Deemed Consideration definition
Deemed Consideration means the aggregate consideration received or deemed received by the Company with respect to the Company's issuance of a Convertible Security or Option (a "Deemed Issuance of Common Stock"), determined by adding (i) the aggregate amount, if any, received or receivable by the Company as consideration in respect of the issuance of Options and/or Convertible Securities constituting such Deemed Issuance of Common Stock, and (ii) the minimum aggregate amount of additional consideration, if any, payable to the Company upon the full exercise of the Options (and if Options to acquire Convertible Securities, upon full exercise of the conversion rights with respect to such Convertible Securities) and upon full conversion of the Convertible Securities in order to acquire the underlying shares of Common Stock.
Deemed Consideration means the aggregate consideration received or --------------------- deemed received by the Company with respect to a Deemed Issuance of Common Stock, determined by adding (i) the aggregate amount, if any, received or receivable by the Company as consideration in respect of the issuance of Options and/or Convertible Securities constituting such Deemed Issuance of Common Stock, and (ii) the minimum aggregate amount of additional consideration, if any, payable to the Company upon the full exercise of the Options (and if Options to acquire Convertible Securities, upon full exercise of the conversion rights with respect to such Convertible Securities) and upon full conversion of the Convertible Securities in order to acquire the underlying shares of Common Stock.
Deemed Consideration means the aggregate consideration received -------------------- or deemed received by the Borrower with respect to a Deemed Issuance of Shares, determined by adding (i) the aggregate amount, if any, received or receivable by the Borrower as consideration in respect of the issuance of Options and/or Convertible Securities constituting such Deemed Issuance of Shares, and (ii) the minimum aggregate amount of additional consideration, if any, payable to the Borrower upon the full exercise of the Options (and if Options to acquire Convertible Securities, upon full exercise of the conversion rights with respect to such Convertible Securities) and upon full conversion of the Convertible Securities in order to acquire the underlying Shares.
Examples of Deemed Consideration in a sentence
With respect to the issuance of any Common Stock Equivalents, the Issuance Price shall be calculated by dividing the Deemed Consideration by the Deemed Number.
With respect to the issuance of any Common Stock Equivalents and Common Stock, the Issuance Price shall be calculated by dividing (A) the sum of (I) the amount of consideration received by the Company for the Common Stock and (II) the Deemed Consideration by (B) the sum of (I) the number of shares of Common Stock sold in such transaction and (II) the Deemed Number.
The Actual Consideration received by the Company in respect of an Actual Issuance of Common Stock or the Deemed Consideration received and/or deemed received by the Company in respect of a Deemed Issuance of Common Stock.
More Definitions of Deemed Consideration
Deemed Consideration means the aggregate consideration -------------------- received and deemed to be received by the Company in respect of a Deemed Issuance of Common Stock, determined by adding (x) the aggregate amount, if any, received or receivable by the Company as consideration in respect of the Issuance of Rights or Convertibles constituting such Deemed Issuance of Common Stock and (y) the minimum aggregate amount of additional consideration, if any, payable to the Company upon the Full Exercise of all Rights or Convertibles necessary in order to obtain the Shares Deemed Issued in such Deemed Issuance of Common Stock;
Deemed Consideration means the aggregate consideration received or deemed received by the Company with respect to a Deemed Issuance of Common Stock, determined by adding (i) the aggregate amount, if any, received or receivable by the Company as consideration in respect of the issuance of Options and/or Convertible Securities constituting such Deemed Issuance of Common Stock, and (ii) the minimum aggregate amount of additional consideration, if any, payable to the Company upon the full exercise of the Options (and if Options to acquire Convertible Securities, upon full exercise of the conversion rights with respect to such Convertible Securities) and upon full conversion of the Convertible Securities in order to acquire the underlying shares of Common Stock.
Deemed Consideration at any time means (i) the Initial Consideration, plus (ii) the aggregate amount of Additional Consideration paid or payable as of such time, and minus (iii) the aggregate Payback Amount paid or payable as of such time.