Upfront Cash Amount definition

Upfront Cash Amount means $4,420,240.
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Upfront Cash Amount means (i) $2,362,205 plus (ii) the amount of deposits in respect of real property leases set forth on Schedule 2.01(d).
Sample 1
Upfront Cash Amount means $4,749,289.
Sample 1

Examples of Upfront Cash Amount in a sentence

  • The aggregate purchase price to be paid by Buyer to Sellers for the Purchased Interests (the “Purchase Price”) shall be an amount equal to the Upfront Cash Amount, minus the adjustments, if any, pursuant to Section 2.05(e).

  • The aggregate purchase price to be paid by Buyer to Sellers for the Purchased Interests (the “Purchase Price”) is comprised of: (a) an amount equal to the Upfront Cash Amount, plus or minus the adjustments, if any, pursuant to Section 2.05(e) and/or Section 2.06(e); (b) 116,801 shares of Buyer’s common stock, par value $0.00001 per share (“Buyer Stock”); and (c) the Float Interest Payments, if any, as provided in Section 2.07.

  • Each Warrantholder agrees that the exercise price payable upon issue of each Preferred Share subject to such Warrant shall be deducted from the Fixed Consideration A Election Per Share Upfront Cash Amount, the Fixed Consideration B Election Per Share Upfront Cash Amount or the Earn Out Election Per Share Upfront Cash Amount, as applicable, payable to such Warrantholder in respect of such Ordinary Share in accordance with sub-clause 4.2.


More Definitions of Upfront Cash Amount

Upfront Cash Amount means $4,749,289. PR01/ 1485553.8
Sample 1
Upfront Cash Amount means $4,420,240. “WARN Act” means the federal Worker Adjustment and Retraining Notification Act of 1988, and similar state, local and foreign laws related to plant closings, relocations, mass layoffs and employment losses. -10- PR01/ 1471369.15 “Working Capital” means, as at the Closing Date and without duplication, an amount (which may be positive or negative) equal to the current assets (excluding Cash and all tax assets (including all deferred tax assets)) of the Company minus the sum of, without duplication, the current liabilities of the Company (excluding all tax liabilities (including all deferred tax liabilities)), in each case calculated in accordance with the Accounting Policies, and adjusted to reflect the other items set forth on Exhibit 1.01; provided, that for the purpose of clarity, Working Capital shall not include any Indebtedness of the Company. “Working Capital Determination Date” has the meaning set forth in Section 2.05(e)(ii). “Working Capital Estimate Certificate” has the meaning set forth in Section 2.05(b). “Working Capital Objection” has the meaning set forth in Section 2.05(e)(i). “Working Capital Objection Deadline” has the meaning set forth in Section 2.05(e)(i). “Working Capital Shortfall Amount” has the meaning set forth in Section 2.05(a). “Working Capital Surplus Amount” has the meaning set forth in Section 2.05(a). “Working Capital Target” has the meaning set forth in Section 2.05(a). ARTICLE 2
Sample 1

Related to Upfront Cash Amount

  • 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.

  • Minimum Cash Amount shall have the meaning set forth in Section 6.2(iv).

  • Net Cash Payments means, with respect to any Disposition, the aggregate amount of all cash payments received by the Company and its Restricted Subsidiaries directly or indirectly in connection with such Disposition, whether at the time of such Disposition or after such Disposition under deferred payment arrangements or Investments entered into or received in connection with such Disposition (including, without limitation, Disposition Investments); provided that:

  • Closing Cash Amount shall have the meaning set forth in Section 2.8(b).

  • Closing Cash Payment has the meaning set forth in Section 2.06(a).

  • Excess Cash Amount means, as of any Excess Cash Measurement Date, (a) the total amount of Unrestricted Cash, less (b) the sum of (i) the applicable Minimum Cash Threshold hereto corresponding to such Excess Cash Measurement Date, (ii) the total amount of scheduled payments due by OEC and its Subsidiaries, taken as a whole, under (x) the New Notes and (y) any other Permitted Indebtedness in each case in the subsequent twelve (12) month period, (iii) projected expenses for the Issuer to conduct its operations during the subsequent twelve (12) month period, including any foreign currency conversion expenses and (iv) for any Excess Cash Measurement Date through (and including) December 31, 2024, any Fines due by OEC and its Subsidiaries for the subsequent twelve (12) month period; less (c) an amount equal to the Required Gross-Up; provided that any items already deducted from cash and short-term investments of OEC and its Subsidiaries for purposes of determining Unrestricted Cash shall not be deducted again for purposes of determining the Excess Cash Amount.

  • Daily Cash Amount means, with respect to any VWAP Trading Day, the lesser of (A) the applicable Daily Maximum Cash Amount; and (B) the Daily Conversion Value for such VWAP Trading Day.

  • Earnout Amount has the meaning provided in Section 2.9(b).

  • Closing Cash Consideration has the meaning set forth in Section 2.6(b).

  • Aggregate Cash Consideration has the meaning set forth in Section 3.01(b)(ii).

  • Cash Payment has the meaning set forth in Section 2.02(a).

  • Unrestricted Cash Amount means, as to any Person on any date of determination, the amount of (a) unrestricted Cash and Cash Equivalents of such Person whether or not held in an account pledged to the Collateral Agent and (b) Cash and Cash Equivalents of such Person restricted in favor of the Facilities (which may also include Cash and Cash Equivalents securing other Indebtedness secured by a Lien on any Collateral along with the Facilities), in each case as determined in accordance with GAAP; it being understood and agreed that proceeds subject to Escrow shall be deemed to constitute “restricted cash” for purposes of the Unrestricted Cash Amount.

  • Earn-Out Amount has the meaning set forth in Section 2.07(a).

  • Daily Maximum Cash Amount means, with respect to the conversion of any Note, the quotient obtained by dividing (A) the Specified Dollar Amount applicable to such conversion by (B) forty (40).

  • Excess Cash Payment Date means the date occurring 95 days after the last day of each Fiscal Year of Holdings (commencing with the Fiscal Year of Holdings ended December 31, 2010).

  • Earnout Payment has the meaning set forth in Section 2.3(b).

  • Closing Payment Amount has the meaning specified in Section 1.5.

  • Non-Cash Consideration means the Fair Market Value of non-cash consideration received by the Borrower or a Subsidiary in connection with an Asset Sale less the amount of cash or Cash Equivalents received in connection with a subsequent sale of or collection on such Non-Cash Consideration.

  • Cash Contribution Amount means the aggregate amount of cash contributions made to the capital of the Issuer or any Guarantor described in the definition of “Contribution Indebtedness.”

  • CVR Payment Amount means with respect to each CVR Payment and each Holder, an amount equal to such CVR Payment divided by the total number of CVRs and then multiplied by the total number of CVRs held by such Holder as reflected on the CVR Register.

  • Net Consideration Per Share means the amount equal to the total amount of consideration, if any, received by the Company for the issuance of such warrants, options, subscriptions, or other purchase rights or convertible or exchangeable securities, plus the minimum amount of consideration, if any, payable to the Company upon exercise or conversion thereof, divided by the aggregate number of shares of Common Stock that would be issued if all such warrants, options, subscriptions, or other purchase rights or convertible or exchangeable securities were exercised, exchanged or converted.

  • M&O Amount means the revenue protection payment required as part of this Agreement as set out in TEXAS EDUCATION CODE Section 48.256(d) and shall have the meaning assigned to such term in Section 4.2 of this Agreement.

  • Cash Consideration has the meaning set forth in Section 2.2.

  • Earn-Out Payment has the meaning set forth in Section 2.07(a)(i).

  • Earn-Out Consideration has the meaning set forth in Section 2.08(a)(i).

  • Total Distribution Amount With respect to any Distribution Date, the sum of (i) the aggregate of the Interest Remittance Amounts for such date; (ii) the aggregate of the Principal Remittance Amounts for such date; and (iii) all Prepayment Premiums collected during the related Prepayment Period.