ACNI definition
Examples of ACNI in a sentence
For purposes of this Section 1.2.3, “First Year Base EBITDA” shall mean an amount equal to the greater of $162,500 or 25% of the EBITDA of AAI, AHA, ACNI and AHI, on a consolidated basis and for the First Year.
In consideration of the rights and licenses granted to Licensee herein, Licensee shall pay to Licensor Ten Thousand Dollars ($10,000), which has already been paid, and five million (5,000,000) shares of restricted common stock of ACNI immediately upon the execution of this Agreement, provided that all terms of this Agreement that are to be completed concurrently with the execution of this Agreement must have been fulfilled by Licensor and Licensee.
Each of AAI, AHA, ACNI and AHI has all requisite corporate power and authority to own, operate and lease its properties and assets as and where the same are owned, operated or leased and to conduct its business as it is now being conducted.
For purposes of this Section 1.2.4, “Second Year Base EBITDA” shall mean the aggregate sum of (i) an amount equal to the greater of $162,500 or 25% of the First Year EBITDA and (ii) an amount equal to 25% of the amount by which the EBITDA of AAI, AHA, ACNI and AHI, on a consolidated basis and for the Second Year, exceeds the First Year EBITDA .
The authorized capital stock of ACNI consists of 3,000 shares of common stock, par value $10.00 per share, and no shares of preferred stock.
Each of AAI, AHA, and AHI is a corporation duly organized, validly existing and in good standing under the laws of the State of Texas and ACNI is a corporation duly organized and validly existing and in good standing under the laws of the State of Delaware.
As soon as reasonably practicable and in any event within 60 days following Closing, the Company Shareholder shall prepare and deliver to the Parent a consolidated balance sheet of AHI, ACNI, AAI and AHA (the “Final Balance Sheet”) through the Closing Date.
In the event the Working Capital (as defined below) of AAI, AHA, ACNI and AHI, as reflected on the Final Balance Sheet (as defined in Section 5.18) as of the Closing (the “Closing Date Working Capital”), shall be less than $230,000, the amount equal to $230,000 less the Closing Date Working Capital (the “Working Capital Shortfall”) shall effectively reduce the required payment to the Company Shareholder pursuant to Section 1.2.1.1 by the amount equal the Working Capital Shortfall.
Except as and to the extent reflected or reserved against on the Company Balance Sheet or related notes, each of AAI, AHA, ACNI and AHI did not have, as of the Company Balance Sheet Date, any liabilities, debts or obligations (whether absolute, accrued, contingent or otherwise) of any nature that would be required as of the Company Balance Sheet Date to have been included on a balance sheet prepared in accordance with GAAP.
If the terms or provisions of this Non-Compete Agreement are breached or threatened to be breached, Sellers, ACNI, ACNJH and Owner, each for and on behalf of itself and its Affiliates, employees, officers, directors and shareholders, expressly consent that, in addition to any other remedy Buyer may have, Buyer may apply to any court of competent jurisdiction for injunctive relief in order to prevent the continuation of any existing breach or the occurrence of any threatened breach.