Applicable Price Per Share means, (a) at the Public Offering Time, the Public Offering Price and (b) at the time of any other Realization Event, a fraction, (i) the numerator of which is the excess, if any, of the aggregate value of all Common Stock of the Corporation less the aggregate Class L Conversion Amount with respect to all shares of Class L Common Stock outstanding and (ii) the denominator of which is the aggregate number of shares of Class A Common Stock and Class L Common Stock (assuming each share of Class L Common Stock had been converted into a number of shares of Class A Common Stock equal to the Class L Conversion Constant). For the purpose of clause (b)(i) above, (x) if all of the Common Stock of the Corporation is being Transferred in the subject Realization Event, the aggregate value of all Common Stock of the Corporation shall be the consideration to be paid in respect of Common Stock in such Realization Event, after deducting all commissions, fees and expenses paid in connection with such Realization Event and (y) if less than all of the Common Stock of the Corporation is being Transferred in the subject Realization Event, the aggregate value of all Common Stock of the Corporation shall be the consideration to be paid in respect of Common Stock in such Realization Event, after deducting all commissions, fees and expenses paid in connection with such Realization Event, with a proportionate adjustment as determined by the Board of Directors in good faith.
Applicable Price Per Share means, at any time and with respect to any share of Class A Common Stock, (a) if such determination is being made in connection with a Realization Event, the amount which would be paid as a Distribution on such share were the Corporation to be liquidated in accordance with Article 4.4.3 hereof with total Distributions being made to all Equity Securities of the Corporation equal to the Total Equity Value, determined as of such time, and (b) at all other times, the Market Price as of such time.
Applicable Price Per Share means the Acquisition Right Price or the Initial Closing Price Per Share, as applicable. “Business Day” shall mean any day except Saturday, Sunday and any day on which banking institutions in New York, New
Examples of Applicable Price Per Share in a sentence
If the Applicable Price per Share used to determine the Class B Conversion Factor in connection with any conversion of Class B Common Stock pursuant to Article 4.4.5.1(a) above is less than the Class C Threshold Price at the time of such conversion, the Corporation shall promptly give notice of such conversion to each holder of Class C Common Stock, specifying the Class B Conversion Fraction and the Class C Antidilution Factor with respect to such conversion.
More Definitions of Applicable Price Per Share
Applicable Price Per Share means an amount equal to the lesser of (i) the product of (x) eighty percent (80%) and (y) the price per share at which equity securities are issued by the Company in the Qualified Equity Financing, and (ii) the Maximum Conversion Price;
Applicable Price Per Share means the Acquisition Right Price or the Initial Closing Price Per Share, as applicable.
Applicable Price Per Share. “Significant Lender” and “Warrant Shares” under the Warrant attached to the CLA as Exhibit C, shall be replaced in their entirety with the definitions below as following:
Applicable Price Per Share means in the event of a conversion or repayment (as applicable) of the Lender Loan Amount: (i) in the event of an IPO, the IPO PPS, (ii) in the event of a Qualified Financing, the Qualified Financing PPS, (iii) in the event of a Deemed Liquidation, the Deemed Liquidation PPS, (iv) upon a Final Date pursuant to Section 6.5 of the CLA, the Final Date PPS, or (v) upon an optional repayment or conversion pursuant to Section 6.4 of the CLA or upon repayment in an Event of Default, the Optional PPS, as applicable , in each case read disregarding the 0.75 multiplier provided in such terms.
Applicable Price Per Share means the portion of the Aggregate Purchase Price payable for each share of each class and series of Company Shares, as set forth on the Allocation Schedule. “Articles” means the Amended and Restated Articles of Association of the Company. 5-3
Applicable Price Per Share means the average daily closing price for the CoStar Shares for the 10 trading days ending as of the day that is two Business Days prior to the Closing Date (in the event of any share split or subdivision, or any combination or reclassification, that is effected during that 10-day period, the trading prices used for the 10-day period shall be equitably adjusted to take into account the effect of such event).
Applicable Price Per Share means either (i) with respect to any Next Equity Securities purchasable under this Warrant, the price per share at which the majority of shares of Next Equity Securities issued in the Next Equity Financing are sold for cash, or (ii) with respect to any of the Company’s Series A Preferred Stock purchasable under this Warrant, $1.0635. Any fractional shares resulting from such calculation shall be treated in the manner set forth in Section 13 below.