CVR Payment definition

CVR Payment means the CVR Proceeds for a given payment.

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CVR Payment has the meaning set forth in Section 2.4(a).

CVR Payment means a Product Sales Milestone Payment or the Approval Milestone Payment.

Examples of CVR Payment in a sentence

The Acting Holders may appoint an independent accounting firm, reasonably acceptable to the Company, to audit these records to confirm payments, covering the period from the first CVR Payment Period with Gross Proceeds to the end of the CVR Term.
The Rights Agent shall as soon as practicable after receipt of a CVR Payment Statement under this Section 2.4(a), send each Holder at its registered address a copy of such statement.
The Company will adjust payments based on audit results and promptly issue a certificate and revised CVR Payment Statement to the Rights Agent, who may rely on these without liability.
Notice delivery to Holders may include inclusion within the corporate action notice package associated with a CVR Payment and/or a standalone notice posted to the Company’s investor relations website with a cross-mailing to record Holders as of the most recently available CVR Register.
Such CVR Payment will be transferred by wire transfer of immediately available funds to an account designated in writing by the Rights Agent not less than twenty (20) Business Days prior to the date of the applicable payment.

More Definitions of CVR Payment

CVR Payment means any CVR Cash Payment; provided that the Company, in its reasonable discretion as resolved by the Company’s Board of Directors, may withhold up to 15% of any CVR Cash Payment to provide for the satisfaction of (i) indemnity obligations under any Disposition Agreement in excess of any escrow fund established therein, in each case to the extent not already deducted as Permitted Deductions, and (ii) any Loss arising out of any third-party claims, demands, actions, or other proceedings relating to or in connection with any Potentially Transferable Assets during the CVR Term; provided, further, that any such withheld amount shall be distributed (net of any Permitted Deductions satisfied therefrom) to the Holders no later than three (3) years following the date such amount would have otherwise been distributed to the Holders in the CVR Payment from which such amount was deducted.

CVR Payment means any Annual Payment and any Change in Control Payment.

CVR Payment means a number of shares of Gem Common Stock equal to (i) the CVR Proceeds for an applicable Calendar Quarter, divided by (ii) the volume weighted average of their closing market prices for the five (5) trading days ending the day prior to the date of issuance pursuant to this Agreement.

CVR Payment means the Net Sales Milestone Payment and any payments made to Holders pursuant to Section 7.6 and Article 10.

CVR Payment means 87.75% of any Upfront Payment or Milestone Payment received by the Company in a given Calendar Quarter.

CVR Payment means any CVR Cash Payment or CVR Stock Payment; provided that the Company, in its reasonable discretion as resolved by the Company’s Board of Directors, may withhold up to 15% of any CVR Payment to provide for the satisfaction of (a) indemnity obligations under any Disposition Agreement in excess of any escrow fund established therein, in each case to the extent not already deducted as Permitted Deductions and (b) any Loss arising out of any third-party claims, demands, actions, or other proceedings relating to or in connection with any Potentially Transferable Assets during the CVR Term; provided, further, that any such withheld Net Proceeds shall be distributed (net of any Permitted Deductions satisfied therefrom) to the Holders no later than three years following the date such Net Proceeds would have otherwise been distributed to the Holders in the CVR Payment from which such Net Proceeds were otherwise deducted; provided, further, that, such withholding shall not be permitted (and any remaining amounts withheld shall be distributed to the Holders) if (i) the applicable indemnification period under the applicable Disposition Agreement related to such CVR Payment has expired by its terms or (ii) the maximum aggregate liability in respect of the applicable indemnification obligations has been held back or setoff (including any amounts deposited in escrow) by the purchaser or acquiror under the applicable Disposition Agreement.

CVR Payment means a payment equal to (i) ninety percent (90%) of the Net Proceeds received by Insight in a given CVR Payment Period to the extent such payment relates to a Disposition Agreement entered into after the Closing Date, if any, with the remaining ten percent (10%) being retained by Insight, or (ii) one hundred percent (100%) of the Net Proceeds received by Insight to the extent such payment relates to a Disposition Agreement entered into prior to the Closing Date; provided, that with respect to clauses (i) and (ii), Insight, in its reasonable discretion as resolved by the Insight Board, may withhold from any CVR Payment to provide for the satisfaction of indemnity obligations or other potential post-disposition Liabilities under any Disposition Agreement in excess of any escrow fund established therein, in each case to the extent not already deducted as Permitted Deductions; provided, further, that any such withheld Net Proceeds shall be distributed (net of any Permitted Deductions satisfied therefrom) to the Holders no later than the CVR Payment Period in which occurs the extinction of any such indemnity obligations or other post-disposition Liabilities.