Contingent Equity Sample Clauses

Contingent Equity. The Borrower shall, failing which the Global Administrative Agent may (acting on the instructions of the Required Lenders) but shall not be required to, provide notice to each Shareholder for all requests for the provision of such Shareholder’s Shareholder Percentage of Contingent Equity substantially in the form of Schedule IV (Form of Contingent Equity Funding Request) no later than the date such amounts become due in accordance with this Section 2.1(c), provided that if the Borrower and/or the Global Administrative Agent fail to provide such notice to a Shareholder, such Shareholder shall not be relieved of its obligation to make such payment in accordance with this Section 2.1(c) (Contingent Equity). Contingent Equity contributed in Pesos or Dollars pursuant to this Section 2.1(c) (Contingent Equity) shall be paid into the CLP Proceeds Account and USD Proceeds Account, respectively. For the avoidance of doubt, the Shareholders shall not be required to make payments of Contingent Equity to cover a shortfall of funds available to the Borrower for payment of any Project Costs if such shortfall arises due to the refusal of any Senior Lender to approve or waive any condition precedent to the making of the Advance most recently requested by the Borrower. Notwithstanding anything to the contrary set forth herein, any remaining and unpaid Contingent Equity Commitment shall be cancelled and the Shareholders shall not be required to make any payments of Contingent Equity as of the first day after the Contingent Equity Cancellation Date.
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Contingent Equity. Receipt by the Intercreditor Agent of certification from the Company that the full amount of Contingent Equity specified in paragraphs (a) and (b) of the definition thereof has been paid up or advanced to the Company.
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Contingent Equity. (i) During the Contingent Equity Period, in addition to any Shareholder Contributions consisting of Minimum Equity or Additional Equity, each Shareholder shall make one or more Shareholder Contributions in an aggregate amount equal to the product of (1) the Cash Shortfall Support Amount or the Post-Completion Contingent Equity Amount (as applicable in accordance with this Section 2.1(c) (Contingent Equity)) and (2) such Shareholder’s Shareholder Percentage, provided that the aggregate of all such requests shall not exceed the Contingent Equity Commitment (each such amount requested, the “Contingent Equity”).
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Contingent Equity. (i) During the Contingent Equity Period, in addition to any Shareholder Contributions consisting of Minimum Equity or Additional Equity or any other Shareholder Contributions required to be made in accordance with this Agreement, each Shareholder shall make one or more Shareholder Contributions in an aggregate amount equal to the product of (1) the Cash Shortfall Support Amount or the Post-Completion Contingent Equity Amount (as applicable in accordance with this Section 2.1(c) (Contingent Equity)) and (2) such Shareholder’s Shareholder Percentage, provided that the aggregate of all Shareholder Contributions to be made in accordance with this Section 2.1(c) (Contingent Equity) shall not exceed the Contingent Equity Commitment (each such Shareholder Contribution, the “Contingent Equity”).
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Contingent Equity. The Company entered into two consulting agreements with non-affiliated parties on January 17 and 28, 2013, respectively, whereby the Company has agreed to pay each of the consultants performance bonuses ranging from $10,000 to $125,000 for the achievement of the following milestones for a novel vaccine: patent filing; regulatory approval of clinical testing; start of Phase II and III studies; regulatory approval; and reaching cumulative sales of $100 million. Furthermore, the Company may grant each consultant stock or options equal to $100,000 upon successfully closing a Series B financing.
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Contingent Equity. The Executive shall be eligible to receive up to an additional 901,000 New Crumbs Class B Exchangeable Units and 90,100 Parent Series A Voting Preferred Stock (collectively, the “Contingent Grant”) pursuant to the terms and conditions of the Securities Grant Agreement but subject to the terms and conditions of the Business Combination Agreement. For the avoidance of doubt, the right to receive the Contingent Grant shall survive the termination of this Agreement or the Executive’s employment for any reason or no reason. In the event of any inconsistency between the terms of this Agreement and the terms of any other agreement relating to the Contingent Grant, but specifically excluding any contrary provision of the Business Combination Agreement governing the terms and conditions pursuant to which Contingency Consideration (as defined in the Business Combination Agreement) may become issuable, the terms of this Agreement shall control.
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Contingent Equity. Simultaneously with the execution of this letter agreement, the Company shall grant to you units, representing 63,000 restricted shares of the common stock of Parent, which number of shares is equal to one-half of one percent (0.5%) of the fully diluted common stock of the Parent on the date hereof, in accordance with the terms and conditions set forth in the Restricted Stock Unit Award Framework, attached and made a part hereof as Exhibit B hereto.
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Contingent Equity 
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Related to Contingent Equity

  • CONTINGENT FUNDING 1. Any obligation of COUNTY under this Agreement is contingent upon the following:

  • Contingent Value Rights 2.1 Authority; Issuance of CVRs; Appointment of Rights Agent.

  • Contingent Consideration The Contingent Consideration shall become payable and/or issuable to each Selling Securityholder within 10 Business Days of the Contingent Consideration Date in accordance with this Section 1.5(c) (and subject to Section 1.5(a)), subject to and in accordance with Section 1.6, including any reduction for an amount of cash up to such Selling Securityholder’s Pro Rata Share of the Holdback Amount withheld pursuant to Section 1.6(b), with each Selling Securityholder receiving an amount of cash and/or stock equal to (a) the percentage set forth in the Spreadsheet opposite such Selling Securityholder’s name under the heading “Contingent Consideration Percentage” multiplied by (b) the Contingent Consideration. The “Contingent Consideration Date” shall mean the earlier of (i) the date that is 30 months following the Closing Date and (ii) the date upon which $50 million in gross proceeds (net of transaction fees and expenses, including any broker fees, the “Contingent Threshold Amount”) is received by Purchaser from investors pursuant to bona fide equity financings in exchange for the issuance of Purchaser Series B Stock. If the Contingent Threshold Amount (A) is met prior to the Contingent Consideration Date, then the Contingent Consideration shall be an amount payable in cash equal to $50 million, or (B) is not met prior to the Contingent Consideration Date, then the Contingent Consideration shall be (I) an amount payable in cash equal to the gross proceeds (net of transaction fees and expenses, including any broker fees) received by Purchaser from investors pursuant to bona fide equity financings during such 30-month period in exchange for the issuance of Purchaser Series B Stock (the “Actual Financing Proceeds”), plus (II) a number of shares of Purchaser Series B Stock equal to (x) two multiplied by (y) (i) (1) the Contingent Threshold Amount minus (2) the Actual Financing Proceeds, divided by (ii) the Purchaser Series B Stock Price (such amount of cash paid and/or shares issued, the “Contingent Consideration”). Notwithstanding anything to the contrary in the foregoing, to the extent any such Selling Securityholder is not able to provide evidence satisfactory to Purchaser that such Selling Securityholder is an accredited investor as defined in Rule 501(a) of Regulation D under the Securities Act (or otherwise provide evidence satisfactory to Purchaser that another applicable exemption under the Securities Act is available to rely upon), then Purchaser reserves the right, in its sole discretion, to replace the share issuance to such Selling Securityholder pursuant to clause (II) of the prior sentence with a payment in cash equal to (x) the Purchaser Series B Stock Price multiplied by (y) the number of shares that otherwise would have been issuable to such Selling Securityholder pursuant to clause (II) of the prior sentence (rounded down to the nearest cent).

  • Contingent Payment Notwithstanding anything in this Agreement to the contrary, if any of the Properties are sold by Buyer within twelve (12) months after the Closing Date, Buyer shall pay to Seller an amount equal to five percent (5%) of the Consideration allocated to such Property. The Deeds shall contain a deed restriction granting Seller the right to receive such additional sum from Buyer.

  • Contingent Payments The Unilever Stockholder shall have the right to receive the Contingent Payments, if any, on the terms and subject to the conditions set forth on Exhibit 9 in recognition of its period of ownership of the Class B Shares.

  • CONTINGENT FEE For the purposes of this Agreement, the “Contingent Fee” shall be thirty percent (30%) of the gross amount of money collected by Agency on a Referred Account of Client, which Agency is authorized to calculate on the recovered proceeds, and withhold from the money collected on any Referred Account as payment for its services under this Agreement. Pursuant to Section 3.H, above, any collection costs recovered, whether obtained in or out of court judgment shall not be included in the calculation of gross proceeds and Client shall be reimbursed first for all court costs from any recovered proceeds from the Referred Account prior to calculation of the Contingent Fee. Any interest awarded by a court or collected by Agency shall be included in the gross amount of money collected for purposes of calculating the Contingent Fee. The right of Agency to receive the Contingent Fee will apply, regardless of the collection activity conducted as of the date of payment, including whether the Referred Account has been placed with and reviewed by Agency’s attorney(s), a demand letter from the attorney has been sent or a statement of claim has been filed. Notwithstanding the foregoing, the amount of the Contingent Fee is subject to renegotiation throughout the term of the Agreement. Any changes to the amount of Contingent Fee agreed upon in this Agreement may only be modified by a written agreement signed by both Parties.

  • Contingent Liability Where we effect or arrange a Transaction, you should note that, depending upon the nature of the Transaction, you may be liable to make further payments when the Transaction fails to be completed or upon the earlier settlement or closing out of your position. You may be required to make further variable payments by way of margin against the purchase price of the investment, instead of paying (or receiving) the whole purchase (or sale) price immediately. The movement in the market price of your investment will affect the amount of margin payment you will be required to make. You need to monitor your margin levels on a daily basis. Margin call You agree to pay us on demand such sums by way of margin as are required from time to time as we may in our discretion reasonably require for the purpose of protecting ourselves against loss or risk of loss on present, future or contemplated Transactions under this Agreement. Failure to meet margin call Please note that in the event that you fail to meet a margin call, we may immediately close out the position. Form of margin Margin must be paid in cash in currency acceptable by us, as requested from time to time by the Company. Cash Margin paid to us is held as client money in accordance with the requirements of the Client Money Rules. Margin deposits shall be made by wire transfer, credit card, e-wallet or by such other means as The Company may direct. Set-off on default If there is an Event of Default or this Agreement terminates, we shall set-off the balance of cash margin owed by us to you against your obligations (as reasonably valued by us). The net amount, if any, payable between us following such set-off, shall take into account the Liquidation Amount payable under Clause 15 (Netting). Further assurance You agree to execute such further documents and to take such further steps as we may reasonably require perfecting our security interest over and obtain legal title to the Secured Obligations. Negative pledge You undertake neither to create nor to have outstanding any security interest whatsoever over, nor to agree to assign or transfer, any of the cash margin transferred to us, except a lien routinely imposed on all securities in a clearing system in which such securities may be held. General lien In addition, and without prejudice to any rights to which we may be entitled under this Agreement or any Applicable Regulations, we shall have a general lien on all cash held by us or our Associates or our nominees on your behalf until the satisfaction of the Secured Obligations.

  • Contingent Fees Contractor represents and warrants that no person or selling agent has been employed or retained to solicit or secure this Master Contract upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established agents as defined in the Federal Acquisition Regulations.

  • CONTINGENT ANNUITANT The person designated by the Owner who, upon the Annuitant's death prior to the Annuity Commencement Date, becomes the Annuitant.

  • Contingent Obligation any obligation of a Person arising from a guaranty, indemnity or other assurance of payment or performance of any Debt, lease, dividend or other obligation (“primary obligations”) of another obligor (“primary obligor”) in any manner, whether directly or indirectly, including any obligation of such Person under any (a) guaranty, endorsement, co-making or sale with recourse of an obligation of a primary obligor; (b) obligation to make take-or-pay or similar payments regardless of nonperformance by any other party to an agreement; and (c) arrangement (i) to purchase any primary obligation or security therefor, (ii) to supply funds for the purchase or payment of any primary obligation, (iii) to maintain or assure working capital, equity capital, net worth or solvency of the primary obligor, (iv) to purchase Property or services for the purpose of assuring the ability of the primary obligor to perform a primary obligation, or (v) otherwise to assure or hold harmless the holder of any primary obligation against loss in respect thereof. The amount of any Contingent Obligation shall be deemed to be the stated or determinable amount of the primary obligation (or, if less, the maximum amount for which such Person may be liable under the instrument evidencing the Contingent Obligation) or, if not stated or determinable, the maximum reasonably anticipated liability with respect thereto.

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