Acquisition Proceeds means the proceeds of a claim against, or recovery or refund from (Recovery Claim) the Vendor or any of its Affiliates (or any employee, officer or adviser) in relation to the Acquisition Documents or against the provider of any Report (in its capacity as a provider of that Report) except for Excluded Acquisition Proceeds, and after deducting:
Acquisition Proceeds means the proceeds of a claim against a vendor (or any of its Affiliates) or against an adviser or provider of a due diligence report (in its capacity as such).
Acquisition Proceeds means the proceeds of a claim, recovery or refund (a “Recovery Claim”) arising (i) under the Invitel Austria Acquisition Agreement or (ii) against the provider of (A) any Due Diligence Report (in its capacity as a provider of that Due Diligence Report) or (B) any Invitel Austria Due Diligence Report except for Excluded Acquisition Proceeds, paid after the date of this Agreement, and after deducting:
Examples of Acquisition Proceeds in a sentence
The Agent shall notify the Noteholders as soon as possible of any proposed redemption of any Note under Clause 10.2 (Optional redemption of the Notes) or Clause 11.2 (Disposal, Insurance, Acquisition Proceeds and Specified Real Estate Proceeds).
More Definitions of Acquisition Proceeds
Acquisition Proceeds means any cash proceeds from the settlement of any claims against, or collection of any judgments rendered in respect of or from, the Sellers under the Share Purchase Agreement or the providers of any Report (in each case excluding amounts received by the Borrower reflecting an adjustment for working capital, third party claims or replacement or reinstatement for relevant assets that are committed within ninety (90) days and actually made within one (1) year from the date of receipt of the proceeds thereof).
Acquisition Proceeds means the Loan made by the Lenders to the Borrower on the First Amendment Effective Date in an amount up to $5,000,000.
Acquisition Proceeds means the following items of consideration (in cash, securities or other property) paid by the acquiring person or persons in effecting the Acquisition:
Acquisition Proceeds means (i) the proceeds of a claim by the Borrower against the Vendor (and/or any Occupational Tenant) or against the provider of any Report (in its capacity as a provider of that Report) or (ii) any amounts received by the Borrower from the Vendor (or from a third party), in relation or pursuant to any of the indemnities and warranties granted by the Vendor under (and in accordance with the terms of) the Acquisition Documents including, but not limited to, any proceeds arising from the indemnities and warranties granted by the Vendor under clauses 1 ("Objeto"), 3 ("Manifestaciones y Garantías de la Vendedora") and 5 ("Responsabilidad de la Vendedora") of the Acquisition Agreement and clause 3 ("Uso Permitido") of the Lease Documents.
Acquisition Proceeds has the meaning given to that term in Clause 11.2 (Disposal, Insurance, Acquisition Proceeds and Specified Real Estate Proceeds).
Acquisition Proceeds means the Net Proceeds of a claim (a “Recovery Claim”) against the vendor or the provider of any report (in its capacity as a provider of that report) in connection with a Permitted Acquisition, in each case, received on or after the Closing Date except for Excluded Acquisition Proceeds. 105
Acquisition Proceeds means the gross amount paid to acquire the Company by way of (1) a merger with or into another corporation or entity with the result that the then existing stockholders of the Company immediately prior to such acquisition hold less than 50% of the combined voting power of the then outstanding securities of the surviving entity in such transaction, (2) the sale of substantially all assets of the Company, or (3) the acquisition of an equity interest in the Company; provided, that, such acquisition (under Section 5(b)(iii)(b) (1), (2) or (3) above) (i) involves as the acquiring entity a defendant (or its affiliate) in a patent infringement lawsuit involving the Remote Power Patent (the "Remote Power Patent Litigation") or any Additional Patents (the "Additional Patents Litigation") and (ii) is part of or results directly from a settlement, partial settlement, judgment, or other resolution of such litigation. For purposes hereof, the amount of any Acquisition Proceeds shall be deemed to be the total amount paid in connection with the acquisition including cash, the fair market value of any non-cash assets (such as securities or other non-cash consideration), plus any liabilities assumed by the acquiring entity as part of the acquisition less (i) the discounted fair market value as determined by a qualified independent third party (chosen by the Company and th cost of which is borne by the Company) of any future royalties or other payments payable to the Company from license agreements in effect at the time of the acquisition, to the extent such future royalties or other payments are transferred to the acquiring entity as part of the acquisition ("License Agreement Assets"), and (ii) the fair market value of any other assets, other than the patent(s) at issue in the Remote Power Patent Litigation or Additional Patents Litigation (as the case may be) and the License Agreement Assets, transferred to, or acquired by, the acquiring entity as part of the acquisition. Such Additional Incentive Compensation shall be paid within ten (10) days of the closing of any such transaction.