Control Premium definition

Control Premium means the “premium paid for shares carrying the power to control a corporation.” Black’s Law Dictionary 1300 (9th ed. 2009); see, e.g., Paramount Commc’ns Inc. v. QVC Network, Inc., 637 A.2d 34, 43 (Del. 1994) (“Once control has shifted, the current

Control Premium means the portion of the Purchase Price to be paid by the Seller Parties to OpenTV pursuant to the Control Premium Letter. “Control Premium Letter” means the Letter Agreement between Liberty and OpenTV dated February 10, 2006.

Control Premium means an amount equal to $2,485,000 payable hereunder by Parent to Olympus Growth Fund IV, L.P., on account of the additional value allocable to the controlling block of Shares held thereby in connection with the transactions contemplated by this Agreement.

Examples of Control Premium in a sentence

• Payments of principal of, interest on and any Make-Whole Amount, Modified Make-Whole Amount, Change of Control Premium and Breakage Amount with respect to this Note are to be made in lawful money of the United States of America at the principal offices of JPMorgan Chase Bank, N.A. in New York, New York or at such other place as the Company shall have designated by written notice to the holder of this Note as provided in the Note Purchase Agreement referred to below.

• Custodians working for Environmental Services at UW Medical Center and Harborview will receive an Infection Control Premium pay of $1.00 per hour.

• RSM has conducted a study on 605 takeovers and schemes of arrangements involving companies listed on ASX over the 15.5 years ended 31 December 2020 (“RSM Control Premium Study 2021”).

• If you wish to withdraw from this Agreement, you must notify us by writing to Credit Control, Premium Credit Ltd, Premium Credit House, 60 East Street, Epsom, Surrey, KT17 1HB, emailing credit.control@pcl.co.uk or calling us on 0844 736 9836 before the end of this 14 day period.

• We have also reviewed and relied on several documents, including but not limited to, (i) the Sale and Purchase Agreements; (ii) the Transfer of Rights Agreements; (iii) the Valuation Report conducted by the Valuer commissioned by the Company; (iv) the Control Premium Study (as defined hereunder); (v) the Stout Study (as defined hereunder); and (vi) the engagement letter in relation to the Valuation (as defined hereunder) between the Company and the Valuer.

More Definitions of Control Premium

Control Premium means, with respect to the Initial Class B Member's Units, an amount equal to the product of (i) the aggregate "change of control premium," if any, received or to be received by the Initial Class A Member's stockholders as a result of the related Change in Control of the Initial Class A Member, as determined in accordance with Section 13.6(i), multiplied by (ii) the product of (A) the amount that would have been shown on the Initial Class A Member's books at the time of the consummation of the Change in Control as the book value of the Initial Class B Member's Units if the Initial Class A Member had acquired the Initial Class B Member's Units at the time the Initial Class B Member acquired the Initial Class B Member's Units, divided by (B) the aggregate book value of the Initial Class A Member's assets at the time of the consummation of the Change in Control of the Initial Class A Member.

Control Premium the amount of 128,000,000 NIS (one hundred and twenty eight million new shekels).

Control Premium has the meaning set forth in Section 15.6(d).

Control Premium means the Earnout Payments payable to Hercules by the Company, in respect of Hercules’ ownership of a controlling interest in the Company, which distribution amount shall be calculated in accordance with Section 5.2 hereof.

Control Premium means the portion of the Purchase Price to be paid by the Seller Parties to OpenTV pursuant to the Control Premium Letter.

Control Premium means an amount equal to the product of (i) five percent (5%) multiplied by (ii) the purchase price offered by the Third Party for the Bazaar Improvements, net of any indebtedness encumbering the Bazaar Improvements and the Sales Costs. If the Selling Member timely and validly elects to purchase the Control Interest, then the closing of the purchase and sale shall be held at the principal office of the Company in Nevada concurrently with the close of the Selling Member's Interest in the Company to the Third Party identified in the First Sale Notice. If the Non-Selling Member fails to timely and validly elect to purchase the Interest of the Selling Member, then for a period of one hundred eighty (180) days following the expiration of the thirty (30) day period following the First Sale Notice, the Selling Member shall thereafter have the right, but not the obligation, to sell such Member's entire Interest in the Company (including, without limitation, the Control Interest) to the Third Party identified in the First Sale Notice for a purchase price equal to the Selling Member's Purchase Price, plus the Control Premium without any further consent or rights of first offer and/or refusal in favor of the Non-Selling Member. From and after the date of the acquisition of the Control Premium, (i) the Third Party identified in the First Sale Notice shall have the right, but not the obligation, to appoint one (1) additional voting representative to the Board and (ii) the Non-Selling Member shall have no right to appoint any representatives to the Board, and the voting rights of the Non-Selling Member under the Agreement shall be limited solely to those expressly mandated by the Delaware Act.

Control Premium means, with respect to any Note, an amount equal to 1% of the outstanding principal amount of such Note.