Tranche III Clause Samples
The 'Tranche III' clause defines the terms and conditions governing the third installment or phase of funding, payment, or delivery in a multi-stage agreement. Typically, this clause specifies the amount, timing, and any performance milestones or conditions that must be met before the third tranche is released. For example, in a financing agreement, Tranche III might be disbursed after the completion of certain project benchmarks or upon regulatory approval. Its core practical function is to structure the flow of obligations or funds in stages, thereby managing risk and ensuring that each party fulfills specific requirements before proceeding to the next phase.
POPULAR SAMPLE Copied 1 times
Tranche III. With respect to [__] of the Warrant Shares issuable hereunder, the initial Exercise Price is $15.00 per share (the “Tranche III Warrant Shares”). For purposes of this Warrant, the Tranche I Warrant Shares, the Tranche II Warrant Shares and the Tranche III Warrant Shares shall be referred to as a “Tranche of Warrant Shares” and collectively, the “Tranches of Warrant Shares”. 1 NTD: to be the closing date of the business combination
Tranche III. For and in consideration of the sale, assignment, transfer and conveyance of the Membership Interests by Sellers, so long as the Remaining Post Closing Contingencies set forth in Section 5.3 hereof have been satisfied by the Contingency Deadline (as defined in Section 5.3), and subject to the provisions of Section 7.7 hereof, then on March 1st of 2020, 2021 and 2022, the Buyer shall pay a cash bonus (the “Cash Bonus”) to Sellers equal twenty five percent (25%) of the positive combined earnings before interest, taxes and depreciation, excluding Accounts Receivables and capital expenditures as determined by the Company’s accountants (the “Positive CA EBITDA”) of the Company as determined by the Company’s for the immediately preceding calendar year. Each date on which any Cash Bonus is to be paid shall be hereinafter referred to as a “Cash Bonus Payment Date”. The Cash Bonus shall be distributed among Sellers as set forth on Schedule 2.2.
Tranche III. 1. On the ninetieth (90th) day after first anniversary of the Closing (“First Anniversary Earnout Payment Date”), Parent shall issue to Sellers shares of Parent’s restricted common stock (the “Tranche III Shares”) to be valued as follows: The value of the Tranche III Shares (the “Tranche III Share Value”) to be issued on the First Anniversary Payment Date shall be equal to 500% of the CA EBITDA for the immediately preceding period of November 1st through October 31st, as determined by the Operating Companies’ accountants, less the Cash Bonus paid on the First Bonus Payment Date, if any.
2. On the ninetieth (90th) day after the second, third, fourth, and fifth anniversaries of the Closing (each an “Anniversary Earnout Payment Date”), Parent shall issue to Sellers Tranche III Shares based upon a Tranche III Share Value equal to product of the Applicable Year Multiplier (as hereinafter defined) multiplied by the difference between the CA EBITDA for the immediately preceding period of November 1st through October 31st, as determined by the Operating Companies’ accountants, less the applicable Cash Bonus, if any, paid on the immediately preceding Bonus Payment Date, (the “Adjusted CA EBITDA”) and less (x) the previous year’s Adjusted CA EBITDA on the second and third Anniversary Earnout Payment Date, or (y) the previous year’s CA EBITDA on the fourth and fifth Anniversary Earnout Payment Date. The “Applicable Year Multiplier” to be used in calculating the Tranche III Share Values shall be 4 for the second Anniversary Earnout Payment Date, 3 for the third Anniversary Earnout Payment Date, 2 for the fourth Anniversary Earnout Payment Date, and 1 for the fifth Anniversary Earnout Payment Date.
3. The number of Tranche III Shares to be issued on any Anniversary Earnout Payment Date shall be calculated by dividing the Tranche III Share Value for the applicable Anniversary Earnout Payment Date by (a) the VWAP of the Parent’s restricted common stock as of the last Trading Day prior to the applicable Anniversary Earnout Payment Date, or (b) $1.09, whichever is greater. “VWAP” means, for a particular date, the volume-weighted average price of the Common Stock on the principal market on which the common stock is traded (the “Principal Market”) for a particular Trading Day as reported by Bloomberg. “Trading Day” means any day during which the Principal Market shall be open for business. By way of example, the below is a potential future Tranche III Share issuance. Total P...
Tranche III. Subject to the terms and conditions of this Agreement, at any time on or after the Performance Milestone II Date until March 31, 2024, Borrower may request, and Lenders shall severally (and not jointly) make, one or more additional Term Loan Advances in minimum increments of $5,000,000 (or if less than $5,000,000 the remaining amount of Term Loan Advances available to be drawn pursuant to this Section 2.1(a)(iii)) in an aggregate principal amount up to $25,000,000 (such Term Loan Advances, the “Tranche III Advances”). The aggregate outstanding Term Loan Advances shall not exceed the Maximum Term Loan Amount plus, for the avoidance of doubt, any amount equal to the Term Loan PIK Interest added to principal pursuant to Section 2.1(c)(ii). Each Term Loan Advance of each Lender shall not exceed its respective Term Commitment plus, for the avoidance of doubt, any amount equal to the Term Loan PIK Interest added to principal pursuant to Section 2.1(c)(ii). After repayment, no Term Loan Advance may be reborrowed.
Tranche III. Subject to the terms and conditions of this Agreement, beginning on the date of Borrower’s satisfaction of Performance Milestone II and continuing through December 15, 2021, Borrower may request, and Lenders shall severally (and not jointly) make, additional Term Loan Advances, in minimum increments of $5,000,000 (or if less than $5,000,000, the remaining amount of Term Loan Advances available to be drawn pursuant to this Section 2.1(a)(iii)), provided that the aggregate principal amount of the Term Loan Advances made pursuant to this Section 2.1(a)(iii) shall not exceed $15,000,000 (“Tranche III”).