Put Consideration Sample Clauses

Put Consideration. The Fox Member or News may satisfy its payment obligations under this Article IX with, at its option, cash or News common stock, or any combination thereof *** Note: Confidential treatment has been requested with respect to the information contained within the [***] marking. Such portions have been omitted from this filing and have been filed separately with the Securities and Exchange Commission.
Sample 1Sample 2
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Put Consideration. In consideration of the continuing grant of the Put Right hereunder, the Issuers shall pay to the Agent for the account of the Purchasers, pro rata in accordance with such Purchasers’ respective Allocable Percentages, an amount (the “Put Consideration”) equal to 12% per annum of the Aggregate Availability outstanding from time to time, calculated on the basis of the actual number of days elapsed over a 360 day year. For any period during which the Notes are accruing default interest, the Put Consideration shall be increased to 14% per annum. The Put Consideration shall accrue commencing on the Closing Date, and shall be payable, in arrears, on each Payment Date. By providing a written notice in the form of Exhibit F to the Agent on any Payment Date, the Issuers may pay a portion of the Put Consideration to be paid on such Payment Date not to exceed an amount equal to 3% per annum of the Aggregate Availability for the applicable accrual period (e.g., up to 1/4 of the Put Consideration to be paid on such Payment Date where the Put Consideration is calculated at a non-default rate), in kind by adding any such portion of the Put Consideration which is permitted to be, and is, paid in kind to the principal amount of the Notes held by the Purchasers, pro rata in accordance with such Purchasers’ respective Allocable Percentages. The notice provided to the Agent pursuant to the prior sentence shall indicate the Issuers’ election to pay a portion of Put Consideration in kind on such Payment Date and shall specify the portion of Put Consideration that will be paid in kind. Any payment in kind of Put Consideration shall be deemed to have been added to principal of the Notes as of the applicable Payment Date on which such Put Consideration was due. All payments of Put Consideration, including as to the form thereof, shall be made pro rata among the Purchasers in proportion to their respective Allocable Percentages.
Sample 1
Put Consideration. The Put Consideration means, with respect to a the Retained Interest of a particular Class A Partner who has exercised the Put, the specified number of Units allocable to such Class A Partner (i.e., Class A Units or Class B Units) as delineated on Schedule F attached hereto, subject to the adjustment (if any) set forth in subsection (g) below.
Sample 1
Put Consideration. On April 1, 2005, the Seller shall deliver to the Buyer, by wire transfer in immediately available funds, the purchase price of (i) 100% of the principal amount of the Note for which the Buyer has elected to exercise its Put Option, plus (ii) accrued and unpaid interest thereon to but excluding April 1, 2005 (the "Put Consideration").
Sample 1

Related to Put Consideration

  • Earn-Out Consideration (a) If the earnings before taxes (the "EBT") of the Company for the twelve months ending December 31, 1998, increased by amounts in respect of those items set forth on Schedule 2.5 that affected net income during the period from January 1, 1998 through the Closing Date and decreased by the amount of UniCapital corporate overhead allocated to the Company for the period from the Closing Date through December 31, 1998 (the "Adjusted 1998 EBT"), exceeds the EBT of the Company for the twelve months ending December 31, 1997, inclusive of the add-backs set forth on Schedule 2.5 (the "Adjusted 1997 EBT"), then the Stockholders shall be entitled to receive one-half of the difference between the Adjusted 1998 EBT and the Adjusted 1997 EBT.

  • Purchase Price; Consideration Purchaser shall, on the date hereof (the “Closing Date”), issue to Seller a promissory note, substantially in the form attached hereto as Exhibit B, in the sum of Fifteen Thousand Dollars ($15,000) (the “Promissory Note”) as the consideration for the Ownership Interests.

  • Stock Consideration 3 subsidiary...................................................................53

  • Share Consideration (a) At the Closing, the Limited Partners other than those Limited Partners who vote against the Merger and affirmatively elect to receive notes (the "Note Option") will be allocated American Spectrum Common Shares (the "Share Consideration") in accordance with the final Prospectus/Consent Solicitation Statement included in the Registration Statement.

  • Closing Consideration The closing consideration shall be delivered at the Closing as follows:

  • Purchase Consideration The consideration payable in connection with a purchase transaction shall be debited from the appropriate deposit account of the Portfolio as of the time and date that funds would ordinarily be required to settle the transaction in the applicable market. The Custodian shall promptly recredit the amount at the time that the Portfolio or the Fund notifies the Custodian by Proper Instruction that the transaction has been canceled.

  • Option Consideration As consideration for this Option to Purchase Agreement, the Buyer/ Tenant shall pay the Seller/Landlord a non-refundable fee of Dollars ($ ), receipt of which is hereby acknowledged by the Seller/Landlord. This amount shall be credited to the purchase price at closing if the Buyer/Tenant timely exercises the option to purchase, provided that the Buyer/Tenant: (a) is not in default of the Lease Agreement, and (b) closes the conveyance of the Property. The Seller/Landlord shall not refund the fee if the Buyer/Tenant defaults in the Lease Agreement, fails to close the conveyance, or otherwise does not exercise the option to purchase.

  • Transaction Consideration The Transaction Consideration;

  • Cash Consideration In case of the issuance or sale of additional Shares for cash, the consideration received by the Company therefor shall be deemed to be the amount of cash received by the Company for such Shares (or, if such Shares are offered by the Company for subscription, the subscription price, or, if such Shares are sold to underwriters or dealers for public offering without a subscription offering, the public offering price), without deducting therefrom any compensation or discount paid or allowed to underwriters or dealers or others performing similar services or for any expenses incurred in connection therewith.

  • Total Consideration The aggregate consideration (the "Consideration") payable by the Surviving Partnership in connection with the merger of the Merged Partnership with and into the Surviving Partnership shall be $8,275,000, subject to adjustments at Closing pursuant to Section 3.9 and costs paid pursuant to Section 3.10(c) and Section 3.11, plus the amount of any tax or other reserves held by the Existing Lender (hereinafter defined).

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