Contributed Stock definition

Contributed Stock has the meaning set forth in the last recital paragraph hereto.
Contributed Stock means all of the capital stock of the Contributed Companies.
Contributed Stock means the capital stock in Allion Healthcare, Inc., a Delaware corporation, which the Rollover Stockholders and the Executives are contributing to the Company pursuant to the Exchange (as defined in the Exchange Agreements).

Examples of Contributed Stock in a sentence

  • Baxter makes cash contributions to the Plan to the extent that the cumulative proceeds from the sale of the Contributed Stock at each contribution due date (determined under section 303(j) of ERISA) are less than the cumulative cash contributions Baxter would have been required to make to the Plan, in the absence of the Contribution.

  • Taxpayers Denied Deduction and Taxed on Gain From Charity’s Sale of Contributed Stock Because of Retained Control.

  • TransactionThe restrictions of sections 406(a)(1)(A) and (D) and sections 406(b)(1) and (2) of ERISA and sections 4975(c)(1)(A),(D), and (E) of the Code 12 shall not apply to the contributionof publicly traded common stock of Baxalta (the Contributed Stock) by Baxter (the Contribution) to the Baxter International Inc.

  • Lack of consistent and permanent leadership in this area has challenged the District’s ability to effectively develop and implement sustainable business process improvements.

  • The Applicant also states that the value of the Contributed Stock cannot be more than 20 percent of the fair market value of the total assets of the Plan at the time Baxter makes the Contribution to the Plan.

  • Thus, the Applicant states that the Contribution will constitute a sale or exchange of the Contributed Stock between the Plan and a party in interest, and is prohibited under section 406(a)(1)(A) of ERISA.

  • Baxter contributes to the Plan cashamounts needed for the Plan to attain an AFTAP of at least 80% as of the first dayof each plan year during which the Plan holds Contributed Stock, as determined by the Actuary, without taking into account any unsold Contributed Stock as of April 1 of the plan year.

  • After Baxter makes the Contribution, the Independent Fiduciary will act as an investment manager to establish and administer the process (subject to such modifications as the Independent Fiduciary may make from time to time) for liquidation of the Contributed Stock as quickly as is prudent and consistent with market conditions and applicable laws.

  • Use a burglary resistant safe or vault with at least an Underwriters Laboratories classification of Tool-Resistant Safe, TL-30 and having a Group 1R combination lock.

  • Baxter makes cash contributions to the Plan to the extent that the cumulative proceeds from the sale of the Contributed Stock at each contribution due date are less than the cumulative cash contributions Baxter would have been required to make to the Plan, in the absence of the Contribution.


More Definitions of Contributed Stock

Contributed Stock means, with respect to each Partner, the number of shares of Common Stock (including Pledged Common Stock) set forth opposite such Partner’s name on Schedule A.
Contributed Stock has the meaning set forth in the recitals to this Agreement.
Contributed Stock means, with respect to each Partner, the number of shares of Class B Stock set forth opposite such Partner's name on Schedule A.
Contributed Stock is defined in Section 2.02.
Contributed Stock in exchange for (a) the shares of Class A Stock and Class L Stock set forth across from such Stockholder's name on Annex II under the headings "Class A Shares" and "Class L Shares" and (b) warrants to purchase the number of shares of Class A Stock set forth across from such Stockholder's name on Annex II under the heading "O-T-M Class A Warrants" which shall have an exercise price of $61.17 per share (the "New Details Warrants").

Related to Contributed Stock

  • Fully Diluted Shares means an amount equal to the sum of (a) the total number of shares of Common Stock outstanding immediately prior to the Effective Time, plus (b) the total number of shares of Common Stock that all In-the-Money Options outstanding immediately prior to the Effective Time are exercisable into at such time and without any withholding of shares to pay the exercise price or Taxes.

  • Purchased Stock means a right to purchase Common Stock granted pursuant to Article IV of the Plan.

  • Contributed Interests has the meaning set forth in the recitals.

  • Contributed Assets shall have the meaning as set forth in Section 2.2.

  • Contribution Share means, for any Guarantor in respect of any Excess Payment made by any other Guarantor, the ratio (expressed as a percentage) as of the date of such Excess Payment of (i) the amount by which the aggregate present fair salable value of all of its assets and properties exceeds the amount of all debts and liabilities of such Guarantor (including contingent, subordinated, unmatured, and unliquidated liabilities, but excluding the obligations of such Guarantor hereunder) to (ii) the amount by which the aggregate present fair salable value of all assets and other properties of the Loan Parties other than the maker of such Excess Payment exceeds the amount of all of the debts and liabilities (including contingent, subordinated, unmatured, and unliquidated liabilities, but excluding the obligations of the Loan Parties) of the Loan Parties other than the maker of such Excess Payment; provided, however, that, for purposes of calculating the Contribution Shares of the Guarantors in respect of any Excess Payment, any Guarantor that became a Guarantor subsequent to the date of any such Excess Payment shall be deemed to have been a Guarantor on the date of such Excess Payment and the financial information for such Guarantor as of the date such Guarantor became a Guarantor shall be utilized for such Guarantor in connection with such Excess Payment. This Section 10.06 shall not be deemed to affect any right of subrogation, indemnity, reimbursement or contribution that any Guarantor may have under Law against the Borrower in respect of any payment of Obligations.

  • Rollover Shares has the meaning given in the recitals.

  • SpinCo Shares means the shares of common stock, par value $0.01 per share, of SpinCo.

  • Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).

  • Co-op Shares Shares issued by private non-profit housing corporations.

  • Subsidiary Shares has the meaning ascribed to it in Section 3.3(a).

  • Company Shares has the meaning set forth in the Recitals.

  • Company Share means one share of common stock of the Company, $0.01 par value per share.

  • Company Units has the meaning set forth in the Recitals.

  • Contributed Capital at any time, the aggregate amount which shall theretofore have been received by the Borrower as a contribution to its capital or as consideration for the issuance of partnership interests in the Borrower; Contributed Capital shall in any event exclude the proceeds of any Specified Affiliate Debt and any Restricted Equity.

  • Original Shares means ordinary shares with a par value of US$0.0001 each in the capital of the Company;

  • Sold Shares shall have the meaning specified in Section 6.

  • Excluded Stock and Stock Equivalents means (i) any Capital Stock or Stock Equivalents with respect to which, in the reasonable judgment of the Administrative Agent and the Borrower (as agreed to in writing), the cost or other consequences of pledging such Capital Stock or Stock Equivalents in favor of the Secured Parties under the Security Documents shall be excessive in view of the benefits to be obtained by the Lenders therefrom, (ii) solely in the case of any pledge of Capital Stock and Stock Equivalents of any Foreign Subsidiary or any CFC Holding Company, any Capital Stock or Stock Equivalents of any class of such Foreign Subsidiary or CFC Holding Company in excess of 65% of the outstanding Capital Stock of such class, (iii) any Capital Stock or Stock Equivalents to the extent the pledge thereof would violate any applicable Requirements of Law (including any legally effective requirement to obtain the consent of any Governmental Authority unless such consent has been obtained), (iv) in the case of (A) any Capital Stock or Stock Equivalents of any Subsidiary to the extent such Capital Stock or Stock Equivalents are subject to a Lien permitted by clause (ix) of the definition of Permitted Lien or (B) any Capital Stock or Stock Equivalents of any Subsidiary that is not a Wholly-Owned Subsidiary of the Borrower and its Subsidiaries at the time such Subsidiary becomes a Subsidiary, any Capital Stock or Stock Equivalents of each such Subsidiary described in clause (A) or (B) to the extent (I) that a pledge thereof to secure the Obligations is prohibited by any applicable Contractual Requirement and other than proceeds thereof the assignment of which is expressly deemed effective under the Uniform Commercial Code or other applicable law notwithstanding such prohibition or restriction), (II) any Contractual Requirement prohibits such a pledge without the consent of any other party; provided that this clause (II) shall not apply if (x) such other party is a Credit Party or Wholly-Owned Subsidiary or (y) consent has been obtained to consummate such pledge (it being understood that the foregoing shall not be deemed to obligate the Borrower or any Subsidiary to obtain any such consent) and for so long as such Contractual Requirement or replacement or renewal thereof is in effect, or (III) a pledge thereof to secure the Obligations would give any other party (other than a Credit Party or Wholly-Owned Subsidiary) to any contract, agreement, instrument, or indenture governing such Capital Stock or Stock Equivalents the right to terminate its obligations thereunder and other than proceeds thereof the assignment of which is expressly deemed effective under the Uniform Commercial Code or other applicable law notwithstanding such prohibition or restriction), (v) any Capital Stock or Stock Equivalents of any Subsidiary to the extent that the pledge of such Capital Stock or Stock Equivalents would result in materially adverse tax consequences to the Borrower or any Subsidiary as reasonably determined by the Borrower in consultation with the Administrative Agent, (vi) any Capital Stock or Stock Equivalents that are margin stock, and (vii) any Capital Stock and Stock Equivalents of any Subsidiary that is not a Material Subsidiary or is an Unrestricted Subsidiary, a captive insurance Subsidiary, an SPV or any special purpose entity.

  • Restricted Stock Purchase Right means a right to purchase Stock granted to a Participant pursuant to Section 8.

  • Buyer Stock means the common stock, par value $0.001 per share, of Buyer.

  • Amalco Shares means common shares in the capital of Amalco;

  • Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).

  • LLC Units has the meaning set forth in the LLC Agreement.

  • Newco Shares means the common shares in the capital of Newco;

  • Per Share Merger Consideration has the meaning set forth in Section 3.1(a).

  • Seller Shares means all shares of Common Stock of the Company owned as of the date hereof or hereafter acquired by a Common Holder, as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations and the like.

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.