Deemed Proceeds definition
Examples of Deemed Proceeds in a sentence
Any determination hereunder of Covered Transaction Proceeds or Cumulative Net Proceeds received by the Stockholders shall include the aggregate Deemed Proceeds from all Deemed Sales by such Stockholders or their Affiliates occurring during the relevant period to the extent such proceeds relate to transactions of the types specified in the definitions of Covered Transaction Proceeds or Cumulative Net Proceeds, as the case may be.
Consistent with Section 4(e) of the Agreement: (x) actual trading commissions, SEC fees and associated costs will be taken into account in connection with all calculations of Actual Proceeds; and (y) hypothetical trading commissions, SEC fees and associated costs (which shall be determined by reference to actual trading commissions, SEC fees and associated costs incurred in connection with the sale of Remaining Shares) will be taken into account in connection with all calculations of Deemed Proceeds.
If a Product Line Sale is consummated after a Voucher has been obtained and the Buyer has not made the Priority Review Voucher Payment prior to the consummation of such Product Line Sale, then the Voucher shall be deemed to have the value allocated to it by the parties to such transaction, which value shall not be less than the Deemed Proceeds (as if clause (a) above were applicable, but taking into account Income Taxes payable by the Buyer or its Affiliates in connection with such transaction).