Pro Rata Interest definition

Pro Rata Interest means the number of Shares purchased by each Purchaser, relative to the total number of Shares being sold hereunder.

Pro Rata Interest means the number of Shares purchased by each Purchaser, relative to the total number of Shares being sold hereunder, as reflected on Schedule I attached hereto.

Pro Rata Interest of any Person in any other Person means a fraction, the numerator of which is the amount of the equity or other ownership interest in such other Person that are beneficially owned by such Person and its Restricted Subsidiaries, and the denominator of which is the aggregate amount of all equity or other ownership interests in such other Person that are outstanding (for this purpose, equity or other ownership interests subject to presently exercisable options, warrants or other rights to acquire such interests shall be deemed to be outstanding and shall be included in both the numerator and denominator). The Pro Rata Interest of any Person in any item of income or expense or in the fair market value of the assets or liabilities of any other Person means the amount obtained by multiplying (i) the amount of such income or expense or the fair market value of the relevant asset or liability, as the case may be, of such other Person by (ii) the Pro Rata Interest of such Person in such other Person.

Examples of Pro Rata Interest in a sentence

• The payments to which a holder shall be entitled pursuant to this Section 5.3 are referred to herein as “Registration Delay Payments”; provided that no Registration Delay Payments shall be required following the termination of the Reporting Period, and provided further that in no event shall the aggregate Registration Delay Payments accruing under this Section 5.3 exceed 4% of a holder’s Pro Rata Interest in the Cumulative Proceeds (i.e., corresponding to a total delay of five months).

• In particular, DPM may exercise its Participation Right to maintain up to its Pro Rata Interest (as defined below) of the equity securities to be issued in an Equity Financing or Acquisition Financing (calculated after giving effect to the proposed issue of equity securities).

• Pro Rata Share or Pro Rata Interest means a proportionate share, so that the ratio of the consideration distributed on account of an Allowed Claim in a class to the amount of such Allowed Claim is the same as the ratio of the amount of the consideration distributed on account of all Allowed Claims in such class to the amount of all Allowed Claims in such class, or if the context so requires, to the amount of all Allowed Claims in a designated portion of such class.

• At the time that a previously existing Restricted Subsidiary of the Company is designated an Emerging Market Subsidiary, the Company shall be deemed to make an "Investment" in such Emerging Market Subsidiary in an amount equal to its Pro Rata Interest in the fair market value of the net assets of such Restricted Subsidiary.

• In calculating any amounts payable to any Seller or the Sellers’ Representative under this Agreement, the Buyer and its Affiliates shall be entitled to rely conclusively on information set forth on Schedule 1(b) as conclusive evidence of each Seller’s Pro Rata Interest, and neither the Buyer nor its Affiliates shall have any liability relating to any payment or allocation made to any Seller or the Sellers’ Representative in accordance with the Pro Rata Interests as set forth on Schedule 1(b).

More Definitions of Pro Rata Interest

Pro Rata Interest means the number of Registrable Securities beneficially held by any given Purchaser, relative to the total number of Registrable Securities that are the subject of this Agreement.

Pro Rata Interest means for each Member the percentage equal to the total consideration received by such Member under this Agreement divided by the total consideration received by all of the Members under this Agreement, as set forth on the Consideration Spreadsheet and as updated in accordance with Section 2.15(j).

Pro Rata Interest means the number of Units purchased by each Purchaser, relative to the total number of Units being sold hereunder.

Pro Rata Interest means the number of Shares and Warrant Shares underlying the Warrants purchased by each Purchaser, relative to the total number of Shares and Warrant Shares underlying the Warrants being sold hereunder.

Pro Rata Interest means, at any relevant time, the ownership interest of Acquiror in Spinco, expressed as a percentage, equal to: (i) the number of outstanding Spinco Shares beneficially owned by Acquiror and its affiliates plus the number of Spinco Shares issuable upon the conversion, exercise or exchange of all Spinco Convertible Securities owned by Acquiror and its affiliates divided by (ii) the aggregate number of issued and outstanding Spinco Shares plus the number of Spinco Shares issuable upon the conversion, exercise or exchange of all Spinco Convertible Securities of the same class as Spinco Convertible Securities owned by Acquiror and its affiliates;

Pro Rata Interest means the number of Pre-Funded Warrants purchased by each Purchaser, relative to the total number of Pre-Funded Warrants being sold hereunder, as reflected on Schedule I attached hereto.

Pro Rata Interest means, with respect to each Purchaser, a fraction the numerator of which is the number of Shares purchased by such Purchaser hereunder and the denominator of which is the total number of Shares being sold hereunder, as reflected on Schedule I attached hereto.