Accelerated Value definition

Accelerated Value means (i) in the case of Section 4(a), the product of (A) the amount, if any, by which the Enterprise Value of the Company exceeds $84,500,000, subject to a maximum amount of $9,000,000, (reduced by any principal payments actually made pursuant to any Earnout Note B prior to the date upon which the Accelerated Value is calculated) multiplied by (B) the Holder's Percentage Interest, and (ii) in the case of a Change-in-Control transaction of the type described in Section 4(c), the product of (a) the amount, if any, by which the Company's Equity Value (as defined in Section 4(c)) exceeds $38,500,000 (adjusted for any additional equity contributions made to, or equity securities sold by, the Company), subject to a maximum amount of $9,000,000 (reduced by any principal payments actually made pursuant to any Earnout Note B prior to the date upon which the Accelerated Value is calculated), the Holder's Percentage Interest. 2 The "Aggregate Earned Amount" shall be the sum of the 1996 Earned Amount and the 1997 Earned Amount.
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Accelerated Value means as of any date of determination, the amount of future Royalty Payments would be paid to Buyers using the Payor’s good faith projections of future sales of the Products at the time of the Acceleration Trigger Event, discounted to present value as of the date of the Acceleration Trigger Event using quarterly compounding and a discount rate of 4%.
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Accelerated Value means as of any date of determination, (i) all of the remaining unpaid Fixed Payments plus (ii) $12,500,000 minus (iii) the amount of Deferred Payments paid by the Buyer to the date of determination.
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Examples of Accelerated Value in a sentence

  • If, on or after April 1, 2009, and prior to September 30, 2011, ▇▇▇▇▇▇▇▇’▇ employment as chief executive officer of MMC is terminated by the board of directors of MMC without Cause or by ▇▇▇▇▇▇▇▇ for Good Reason based on Sections 6(f)(i) or (iv) in the Employment Agreement, then Buyer shall pay Sellers in cash the applicable Accelerated Value set forth in Exhibit B attached hereto based on the cumulative amount of Adjusted EBITDA earned by MMC through December 31 of the most recently ended year.

  • In calculating the amount owed to Sellers under this Section 2.5, any Accelerated Value shall be computed on a present value basis, with the amount of the payment being discounted from the date that such payment would have been due to the date of acceleration using an annual rate of 5% and Buyer shall be credited with any prior payments to Sellers.

  • The IBM Software Accelerated Value Program for SaaS (“AVP for SaaS”) is an evolving suite of flexible and premium support services tailored to customers’ needs and delivered on a recurring basis for an additional charge.

Related to Accelerated Value

  • Additional Accelerated Purchase Price means, with respect to an Additional Accelerated Purchase made pursuant to Section 2(c) hereof, the lower of (i) ninety-seven percent (97%) of the VWAP for the period on the applicable Additional Accelerated Purchase Date, beginning at the latest of (A) the applicable Accelerated Purchase Termination Time with respect to the corresponding Accelerated Purchase referred to in Section 2(b) hereof on such Additional Accelerated Purchase Date, (B) the applicable Additional Accelerated Purchase Termination Time with respect to the most recently completed prior Additional Accelerated Purchase on such Additional Accelerated Purchase Date, as applicable, and (C) the time at which all Purchase Shares subject to all prior Accelerated Purchases and Additional Accelerated Purchases (as applicable), including, without limitation, those that have been effected on the same Business Day as the applicable Additional Accelerated Purchase Date with respect to which the applicable Additional Accelerated Purchase relates, have theretofore been received by the Investor as DWAC Shares in accordance with this Agreement (such latest of (i)(A), (i)(B) and (i)(C) above, the “Additional Accelerated Purchase Commencement Time”), and ending at the earliest of (X) 4:00 p.m., Eastern time, on such Additional Accelerated Purchase Date, or such other time publicly announced by the Principal Market as the official close of trading on the Principal Market on such Additional Accelerated Purchase Date, (Y) such time, from and after the Additional Accelerated Purchase Commencement Time for such Additional Accelerated Purchase, that the total number (or volume) of shares of Common Stock traded on the Principal Market has exceeded the applicable Additional Accelerated Purchase Share Volume Maximum, and (Z) such time, from and after the Additional Accelerated Purchase Commencement Time for such Additional Accelerated Purchase, that the Sale Price has fallen below the applicable Additional Accelerated Purchase Minimum Price Threshold (if any) (such earliest of (i)(X), (i)(Y) and (i)(Z) above, the “Additional Accelerated Purchase Termination Time”), and (ii) the Closing Sale Price of the Common Stock on such Additional Accelerated Purchase Date (each to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction).

  • Accelerated Purchase Price means, with respect to an Accelerated Purchase made pursuant to Section 2(b) hereof, ninety-seven percent (97%) of the lower of (i) the VWAP for the period beginning at 9:30:01 a.m., Eastern time, on the applicable Accelerated Purchase Date, or such other time publicly announced by the Principal Market as the official open (or commencement) of trading on the Principal Market on such applicable Accelerated Purchase Date, or such later time on the applicable Accelerated Purchase Date as mutually agreed by the Company and the Investor and set forth in the applicable Accelerated Purchase Notice for such Accelerated Purchase (the “Accelerated Purchase Commencement Time”), and ending at the earliest of (A) 4:00:00 p.m., Eastern time, on such applicable Accelerated Purchase Date, or such other time publicly announced by the Principal Market as the official close of trading on the Principal Market on such applicable Accelerated Purchase Date, (B) such time, from and after the Accelerated Purchase Commencement Time for such Accelerated Purchase, that the total number (or volume) of shares of Common Stock traded on the Principal Market has exceeded the applicable Accelerated Purchase Share Volume Maximum, and (C) such time, from and after the Accelerated Purchase Commencement Time for such Accelerated Purchase, that the Sale Price has fallen below the applicable Accelerated Purchase Minimum Price Threshold (if any) (such earliest of (i)(A), (i)(B) and (i)(C) above, the “Accelerated Purchase Ending Time”), and (ii) the Closing Sale Price of the Common Stock on such applicable Accelerated Purchase Date (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction).

  • Additional Accelerated Purchase Minimum Price Threshold means, with respect to an Additional Accelerated Purchase made pursuant to Section 2(c) hereof, any minimum per share price threshold set forth in the applicable Additional Accelerated Purchase Notice.

  • Accelerated Purchase Minimum Price Threshold means, with respect to any Accelerated Purchase made pursuant to Section 2(b) hereof, any minimum per share price threshold set forth in the applicable Accelerated Purchase Notice.

  • Stated Value means $1,000 per share of Preferred Stock.