Cash Purchase Consideration definition

Cash Purchase Consideration means, as of any date of determination and with respect to any Acquisition by an Obligated Party, the purchase price to be paid for the Capital Stock issued by the Person being acquired or for the assets being acquired, as the case may be, including all cash consideration paid (whether classified as purchase price, noncompete payments, consulting payments, or otherwise and without regard to whether such amount is paid at closing or paid over time) and the dollar value of all other assets, excluding any Capital Stock of the Parent, transferred or to be transferred by the purchaser in connection with such Acquisition to the seller or sellers, all valued in accordance with the applicable agreement entered into between the Person being acquired or selling such assets and/or the seller or sellers and the purchaser, and including (without duplication) the amount of any Indebtedness incurred, assumed, or acquired by any Obligated Party in connection with such Acquisition.
Cash Purchase Consideration means the amount of Twenty-Seven Million, Seven Hundred Fifty Thousand Dollars ($27,750,000), less the amount of any Permitted Company Dividends paid pursuant to Section 6.1(a) after the date of this Agreement.
Cash Purchase Consideration means, as of any date of determination and with respect to any acquisition by a Borrower, the purchase price to be paid for the Capital Stock issued by the Person being acquired or the assets being acquired, including all cash consideration paid (whether classified as purchase price, present value of noncompete payments, present value of consulting payments (other than for services actually rendered), or otherwise and without regard to whether such amount is paid at closing or paid over time; provided that payments made over time shall be redeemed to their present value at the closing of the applicable transaction) and the Dollar value of all other assets, other than Capital Stock of the Parent, to be transferred by the purchaser in connection with such acquisition to the seller or sellers, all valued in accordance with the applicable agreement entered into between the Person being acquired or selling such assets and/or the seller or sellers and the Borrower making such acquisition, and including (without duplication) the amount of any Debt incurred, assumed, or acquired by such Borrower in connection with such acquisition.

Examples of Cash Purchase Consideration in a sentence

  • Summary of Sponsor Group Proposed Transaction(1) THE FOLLOWING IS A SUMMARY OF THE STRUCTURE AND TERMS PROPOSED BY THE SPONSOR GROUP: [x] Cash Purchase Consideration .

  • Sunsuria shall on the SDSDSB Completion Date, deliver to Sime Darby Property the Assignment of Proceeds executed by Sunsuria in favour of Sime Darby Property for the purposes of securing Sunsuria’s obligations and liabilities in respect of the settlement of the SDSDSB Balance Cash Purchase Consideration and any late payment interest (if any) payable on such sum under the SDSDSB SPA, in or substantially in the form set out in the SDSDSB SPA.

  • Upon payment by the Warrantholder to the Company of U.S. $3.00 for each Warrant desired to be exercised (the "Cash Purchase Consideration"), each Warrant entitles the Warrantholder to purchase one share of Common Stock for U.S. $15.50 (the "Exercise Price"), subject to adjustment as provided herein.

  • The Cash Purchase Consideration of $275,000 will be reduced by $2.78 per share for each share owned by non-party shareholders which Sellers are unable to deliver to Buyers at Closing pursuant to Section 7.1.

  • In the event that the Fund Raising Exercise is not implemented or completed for any reason whatsoever, there is also no guarantee that the Company will be able to obtain sufficient borrowings to fund the SDSDSB Balance Cash Purchase Consideration.

  • Purchaser has and will have at the Closing Date, sufficient cash on hand or other sources of immediately available funds to enable Purchaser to timely pay the Cash Purchase Consideration.

  • Written questions and answers will regularly be made available to all at udbud.dk in anonymous form.

  • The SDSDSB Balance Cash Purchase Consideration and the settlement of Sime Darby Advances are expected to be funded via a combination of internally-generated funds, funds from the Fund Raising Exercise as well as bank borrowings, the quantum of which has not been determined as at the date of this Announcement.

  • If the SDSDSB Balance Cash Purchase Consideration is not paid on or before the SDSDSB Balance Cash Purchase Consideration Payment Date, Sime Darby Property shall be authorised and entitled to exercise all its rights and entitlements in respect of the assigned moneys under the Assignment of Proceeds to enforce payment of the SDSDSB Balance Cash Purchase Consideration.

  • As set out in Section 2.4 of this Announcement, it is the intention of the Board to fund the SDSDSB Balance Cash Purchase Consideration via, inter-alia the proceeds from the Fund Raising Exercise.


More Definitions of Cash Purchase Consideration

Cash Purchase Consideration means, as of any date of determination and --------------------------- with respect to any Acquisition by Borrower or a Subsidiary of Borrower, the purchase price to be paid at the time of Acquisition for the assets being Acquired, or for the Capital Stock issued by the Person being Acquired, as the case may be, including all cash consideration paid (whether classified as purchase price, noncompete payments, consulting payments, or otherwise and without regard to whether such amount is paid at closing or paid over time) and the Dollar value of all other consideration (other than Capital Stock of Borrower) to be transferred at such time by Borrower and/or such Subsidiary in connection with such Acquisition to the seller or sellers, all valued in accordance with the applicable agreement entered into by Borrower in respect of such Acquisition (not including the amount of any Indebtedness incurred, assumed, or acquired by Borrower or such Subsidiary in connection with such Acquisition).
Cash Purchase Consideration means $500,000.
Cash Purchase Consideration mean an amount of cash equal to $4,395,276.
Cash Purchase Consideration means, as of any date of determination and with respect to any acquisition by Parent or a Subsidiary of Parent, the purchase price to be paid for the Capital Stock issued by the Target or the assets of the Target, including all cash consideration paid (whether classified as purchase price, noncompete payments, consulting payments, or otherwise and without regard to whether such amount is paid at closing or paid over time but excluding (i) customary working capital or other purchase price adjustments, (ii) the amount of any finance charges attributable to deferred payments, and (iii) any reasonable amounts payable as salary and benefits under any employment agreement entered into with any seller or any officer or employee of the Target for the purpose of retaining such Person as an active officer or employee of the purchaser) and the Dollar value of all other assets, other than Capital Stock of Parent, to be transferred by the purchaser in connection with such acquisition to the seller or sellers, all valued in accordance with the applicable agreement entered into between the Target and/or the seller and the purchaser, and including (without duplication) the amount of any Debt incurred, assumed, or acquired by Parent or a Subsidiary of Parent in connection with such acquisition.
Cash Purchase Consideration means cash or cash equivalents.
Cash Purchase Consideration means, as of any date of determination and with respect to any acquisition by a Loan Party, the purchase price to be paid for the Capital Stock issued by the Person being acquired or the assets being acquired, including all cash consideration paid (whether classified as purchase price, noncompete payments, consulting payments, or otherwise and without regard to whether such amount is paid at closing or paid over time) and the Dollar value of all other assets, other than Capital Stock of the Parent, to be transferred by the purchaser in connection with such acquisition to the seller or sellers, all valued in accordance with the applicable agreement entered into between the Person being acquired or selling such assets and/or the seller or sellers and the purchaser, and including (without duplication) the amount of any Debt incurred, assumed, or acquired by any Loan Party in connection with such acquisition.

Related to Cash Purchase Consideration

  • Purchase Consideration means the aggregate net cash proceeds received by the Company or Specialty Foods Corporation ("SFC") (after deducting all fees and expenses incurred by the Company, SFC and/or their respective affiliates in connection with the Sale). By way of example, if the Purchase Consideration equaled $100,000,000, your Sale Bonus would be $50,000.00. The Sale Bonus shall be paid to you within three (3) months of the completion of the Sale.

  • Sale Consideration means the value of the H-1 Bid and accepted and approved by BSNL for the Said Land Parcel in its Acceptance Letter.

  • Cash Purchase Price has the meaning set forth in Section 2.1(b).

  • Base Consideration has the meaning set forth in Section 1.2.

  • Stock Consideration has the meaning set forth in Section 2.01(c).

  • Cash Consideration has the meaning set forth in Section 2.2.

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • Equity Consideration has the meaning set forth in Section 2.3(b)(ii).

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

  • Earnout Consideration shall have the meaning specified in Section 2.03(b).

  • Share Consideration has the meaning given to it in Section 2.2;

  • Transaction Consideration has the meaning set forth in Section 11.7 hereof.

  • Per Share Consideration means (i) if the consideration paid to holders of the Common Stock consists exclusively of cash, the amount of such cash per share of Common Stock, and (ii) in all other cases, the volume weighted average price of the Common Stock as reported during the ten (10) trading day period ending on the trading day prior to the effective date of the applicable event. If any reclassification or reorganization also results in a change in shares of Common Stock covered by subsection 4.1.1, then such adjustment shall be made pursuant to subsection 4.1.1 or Sections 4.2, 4.3 and this Section 4.4. The provisions of this Section 4.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers. In no event will the Warrant Price be reduced to less than the par value per share issuable upon exercise of the Warrant.

  • Earn-Out Consideration is defined in Section 2.5(c).

  • Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));

  • Unit Purchase Price shall have the meaning ascribed to such term in Section 2.1(b).

  • Per Unit Purchase Price equals $2.125, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).

  • Acquisition Consideration means the purchase consideration for any Permitted Acquisition and all other payments by Holdings or any of its Subsidiaries in exchange for, or as part of, or in connection with, any Permitted Acquisition, whether paid in cash or by exchange of Equity Interests or of properties or otherwise and whether payable at or prior to the consummation of such Permitted Acquisition or deferred for payment at any future time, whether or not any such future payment is subject to the occurrence of any contingency, and includes any and all payments representing the purchase price and any assumptions of Indebtedness, “earn-outs” and other agreements to make any payment the amount of which is, or the terms of payment of which are, in any respect subject to or contingent upon the revenues, income, cash flow or profits (or the like) of any person or business; provided that any such future payment that is subject to a contingency shall be considered Acquisition Consideration only to the extent of the reserve, if any, required under GAAP at the time of such sale to be established in respect thereof by Holdings or any of its Subsidiaries.

  • Per Share Cash Consideration has the meaning set forth in Section 3.01(a)(ii).

  • Unit Consideration has the meaning set forth in Section 2.2(a).

  • Exchangeable Share Consideration has the meaning provided in the Exchangeable Share Provisions.

  • Conversion Consideration shall have the meaning specified in Section 14.12(a).

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • Cash Merger Consideration has the meaning set forth in Section 2.5.

  • Scheme Consideration means, in respect of: