Common use of Partial Payment Clause in Contracts

Partial Payment. If in connection with any distribution described in Section 5(a) above, the assets of the Company or proceeds therefrom are not sufficient to pay in full the aggregate liquidating distributions required to be paid pursuant to Section 5(a) above to all Holders and the liquidating distributions payable to all holders of any Parity Stock, the amounts distributed to the Holders and to the holders of all such Parity Stock shall be paid pro rata in accordance with the respective aggregate liquidating distributions to which they would otherwise be entitled if all amounts payable thereon were paid in full.

Appears in 8 contracts

Samples: Agreement and Plan of Merger (Helbiz, Inc.), Agreement and Plan of Merger (Helbiz, Inc.), Backstop Agreement (Gores Holdings VIII Inc.)

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Partial Payment. If in connection with any distribution described in Section 5(a) above, the assets of the Company or proceeds therefrom are not sufficient to pay in full the aggregate liquidating distributions required to be paid pursuant to Section 5(a) above to all Holders and the liquidating distributions payable to all holders of any Parity Stock, the amounts distributed to the Holders and to the holders of all such Parity Stock shall be paid pro rata in accordance with the respective aggregate liquidating distributions to which they would otherwise be entitled if all amounts payable thereon were paid in full.

Appears in 8 contracts

Samples: Investment Agreement (Box Inc), Investment Agreement (eHealth, Inc.), Registration Rights Agreement (Comscore, Inc.)

Partial Payment. If in connection with any distribution described in Section 5(a) above, the assets of the Company or proceeds therefrom are not sufficient to pay in full the aggregate liquidating distributions required to be paid pursuant to Section 5(a) above to all Holders and the liquidating distributions payable to all holders of any Parity Stock, the amounts distributed to the Holders and to the holders of all such Parity Stock shall be paid pro rata in accordance with the respective aggregate liquidating distributions to which they would otherwise be entitled if all amounts payable thereon were paid in full.

Appears in 5 contracts

Samples: Registration Rights Agreement (Expedia Group, Inc.), Registration Rights Agreement (Expedia Group, Inc.), Registration Rights Agreement (Zix Corp)

Partial Payment. If in connection with any distribution described in Section 5(a) above, the assets of the Company or proceeds therefrom are not sufficient to pay in full the aggregate liquidating distributions required to be paid pursuant to Section 5(a) above to all Holders and the liquidating distributions payable to all holders of any Parity StockHolders, the amounts distributed to the Holders and to the holders of all such Parity Stock shall be paid pro rata in accordance with the respective aggregate liquidating distributions to which they would otherwise be entitled if all amounts payable thereon were paid in full.

Appears in 4 contracts

Samples: Business Combination Agreement (Anzu Special Acquisition Corp I), Business Combination Agreement (Tailwind Acquisition Corp.), Business Combination Agreement (Tailwind Acquisition Corp.)

Partial Payment. If in connection with any distribution described in Section 5(a) above, the assets of the Company or proceeds therefrom are not sufficient to pay in full the aggregate liquidating distributions required to be paid pursuant to Section 5(a) above to all Holders and the liquidating distributions payable to all holders of any Parity Stock, the amounts distributed paid to the Holders and to the holders of all such Parity Stock shall be paid pro rata in accordance with the respective aggregate liquidating distributions to which they would otherwise be entitled if all amounts payable thereon were paid in fullentitled.

Appears in 3 contracts

Samples: Investment Agreement (Dow Chemical Co /De/), Investment Agreement (Dow Chemical Co /De/), Investment Agreement (Dow Chemical Co /De/)

Partial Payment. If in connection with any distribution described in Section 5(a) above, above the assets of the Company Corporation or proceeds therefrom thereof are not sufficient to pay in full the aggregate liquidating distributions required to be paid pursuant to Section 5(a) above amounts payable with respect to all outstanding shares of Designated Preferred Stock and the corresponding amount payable with respect to any Parity Stock as to such distribution, Holders and the liquidating distributions payable to all holders of any Parity Stock, the amounts distributed to the Holders and to the holders of all such Parity Stock shall be paid pro rata share ratably in accordance with any such distribution in proportion to the full respective aggregate liquidating distributions to which they would otherwise be entitled if all amounts payable thereon were paid in fullare entitled.

Appears in 2 contracts

Samples: Voting and Termination Agreement (Heartland Financial Usa Inc), Voting and Termination Agreement (Heartland Financial Usa Inc)

Partial Payment. If in connection with any distribution described in Section 5(a) above), the assets of the Company or proceeds therefrom are not sufficient to pay in full the aggregate liquidating distributions required to be paid pursuant to Section 5(a) above to all Holders and the liquidating distributions payable to all holders of any Parity Stock, the amounts distributed to the Holders and to the holders of all such Parity Stock shall be paid pro rata in accordance with the respective aggregate liquidating distributions to which they would otherwise be entitled if all amounts payable thereon were paid in full.

Appears in 2 contracts

Samples: Investment Agreement (KAR Auction Services, Inc.), Investment Agreement (KAR Auction Services, Inc.)

Partial Payment. If in connection with any distribution described in Section 5(a7(a) above, the assets of the Company or proceeds therefrom are not sufficient to pay in full the aggregate liquidating distributions required to be paid pursuant to Section 5(a7(a) above to all Holders and the liquidating distributions payable to all holders of any Parity Stock, the amounts distributed to the Holders and to the holders of all such Parity Stock shall be paid pro rata in accordance with the respective aggregate liquidating distributions to which they would otherwise be entitled if all amounts payable thereon were paid in full.

Appears in 1 contract

Samples: Investment Agreement (Root, Inc.)

Partial Payment. If in connection with any distribution described in Section 5(a) above, the assets of the Company or proceeds therefrom are not sufficient to pay in full the aggregate liquidating distributions required to be paid pursuant to Section 5(a) above to all Holders and the liquidating distributions payable to all holders of any Parity Stock, the amounts distributed to the Holders and to the holders of all such Parity Stock shall be paid pro rata in accordance with the respective aggregate liquidating distributions to which they would otherwise be entitled if all amounts payable thereon were paid in full.

Appears in 1 contract

Samples: Registration Rights Agreement (Covetrus, Inc.)

Partial Payment. If in connection with any distribution described in Section ‎‎Section 5(a) above, the assets of the Company or proceeds therefrom are not sufficient to pay in full the aggregate liquidating distributions required to be paid pursuant to Section ‎‎Section 5(a) above to all Holders and the liquidating distributions payable to all holders of any Parity Stock, the amounts distributed to the Holders and to the holders of all such Parity Stock shall be paid pro rata in accordance with the respective aggregate liquidating distributions to which they would otherwise be entitled if all amounts payable thereon were paid in full.

Appears in 1 contract

Samples: Investment Agreement (Cepton, Inc.)

Partial Payment. If in connection with any distribution described in Section 5(a) above), the assets of the Company or proceeds therefrom are not sufficient to pay in full the aggregate liquidating distributions required to be paid pursuant to Section 5(a) above to all Holders of shares of Series A Preferred Stock (other than Affected Shares) and the liquidating distributions payable to all holders of any Parity Stock, the amounts distributed to the such Holders and to the holders of all such Parity Stock shall be paid pro rata in accordance with the respective aggregate liquidating distributions to which they would otherwise be entitled if all amounts payable thereon were paid in full.

Appears in 1 contract

Samples: Investment Agreement (Bright Health Group Inc.)

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Partial Payment. If If, in connection with any distribution described in Section 5(a) above), the assets of the Company or proceeds therefrom are not sufficient to pay in full the aggregate liquidating distributions required to be paid pursuant to Section 5(a) above to all Holders and the liquidating distributions payable to all holders of any Parity Stock, then the amounts distributed to the Holders and to the holders of all such Parity Stock shall be paid pro rata in accordance with the respective aggregate liquidating distributions to which they would otherwise be entitled if all amounts payable thereon were paid in full.

Appears in 1 contract

Samples: Investor Rights Agreement (KORE Group Holdings, Inc.)

Partial Payment. If If, in connection with any distribution described in Section 5(a) above, the assets of the Company Corporation or proceeds therefrom are not sufficient to pay in full the aggregate liquidating distributions required to be paid pursuant to Section 5(a) above to all Holders and the liquidating distributions payable to all holders of any Parity StockHolders, the amounts distributed to the Holders and to the holders of all such Parity Stock shall be paid pro rata in accordance with the respective aggregate liquidating distributions to which they would otherwise be entitled if all amounts payable thereon were paid in full.

Appears in 1 contract

Samples: Registration Rights Agreement (OUTFRONT Media Inc.)

Partial Payment. If in connection with any distribution described in Section 5(a) above), the assets of the Company or proceeds therefrom are not sufficient to pay in full the aggregate liquidating distributions required to be paid pursuant to Section 5(a) above to all Holders of shares of Series B Preferred Stock (other than Affected Shares) and the liquidating distributions payable to all holders of any Parity Stock, the amounts distributed to the such Holders and to the holders of all such Parity Stock shall be paid pro rata in accordance with the respective aggregate liquidating distributions to which they would otherwise be entitled if all amounts payable thereon were paid in full.

Appears in 1 contract

Samples: Investment Agreement (Bright Health Group Inc.)

Partial Payment. If in connection with any distribution described in Section 5(a) above), the assets of the Company or proceeds therefrom are not sufficient to pay in full the aggregate liquidating distributions required to be paid pursuant to Section 5(a) above to all Holders of shares of Series A Preferred Stock and the liquidating distributions payable to all holders of any Parity Stock, the amounts distributed to the such Holders and to the holders of all such Parity Stock shall be paid pro rata in accordance with the respective aggregate liquidating distributions to which they would otherwise be entitled if all amounts payable thereon were paid in full.

Appears in 1 contract

Samples: Investment Agreement (GoHealth, Inc.)

Partial Payment. If in connection with any distribution described in Section 5(a) above), the assets of the Company or proceeds therefrom are not sufficient to pay in full the aggregate liquidating distributions required to be paid pursuant to Section 5(a) above to all Holders of shares of Series [__] Preferred Stock and the liquidating distributions payable to all holders of any Parity Stock, the amounts distributed to the such Holders and to the holders of all such Parity Stock shall be paid pro rata in accordance with the respective aggregate liquidating distributions to which they would otherwise be entitled if all amounts payable thereon were paid in full.

Appears in 1 contract

Samples: Equity Purchase Agreement (Aeva Technologies, Inc.)

Partial Payment. If in connection with any distribution described in Section 5(a) above, the assets of the Company or proceeds therefrom are not sufficient to pay in full the aggregate liquidating distributions required to be paid pursuant to Section 5(a) above to all Holders and the liquidating distributions payable to all holders of any Parity StockStock issued in accordance with this Certificate of Designation, the amounts distributed to the Holders and to the holders of all such Parity Stock shall be paid pro rata in accordance with proportion to the respective aggregate liquidating distributions to which they would otherwise be entitled Section 5(a) if all amounts payable thereon with respect thereto were paid in full.

Appears in 1 contract

Samples: Securities Purchase Agreement (FreightCar America, Inc.)

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