Consideration Percentage means the percentage set out for each holder of Company Securities in the Spreadsheet.
Consideration Percentage means, with respect to any Stockholder, the percentage set forth opposite each Stockholder’s name on Schedule A; provided, however, that the Company (prior to the Closing) or the Representative (from and after the Closing) may deliver to the Buyer a revised Schedule A changing only the Consideration Percentage of any Stockholder or Stockholders if necessary to reflect any changes in any of the underlying components of the calculation including, among other things, Series A Preferred Stock Consideration, accrued dividends and exercise proceeds; provided, further that any such changes to Schedule A shall be made only after consultation with, and with the prior written consent of Buyer with respect to computations of the Consideration Percentages not having been made in accordance with the Organization Documents of the Company or the Series B Equity Arrangements (such consent not to be unreasonably withheld, conditioned or delayed).
Consideration Percentage means, with respect to a particular Deferred Merger Consideration Employee, a fraction, (i) the numerator of which is the portion of the Deferred Fully Diluted Share Number held by the Deferred Merger Consideration Employee and (ii) the denominator is the Deferred Fully Diluted Share Number. For the avoidance of doubt, the sum of the Consideration Percentages for all of the Deferred Merger Consideration Employees shall be less than 1.
Examples of Consideration Percentage in a sentence
This Agreement may be amended or modified only by an instrument in writing specifically designated as an amendment hereto, duly executed by each of Buyer and the Seller Representative; provided, that any amendment to Section 11.18 shall also require a two-thirds (66.67%) vote of the Sellers with each such Seller (or his, her, or its successors or assigns) to be given a weighted vote based on its respective Consideration Percentage.
More Definitions of Consideration Percentage
Consideration Percentage means the quotient obtained by dividing (i) the number of Company Shares to be sold to the Purchaser by the Shareholder (as calculated pursuant to Section 1.2) by (ii) the number of Shares owned by all Remaining Shareholders.
Consideration Percentage means the applicable Closing Consideration Percentage, First Anniversary Consideration Percentage or Earn-Out Percentage for a Selling Stockholder or Surrendering Optionee referenced on any Consideration Schedule.
Consideration Percentage means, with respect to any Member, a percentage on a schedule previously agreed to by the Company and Acquiror. The Company may deliver to Acquiror a revised schedule changing the Consideration Percentage of any Member or Members if necessary to reflect any changes in capital at least five (5) days prior to the Closing.
Consideration Percentage has the meaning given in Clause 2.1.6;
Consideration Percentage means the quotient obtained by dividing (i) the number of membership interests in the Company to be sold to the Purchaser by the Member (as calculated pursuant to Section 1.2) by (ii) the Purchased Interests.
Consideration Percentage means the percentage set out for each holder of Company Securities in the Spreadsheet. 52
Consideration Percentage means, in relation to each Share Seller, the percentage of the Shares that are held by that Seller compared to the fully diluted share capital of the Company, and in relation to the Warrantholders, the percentage of Warrants compared to the fully diluted share capital of the Company in both cases as tested immediately prior to Completion as set out in Schedule 1 treating the Warrants, the “A” Shares and “B” Shares pari passu as if the Warrants had been exercised and the Shares which are the subject matter of the Warrants had been issued to the Warrantholders;