Conversion Definitions Sample Clauses

Conversion Definitions. 2 1.4 Adjustments for Certain Conditions.....................................2 1.5 Adjustments for Capital Changes........................................3 1.6 Conversion of Acquisition Corp. Shares.................................3 1.7 Effects of the Merger..................................................3 1.8
Sample 1Sample 2
AutoNDA by SimpleDocs
Conversion Definitions. Unless there is an adjustment to the shares to be issued in the Merger pursuant to Sections 1.4 or 1.5 below: (a) the "Applicable Inland Common Number" for the conversion of the Cyberworks Common will be determined by dividing (i) 750,000 by (ii) the total number of issued and outstanding shares of Cyberworks Common at the Effective Date (the "Outstanding Cyberworks Common"); and (b) the "Applicable Cash Amount" for the conversion of the Cyberworks Common will be determined by dividing (i) $500,000 by (ii) the Outstanding Cyberworks Common. The value of the Inland Common to be received by the Shareholder (the "Stock Component") shall be equal to Fair Market Value (as defined below) multiplied by the result obtained when multiplying the Applicable Inland Common Number by the Outstanding Cyberworks Common. The "Cash Component" shall be equal to the result obtained when multiplying the Applicable Cash Amount by the Outstanding Cyberworks Common. The sum of the Stock Component and the Cash Component shall equal the "Total Consideration". "Fair Market Value" shall mean the average of the per day average high and low sales prices for one (1) share of common stock of Inland on The NASDAQ Stock Market for the five (5) consecutive trading days immediately preceding the Determination Date, as reported (absent manifest error in the printing thereof) by the Wall Street Journal (Western Edition). The "Determination Date" shall be the date that is two (2) business days prior to the Closing Date.
Sample 1Sample 2

Related to Conversion Definitions

  • Construction; Definitions Unless the context requires otherwise, the general provisions, rules of construction and definitions in the DGCL shall govern the construction of these bylaws. Without limiting the generality of this provision, the singular number includes the plural and the plural number includes the singular.

  • Plan Definitions Except where the context clearly implies or indicates the contrary, a word, term, or phrase used in the Plan is similarly used in this Agreement.

  • Certain Definitions For purposes of this Agreement, the following terms have the meanings indicated:

  • Interpretation; Definitions Unless the context shall otherwise require: words in the singular shall also include the plural, and vice versa; any pronoun shall include the corresponding masculine, feminine and neuter forms; the words “include”, “includes” and “including” shall be deemed to be followed by the phrase “without limitation”; the words “herein”, “hereof” and “hereunder” and words of similar import refer to this Agreement in its entirety and not to any part hereof; all references herein to Sections or clauses shall be deemed references to Sections or clauses of this Agreement; any references to any agreement or other instrument or law, statute or regulation are to it as amended, supplemented or restated, from time to time (and, in the case of any law, to any successor provisions or re-enactment or modification thereof being in force at the time); any reference to “law” shall include any supranational, national, federal, state, local, or foreign statute or law and all rules and regulations promulgated thereunder; any reference to a “day” or a number of “days” (without any explicit reference otherwise, such as to business days) shall be interpreted as a reference to a calendar day or number of calendar days; reference to month or year means according to the Gregorian calendar; reference to a “

  • Additional Definitions The following terms have the meanings given below:

  • Transfer Definitions For purposes of this Article 7 “

  • Special Definitions For purposes of this Article Fourth, the following definitions shall apply:

  • Key Definitions As used herein, the following terms shall have the following respective meanings:

  • Revised Definitions For purposes of this Agreement, and notwithstanding anything in Paragraph 2 of the SIFMA Master to the contrary, the following terms shall have the following amended and restated meanings:

  • ARTICLE I DEFINITIONS 1 SECTION 1.01.

Time is Money Join Law Insider Premium to draft better contracts faster.