MRPA Net Proceeds definition
MRPA Net Proceeds means the cash proceeds received by Buyer and/or Attis, after payment of any secured creditors holding any applicable lien rights, commissions and all other costs of the sale, including attorneys' fees, upon the (i) sale by Attis of any revenue generating asset having a fair market value greater than or equal to $20,000 (“Material Revenue Producing Asset”), (ii) the sale by Attis of all or substantially all of its assets, or (iii) the sale by Buyer of any portion of its membership interests in Attis.
Examples of MRPA Net Proceeds in a sentence
On and subject to the terms and conditions of this Agreement and the Transaction Documents, and at all relevant times thereunder, Buyer and Attis shall, on a joint and several basis, pay the greater of the following to Seller and Seller’s Permitted Designee (the “Earn-Out Payment”): (i) $2,266,667 (“Floor Price”), plus (ii), if, and only if approved by Buyer’s Board of Directors on an annual basis, 8% of Attis’ annual Consolidated EBITDA, and (iii) 8% of Buyer’s and/or Attis’ MRPA Net Proceeds.