Aggregate Equity definition

Aggregate Equity means such number of shares of Company Stock as shall equal the aggregate of (a) the Shares, and (b) all shares of Company Stock otherwise issuable based upon the affirmative election to exercise or convert outstanding Option Securities and/or Convertible Securities pursuant to Section 2.4. Aggregate Merger Consideration will have the meaning given to it in Section 2.1(a). Aggregate Cash Merger Consideration will have the meaning given to it in Section 2.1(a). Aggregate Stock Merger Consideration will have the meaning given to it in Section 2.1(a).
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Aggregate Equity means, with respect to any particular Company Stockholder, the Company Common Stock (including shares of Company Common Stock issued upon the conversion of Company Preferred Stock described in Section 3.1(a), including following the conversion of Convertible Notes immediately prior to the Company Preferred Stock Conversion as provided in the Company Support Agreements), Series D Preferred, Company Options, if any, and Company Warrants, if any, held by such Company Stockholder.
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Examples of Aggregate Equity in a sentence

  • The Aggregate Equity Commitment shall be funded in United States Dollars in immediately available funds.

  • No Equity Investor may assign any of its obligations to fund the Aggregate Equity Commitment without the prior written consent of Parent.

  • The Aggregate Equity Commitments shall be funded in United States Dollars in immediately available funds.

  • The Aggregate Equity Commitment may be reduced by (x) any other equity contributions made to Parent (or any of its direct or indirect parent entities) for such purpose and/or (y) any additional Debt Financing (or Alternative Financing) obtained by Parent or Acquisition Sub, in each case, on or after the date hereof and prior to or at the Closing; provided, that any such reduction will occur concurrently with, and will be conditioned on the consummation of, the Closing.

  • The Aggregate Equity Commitment (or any amounts contributed or funded as contemplated pursuant to the prior sentence) shall be used solely as will be required, and solely to the extent necessary, to fund the Merger Price Amount or the Transaction Cost Amount, solely to the extent and when required to be paid on the terms and subject to the conditions set forth herein and in the Merger Agreement and not for any other purpose whatsoever.

  • Notwithstanding anything else to the contrary in this letter agreement, no Equity Investor (together with its successors) shall have any obligation under any circumstances to contribute to, or otherwise provide to, Parent, directly or indirectly, funds in an amount in excess of the Aggregate Equity Commitment.

  • The Principal in his sole discretion may reduce the amount of the Aggregate Equity Commitment to be funded by the Equity Investors pursuant to this letter agreement.

  • The amount of the Aggregate Equity Commitments to be funded pursuant to this letter agreement may not be reduced by the Equity Investors without the prior written consent of Parent.

  • The Aggregate Equity Commitments (or any amounts contributed or funded as contemplated pursuant to the prior sentence) shall be used solely as will be required, and solely to the extent necessary, to fund the amounts required to be funded by Parent in connection with the Merger Agreement, solely to the extent and when required to be paid on the terms and subject to the conditions set forth herein and in the Merger Agreement and not for any other purpose whatsoever.

  • All determinations and measurements required to compute the Atairos Cumulative Interest or the Initial Investors Cumulative Interest or Aggregate Equity Return or other amounts under this Award Agreement, and to determine whether any transaction constitutes a Sale of the Company or Triggering IPO, shall be made by the Board in its reasonable good faith judgment and shall be final and binding on all parties for all purposes under this Award Agreement.

Related to Aggregate Equity

  • Aggregate Capital means, on any date of determination, the aggregate amount of Capital of all Purchaser Interests outstanding on such date.

  • Aggregate Invested Amount means, at any date of determination, the sum of the Invested Amounts with respect to all Outstanding Series on such date of determination.

  • Aggregate Senior Percentage With respect to any Distribution Date, the fraction, expressed as a percentage, the numerator of which is equal to the aggregate Class Certificate Balance of the Senior Certificates immediately prior to such Distribution Date and the denominator of which is the aggregate Stated Principal Balance of all the Mortgage Loans as of the Due Date in the month preceding the month of such Distribution Date (after giving effect to Principal Prepayments in the Prepayment Period related to that prior Due Date).

  • Aggregate Amount means the aggregate amount by which the resolution authority has assessed that eligible liabilities are to be written down or converted, in accordance with Article 46(1);

  • Aggregate Excess Funding Amount of a Non-Funding Lender shall be the aggregate amount of all unpaid obligations owing by such Lender to Agent and other Lenders under the Loan Documents, including such Lender’s Ratable Share of Loans.

  • Aggregate Debt means the sum of the following as of the date of determination: (1) the lesser of (A) the then outstanding aggregate principal amount of the Indebtedness of the Company and its Domestic Restricted Subsidiaries incurred after the Issue Date and secured by Liens not permitted under Section 4.09(a) and (B) the fair market value of the assets subject to the Liens referred to in clause (A), as determined in good faith by the Board of Directors; (2) the then outstanding aggregate principal amount of all consolidated Indebtedness of the Company and its Domestic Restricted Subsidiaries that constitutes Subsidiary Debt incurred after the Issue Date and not permitted under Section 4.07(b); provided, that any such Subsidiary Debt will be excluded from this clause (2) to the extent that such Subsidiary Debt is included in clause (1) or (3) of this definition; and (3) the then existing Attributable Liens of the Company and its Domestic Restricted Subsidiaries in respect of sale and lease-back transactions entered into after the Issue Date pursuant to Section 4.08(b); provided, that any such Attributable Liens will be excluded from this clause (3) to the extent that such Indebtedness relating thereto is included in clause (1) or (2) of this definition. For the avoidance of doubt, in no event will the amount of Indebtedness (including Guarantees of such Indebtedness) be required to be included in the calculation of Aggregate Debt more than once despite the fact that more than one Person is liable with respect to such Indebtedness and despite the fact that such Indebtedness is secured by the assets of more than one Person.

  • Aggregate Value means, with respect to any block of Equity Stock, the sum of the products of (i) the number of shares of each class of Equity Stock within such block multiplied by (ii) the corresponding Market Price of one share of Equity Stock of such class.

  • Aggregate Exposure Percentage with respect to any Lender at any time, the ratio (expressed as a percentage) of such Lender’s Aggregate Exposure at such time to the Aggregate Exposure of all Lenders at such time.

  • Aggregate Cap has the meaning set forth in Section 20.1A.

  • Aggregate Assets means the value of the Sub-Advised Assets and the Other Accounts on the Valuation Date during the applicable calendar month. The values for the Sub-Advised Assets and Other Accounts shall be as reported by the applicable custodian and fund administrator.

  • Unfunded Exposure Equity Amount On any date of determination, an amount equal to the sum, for each Loan, of (a) the Unfunded Exposure Amount for such Loan minus (b) the product of (i) the Unfunded Exposure Amount for such Loan, (ii) the Advance Rate for such Loan and (iii) the Assigned Value of such Loan.

  • Cash Percentage shall have the meaning specified in Section 14.02(a)(iii).

  • Aggregate Outstanding Amount With respect to any of the Notes as of any date, the aggregate unpaid principal amount of such Notes Outstanding on such date.

  • Aggregate Limit shall have the meaning assigned to such term in Section 1.1 hereof.

  • Equity Percentage means the aggregate ownership percentage of Borrower in each Unconsolidated Affiliate, which shall be calculated as the greater of (a) Borrower’s nominal capital ownership interest in the Unconsolidated Affiliate as set forth in the Unconsolidated Affiliate’s organizational documents, and (b) Borrower’s economic ownership interest in the Unconsolidated Affiliate, reflecting Borrower’s share of income and expenses of the Unconsolidated Affiliate.

  • Aggregate Exposure with respect to any Lender at any time, an amount equal to (a) until the Closing Date, the aggregate amount of such Lender’s Commitments at such time and (b) thereafter, the sum of (i) the aggregate then unpaid principal amount of such Lender’s Term Loans and (ii) the amount of such Lender’s Revolving Commitment then in effect or, if the Revolving Commitments have been terminated, the amount of such Lender’s Revolving Extensions of Credit then outstanding.

  • Fifty-Percent or Greater Interest shall have the meaning ascribed to such term for purposes of Sections 355(d) and (e) of the Code.

  • Available Equity Amount means a cumulative amount equal to (without duplication):

  • Investment Percentage means a percentage established for each Partner on the Partnership's books as of the first day of each Fiscal Period. The Investment Percentage of a Partner for a Fiscal Period will be determined by dividing the balance of the Partner's Capital Account as of the commencement of the Fiscal Period by the sum of the Capital Accounts of all of the Partners as of the commencement of the Fiscal Period. The sum of the Investment Percentages of all Partners for each Fiscal Period will equal 100%.

  • Aggregate Expense Rate With respect to any Mortgage Loan, the applicable Servicing Fee Rate and, with respect to any LPMI Mortgage Loan, the interest premium charged by the mortgagee to obtain or maintain any Primary Mortgage Insurance Policy.

  • Minimum capital or "minimum required capital" means the capital that must be constantly maintained by a stock insurance corporation as required by statute.

  • Aggregate Borrowing Base means as of any date of determination, an amount equal to (i) the sum of the SMP Borrowing Base and the SI Borrowing Base; less (ii) any Reserves except to the extent already deducted therefrom.

  • Negative equity means any outstanding debt transferred from a previous vehicle.

  • Aggregate Cash Consideration has the meaning set forth in Section 3.01(b)(ii).

  • Aggregate Amounts Due as defined in Section 2.17.

  • Minimum Equity Amount shall have the meaning provided in the recitals to this Agreement.