Transfer Allotment definition

Transfer Allotment of any Tag-Along Stockholder with respect to any Tag-Along Sale shall mean the product of (i) the total number of Shares proposed to be Transferred in such Tag-Along Sale multiplied by (ii) a fraction, the numerator of which is the total number of Shares owned by such Tag-Along Stockholder as of the close of business on the second day immediately preceding the mailing date of the Transfer Notice and the denominator of which is the total number of Shares then owned by the Controlling Stockholders, the Investors, and all other stockholders of the Company having tag-along or other contractual rights to participate in the proposed Transfer.
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Transfer Allotment means, (i) with respect to P-1 Limited Partnership, P-2 Limited Partnership, P-3 Limited Partnership, and P-4 Limited Partnership, the portion of a Beneficial Owner's Beneficial Interest that may be Transferred after the Three-Year Date and prior to the Restriction Termination Date such that after taking into account such Transfer and all prior Transfers of Beneficial Interests and all Transfers of shares of Common Stock held by such Stockholder, no more than 45% (or such lesser amount as such Stockholder elects to permit its Beneficial Owners to transfer in its sole discretion) of the shares of Common Holdings Stockholders Agreement ------------------------------- 11 Stock initially acquired by such Stockholder will be deemed to have been Transferred for purposes of determining the direct or indirect ownership of such shares under Section 382 of the Code; and (ii) with respect to any other Stockholder (other than UBS Capital), the portion of a Beneficial Owner's Beneficial Interest that may be transferred prior to the Restriction Termination Date such that after taking into account such Transfer and all prior Transfers of Beneficial Interest and all Transfers of shares of Common Stock held by such Stockholder, no more than 45% (or such lesser amount as such Stockholder elects to permit its Beneficial Owners to transfer in its sole discretion) of the shares of Common Stock initially acquired by such Stockholder will be deemed to have been Transferred for purposes of determining the direct or indirect ownership of such shares under Section 382 of the Code. Each Stockholder shall determine the Transfer Allotments for its Beneficial Owners provided that the 45% limitation in the preceding sentence is satisfied at all relevant times.
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Transfer Allotment has the meaning set forth in Section 3.1.2 of this Agreement.
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Examples of Transfer Allotment in a sentence

  • Name of Director and KMP* Reason for Change in Shareholding is Transfer.^ Allotment of shares under the Company's Employee Stock Option Scheme.

  • The Tag-Along Notice shall set forth the number of shares of Company Stock that the Purchaser elects to include in the transfer, which shall not exceed such Purchaser's Transfer Allotment.

  • These channels majorly include secondary market purchase on Bombay Stock Exchange, secondary market purchase on National Stock Exchange, Initial Public Of- fering, Inter-se Transfer, Allotment of shares under Employee Stock Ownership Plan (ESOP), Bonus, Off-market Transactions, and Employee Stock Options (ESO).A total of 40,000 filings are reported from the year 2009 through 2011.

  • The Tag-Along Notice shall set forth the number of Equity Shares that Sterling Commerce elects to include in the Transfer, which shall not exceed the Transfer Allotment; provided that the failure of Sterling Commerce to correctly specify a number of Equity Shares not exceeding the Transfer Allotment shall not affect the rights Sterling Commerce may otherwise have under this Article 11C.

  • The Tag-Along Notice shall set forth the number of shares of Company Stock that such Tag-Along Purchaser elects to include in the transfer, which shall not exceed such Tag-Along Purchaser's Transfer Allotment.

  • Subscriber may request an increase in Subscriber’s Max Transfer Allotment by submitting a written request to Learning Objects.

  • Learning Objects may, in Learning Objects sole discretion, allow reasonable overages for Subscriber’s Max Transfer Allotment..

  • MehtaAt the beginning of the YearIncrease/Decrease during the year No holding At the end of the Year Sl.NoShareholder’s NameShareholding at the beginning of the YearPurchase/ Transfer/ Allotment V.

  • The Tag-Along Notice shall set forth the number of shares of Stock that m3 or its successors or assigns elects to include in the transfer, which shall not exceed the Transfer Allotment.

  • Subscriber’s Transfer Allotment shall not exceed Subscriber’s Max Transfer Allotment.


More Definitions of Transfer Allotment

Transfer Allotment means the amount of permitted data transfer by Subscriber per month.
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Transfer Allotment means the product of (i) the total number of ------------------ Equity Shares proposed to be Transferred in such Tag-Along Sale multiplied by (ii) a fraction, the numerator of which is the total number of Equity Shares owned by Sterling Commerce and its Affiliates as of the close of business on the second day immediately preceding the mailing date of the Transfer Notice and the denominator of which is the total number of Equity Shares then owned by SCSL and Sterling Commerce and its Affiliates.
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Transfer Allotment has the meaning set forth in Section 9.1.2. of this Agreement.
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Transfer Allotment. Section 3.3(b)
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Related to Transfer Allotment

  • Over-Allotment Units means the additional number of Private Units the Sponsor will be required to purchase in the event that the underwriters in the Company’s initial public offering exercise their over-allotment option, as described in the prospectus relating to the Company’s initial public offering.

  • Over-Allotment Option means the option of the Underwriters to purchase up to an additional 15 per cent of the firm units (as described in the Articles) issued in the IPO at a price equal to US$10 per unit, less underwriting discounts and commissions.

  • Over-allotment Purchase Price The Purchaser shall pay the Over-allotment Purchase Price by wire transfer of immediately available funds to the Company at least one business day prior to the Over-Allotment Closing Date in accordance with the Company’s wiring instructions. On the Over-allotment Closing Date, upon the payment by the Purchaser of the Over-allotment Purchase Price, the Company shall, at its option, deliver a certificate evidencing the Private Placement Warrants purchased by the Purchaser on such date duly registered in the Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.

  • Allotment or “Allotted” means, unless the context otherwise requires, the allotment of the Equity Shares pursuant to the Fresh Issue and transfer of the Offered Shares pursuant to the Offer for Sale to the successful Bidders.

  • Transfer Amount means, as of any Transfer Date, any of the Issuer Expenses Transfer Amount, the Taxation Expenses Transfer Amount, the Servicer Fee Transfer Amount, the Reserve LC Expenses Transfer Amount, any Debt Service Reserve Account Transfer Amount, any Series Senior Interest Transfer Amount for any Series of Securities, any Series Senior Scheduled Principal Transfer Amount for any Series of Securities, any Series Senior Excess Scheduled Principal Transfer Amount for any Series of Securities, any Series Senior Accelerated Principal Transfer Amount for any Series of Securities, any Series Senior Excess Accelerated Principal Transfer amount for any Series of Securities, any Series Subordinated Interest Transfer Amount for any Series of Securities, any Series Subordinated Scheduled Principal Transfer Amount for any Series of Securities, and/or any Series Subordinated Accelerated Principal Transfer Amount for any Series of Securities, each as of such Transfer Date.

  • Power Transfer Distribution Factor or “PTDF” shall mean a measure of the responsiveness or change in electrical loadings on Transmission Facilities due to a change in electric power transfer from one area to another, expressed in percent (up to 100%) of the change in power transfer in the pre-contingency configuration of a system under study.

  • Remaining Shares has the meaning set forth in Section 4.1.2.

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

  • Principal Transfer Amount For any Distribution Date and any Undercollateralized Group, the excess, if any, of the aggregate Class Principal Balance of the Class A Certificates related to such Undercollateralized Group over the aggregate Stated Principal Balance of the Mortgage Loans in such Group.

  • transfer scheme means a property transfer scheme under section 300 of the Health and Social Care Act 2012 (transfer schemes) that transfers the rights and liabilities of a Primary Care Trust under arrangements for the provision of pharmaceutical services to other persons.

  • transfer value means the value of a transferred vote calculated in accordance with rules STV47.4 or STV47.7. 42. Arrangements for counting of the votes 42.1 The returning officer is to make arrangements for counting the votes as soon as is practicable after the close of the poll. 42.2 The returning officer may make arrangements for any votes to be counted using vote counting software where:

  • Transfer Account means the account established hereunder to which amounts transferred to this Plan from a direct plan-to-plan transfer in accordance with Section 4.7 are allocated.

  • Transfer Stock means shares of Capital Stock owned by a Key Holder, or issued to a Key Holder after the date hereof (including, without limitation, in connection with any stock split, stock dividend, recapitalization, reorganization, or the like), but does not include any shares of Preferred Stock or of Common Stock that are issued or issuable upon conversion of Preferred Stock.

  • Offered Shares has the meaning set forth in Section 3.02(a).

  • Minimum Transfer Amount means with respect to Party A: USD $100,000; provided, however, that if S&P is rating the Certificates and the aggregate Certificate Principal Balances of the rated Certificates falls below $50,000,000, then the Minimum Transfer Amount shall mean USD $50,000.

  • Initial Shares means all of the outstanding shares of Common Stock issued prior to the consummation of the Company’s initial public offering.

  • Transfer Shares has the meaning ascribed to such term in Section 6.2(a)

  • Option Share has the meaning ascribed to it in section "4.7" hereinbelow;

  • Excess Shares shall have the meaning set forth in Section 3.1(a).

  • Membership Unit means a Membership Common Unit, a Company Preferred Unit, a Company Junior Unit or any other fractional share of the Membership Interests that the Managing Member has authorized pursuant to Section 4.1 or Section 4.2 hereof.

  • Exempt Transfer means, in relation to shares held by a member:

  • Offering Shares means the shares of Common Stock included in the units sold in the Offering; (iv) “Placement Shares” shall mean the shares of Common Stock sold as part of the Placement Units; (v) “Placement Warrants” shall mean the Warrants to purchase up to an aggregate of 172,500 shares of Common Stock that are included in the Placement Units; (vi) “Placement Units” shall mean the aggregate of 690,000 Units of the Company (each Placement Unit consists of one-fourth of one Placement Warrant and one Placement Share) sold in the Private Placement for a purchase price of $6,900,000; (vii) “Trust Account” shall mean the trust account into which net proceeds of the Offering and the Private Placement will be deposited; (viii) “Prospectus” shall mean the prospectus included in the registration statement filed by the Company in connection with the Offering, as supplemented or amended from time to time; (ix) “Private Placement” shall mean that certain private placement transaction occurring simultaneously with the closing of the Offering pursuant to which the Company has agreed to sell an aggregate of 690,000 Placement Units to FinTech Investor Holdings VI, LLC (580,000 Placement Units) and Cantor (110,000 Placement Units); (x) “Sponsor” shall mean, collectively, FinTech Investor Holdings VI, LLC, a Delaware limited liability company, and FinTech Masala Advisors VI, LLC, a Delaware limited liability company; (xi) “Insiders” shall mean the Sponsor, any holders of Founder Shares, any person who receives Placement Units, Founder Shares or their respective underlying securities as a Permitted Transferee and each officer and director of the Company; and (xii) references to completion of the Offering shall exclude any exercise of the Underwriters’ over-allotment option.

  • Fair Share Contribution Amount means, with respect to a Contributing Guarantor as of any date of determination, the maximum aggregate amount of the obligations of such Contributing Guarantor under this Guaranty that would not render its obligations hereunder or thereunder subject to avoidance as a fraudulent transfer or conveyance under Section 548 of Title 11 of the United States Code or any comparable applicable provisions of state law; provided, solely for purposes of calculating the “Fair Share Contribution Amount” with respect to any Contributing Guarantor for purposes of this Section 7.2, any assets or liabilities of such Contributing Guarantor arising by virtue of any rights to subrogation, reimbursement or indemnification or any rights to or obligations of contribution hereunder shall not be considered as assets or liabilities of such Contributing Guarantor. “Aggregate Payments” means, with respect to a Contributing Guarantor as of any date of determination, an amount equal to (1) the aggregate amount of all payments and distributions made on or before such date by such Contributing Guarantor in respect of this Guaranty (including in respect of this Section 7.2), minus (2) the aggregate amount of all payments received on or before such date by such Contributing Guarantor from the other Contributing Guarantors as contributions under this Section 7.2. The amounts payable as contributions hereunder shall be determined as of the date on which the related payment or distribution is made by the applicable Funding Guarantor. The allocation among Contributing Guarantors of their obligations as set forth in this Section 7.2 shall not be construed in any way to limit the liability of any Contributing Guarantor hereunder. Each Guarantor is a third party beneficiary to the contribution agreement set forth in this Section 7.2.

  • Rights Offering Shares means, collectively, the shares of New Common Stock issued in the Rights Offering.

  • Transfer Form means a standardized form prescribed by the Management Company to be duly filed by the investor to transfer Units and will be stated in this Offering Document.

  • Purchase Option Price means the amount payable by a Lessee upon the exercise of its option to purchase a related Vehicle which amount equals (a) with respect to a Matured Vehicle, the Contract Residual Value plus any fees, taxes and other charges imposed in connection with such purchase and (b) with respect to a related 2015-2 Vehicle for which the related 2015-2 Lease has been terminated early by the Lessee, the sum of (i) any unpaid Monthly Payments due, (ii) any fees, taxes and other charges imposed in connection with the related Lease, (iii) an early termination fee and (iv) the Actuarial Payoff.