Individual Non-Founder Seller Closing Amount definition

Individual Non-Founder Seller Closing Amount means, with respect to each Non-Founder Seller, the number of shares of Buyer Common Stock (rounded down to the nearest whole number of shares of Buyer Common Stock) obtained by multiplying (i) the aggregate number of shares of Company Capital Stock held by such Non-Founder Seller immediately prior to the Closing, by (ii) the Non-Founder Seller Closing Amount Per Share.
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Examples of Individual Non-Founder Seller Closing Amount in a sentence

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  • To the extent the operation of the foregoing provisions of this Section 1.4 results in the payment (or right to payment) of Replacement Cash as all or a part of such Seller’s Individual Non-Founder Seller Closing Amount or Individual Founder Seller Closing Stock Amount (as applicable), then references herein to such terms and to Buyer Common Stock issuable in respect thereof shall be deemed in each case to be followed by the phrase “(or Replacement Cash in lieu thereof in accordance with Section 1.4)”.

Related to Individual Non-Founder Seller Closing Amount

  • Seller Closing Certificate has the meaning set forth in Section 7.02(d).

  • Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.

  • Buyer Closing Certificate has the meaning set forth in Section 7.03(d).

  • Post-Closing Agreement shall have the meaning set forth in Section 8.9.

  • Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).

  • Post-Closing Straddle Period means the portion of a Straddle Period beginning the day after the Closing Date.

  • Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.

  • Post-Closing Tax Period means any taxable period beginning after the Closing Date and the portion of any Straddle Period beginning after the Closing Date.

  • Closing Payment has the meaning set forth in Section 2.2(a).

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Pre-Closing Straddle Period means the portion of a Straddle Period ending on the Closing Date.

  • BIDDER/Seller which expression shall mean and include, unless the context otherwise requires, his successors and permitted assigns) of the second part.

  • Post-Closing Period means any taxable period (or portion thereof) beginning after the Closing Date.

  • Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

  • Pre-Closing Tax Period means any Tax period ending on or before the Closing Date.

  • Put Closing Date shall have the meaning set forth in Section 2.3.8.

  • Second Closing Date has the meaning set forth in Section 1.3.

  • Closing Cash Amount has the meaning set forth in Section 2.2.

  • Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Company, Xxxx Capital Partners, LLC and the escrow agent (the “Escrow Agent”) identified therein, in the form of Exhibit B hereto.

  • Post-Closing Statement has the meaning set forth in Section 3.3(c).

  • Final Closing Cash shall have the meaning set forth in Section 2.11(g).

  • Final Closing Statement has the meaning set forth in Section 2.5(d).

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Closing Adjustment Amount shall have the meaning set forth in Section 2.3(b)(i)(A).