Examples of Pro Rata Portion in a sentence
Thereafter, such Pro Rata Portion of such Tax Benefit Payment shall be retained by the Company and shall no longer be payable to any other Person pursuant to the terms of this Agreement.
If any Remaining Shareholder fails to exercise his or her right to purchase its Pro Rata Portion of the Offered Interest (the “Remaining Portion”), then the Remaining Shareholders that have indicated in their Exercise Notice a desire to purchase an Additional Portion in accordance with their relative ownership interest of the Shares to the extent of the Additional Portion indicated in their Exercise Notice.
If any Seller is not (or does not become) a party to this Agreement within two (2) years of such time as a Tax Benefit Payment becomes payable hereunder, then, subject to applicable law, such Seller shall be deemed to have forfeited such Seller’s right to such Seller’s Pro Rata Portion of such Tax Benefit Payment.
The Co-Sale Notice shall set forth the number of Ordinary Shares or Preferred Shares (on both an absolute and as-converted to Ordinary Shares basis) that such Co-Sale Rights Holder wishes to include in such sale or transfer, which amount shall not exceed the Co-Sale Pro Rata Portion (as defined below) of such Co-Sale Rights Holder.
In addition to such Closing Consideration, and in consideration for the Share Purchase and the other transactions contemplated by this Agreement, following the Closing, each Seller shall have the right to receive such Seller’s Pro Rata Portion of the Contingent Consideration, if any, that may become payable by Buyer (if at all) upon the terms and subject to the satisfaction of the conditions set forth in Exhibit G.