase Consideration definition

Total Purchase Consideration means the Closing Purchase Consideration plus the Warrants.
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Total Purchase Consideration means the sum of the Closing Consideration and the Earnout Consideration.
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Total Purchase Consideration means the Purchase Consideration Shares and the Contingent Milestone Payments taken together which constitute the total purchase consideration for the Assets;
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Examples of Total Purchase Consideration in a sentence

  • The Total Purchase Consideration was arrived at on a willing-buyer and willing-seller basis after taking into account the independent valuation of the Proposed Acquisitions.

  • In the event TTSB defaults in the satisfaction of the Total Purchase Consideration in accordance with the provisions of the SPAs, IWH is entitled to give notice to TTSB to terminate the SPAs if TTSB fails to remedy such default within 14 days of the receipt of notice from IWH.

  • For information purpose, should the Company opt to settle a larger portion/the entire Total Purchase Consideration in cash, it would be required to either fund the same using bank borrowings or proceeds to be raised from equity funding.

  • IWH has expressly acknowledged that immediately upon the receipt of the Total Purchase Consideration on the Completion Date, TTSB shall be the sole and absolute beneficial owner of the Lands and TTSB shall have the full rights, title and interests in and to the Lands, and shall be entitled to deal with the Lands in any manner whatsoever as if TTSB is the absolute legal owner of the Lands pending the registration of the Transfer of the Lands in favour of TTSB or its nominee(s).

  • The final Total Purchase Consideration shall be adjusted to be based on GGSB’s actual investment cost of the Acquiree Companies with compounding interest as at the date of the SSA.

  • The Total Purchase Consideration of approximately S$2,166.0 million will be paid on Completion, which shall be 45 days after the date of the Sale and Purchase Agreement or 31 August 2006, whichever is the later date.

  • The sale and purchase of the Sale Shares, together with the payment of the Total Purchase Consideration as mentioned hereinabove shall be effected in accordance with Table 1 herein below.

  • Save for the Total Purchase Consideration, there is no additional financial commitments required by our Group pursuant to the Proposed Acquisition.

  • Notwithstanding, pursuant to the SPAs, if the registration of the memoranda of transfer of all or any part of the Lands cannot be effected (“Unregistered Property”) for reasons beyond the control of IWH, the Proprietors or TTSB, TTSB is entitled to terminate the sale and purchase transaction of the Unregistered Property and the Total Purchase Consideration will be adjusted and the corresponding refund will be made accordingly.

  • Xxxxxxx -------------------------------- --------------------------- Name Xxxxxxx X.


More Definitions of Total Purchase Consideration

Total Purchase Consideration means the sum of (i) the Purchase Price and (ii) the aggregate amount of ACEC's liabilities at and upon the Closing.
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Total Purchase Consideration means the Initial Closing Consideration, the Earn-Out Adjustment, if any, the Second Closing Consideration and the Third Closing Consideration.
Sample 1
Total Purchase Consideration means aggregate fair market value of the consideration (whether in the form or cash, Common Stock, other equity securities of the Company or any combination thereof) paid by the Company as the purchase price for the entity acquired in the Material Acquisition, as determined by the Board in good faith.
Sample 1
Total Purchase Consideration means the Definitive Initial Purchase Consideration, Milestone Payments, Priority Review Voucher Payments, and Royalty Payments actually paid to the Unitholders.
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Total Purchase Consideration has the meaning set forth in Section 2.2.
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Total Purchase Consideration collectively means the Merger Consideration, the Preferred Merger Consideration, cash amounts payable at the Effective Time in respect of all KCS Equity Awards, amounts remitted by CP to KCS in connection with the CN Agreement Termination Payment and CN Refund, and other amounts as defined as consideration by the acquisition method of accounting.
Sample 1

Related to Total Purchase Consideration

  • 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.

  • Total Purchase Price means the aggregate amount payable by the Purchaser as set out in Appendix A of this Agreement.

  • Sale Consideration means the value of the H-1 Bid and accepted and approved by BSNL for the Said Land Parcel in its Acceptance Letter.

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

  • 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.

  • Cash Purchase Price has the meaning set forth in Section 2.1(b).

  • Final Purchase Price has the meaning set forth in Section 2.02.

  • Optional Purchase Price has the meaning set forth in Section 8.1 of the Sale and Servicing Agreement.

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

  • Initial Purchase Price has the meaning set forth in Section 2.1.

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

  • Aggregate Stock Consideration has the meaning set forth in Section 3.01(b)(iii).

  • Conversion Consideration shall have the meaning specified in Section 14.12(a).

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • Additional Purchase Price has the meaning provided in Section 1.2(b).

  • VWAP Purchase Price means the lesser of (i) the Closing Sale Price on the VWAP Purchase Date; or (ii) ninety-seven percent (97%) of volume weighted average price for the Common Stock traded on the Principal Market during normal trading hours on (A) the VWAP Purchase Date if the aggregate shares traded on the Principal Market on the VWAP Purchase Date have not exceeded the VWAP Purchase Share Volume Maximum and the Sale Price of Common Stock has not fallen below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction), or (B) the portion of the VWAP Purchase Date until such time as the sooner to occur of (1) the time at which the aggregate shares traded on the Principal Market has exceeded the VWAP Purchase Share Volume Maximum, or (2) the time at which the Sale Price of Common Stock falls below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction).

  • Cash Amount means an amount of cash equal to the product of (i) the Value of a REIT Share and (ii) the REIT Shares Amount determined as of the applicable Valuation Date.

  • Original Purchase Price means the price paid by you for the motor vehicle or a maximum of 110% of the market value of the vehicle as defined by Glass's Guide Retail at time of purchase, whichever is the lesser (including all factory fitted accessories) and after any discount given, but does not include the cost of dealer fitted accessories, road fund licence, new vehicle registration fee, fuel, paintwork and/or upholstery protection kits, insurance premiums (including the premium for this policy), warranty premiums, any finance arrears and any such associated costs and any negative equity transferred from a previous finance agreement.

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

  • Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Share Purchase Price shall have the meaning ascribed to such term in Section 2.1(b).

  • Fundamental Change Purchase Price has the meaning specified in Section 3.01(a).

  • Consideration Shares has the meaning ascribed thereto in Section 2.2.

  • Initial Share Price for a Share means the Closing Price on the Exchange (or where such Exchange does not announce or publish a Closing Price, the last traded price, or, if necessary, the mid-market price) for that Share on the Initial Valuation Date, subject to adjustments that may be made pursuant to “DESCRIPTION OF THE NOTES – Adjustments and Exceptional Circumstances”.

  • Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).

  • Option Purchase Price has the meaning set forth in Section 9.36(b) hereof.