Holdback Consideration definition

Holdback Consideration means that number of shares of Parent Common Stock equal to Three Hundred Fifty Thousand Dollars ($350,000.00) divided by the Per Share Price.

Holdback Consideration has such meaning as set forth in Section 6.9(a).

Holdback Consideration means the cash amount equal to the sum of (i) $20,000,000 plus (ii) in the case of any discrepancies between Parent’s and the Company’s determinations of Estimated Working Capital or Estimated Debt, the Holdback Adjustment Amount.

Examples of Holdback Consideration in a sentence

• Buyer shall be entitled to reduce the Holdback Consideration by the amount necessary to satisfy and pay the amount of any Buyer Indemnified Losses with respect to which a Buyer Indemnified Party is entitled to indemnification pursuant to this Article IX by deducting from the Holdback Consideration cash and shares of Buyer Common Stock, in accordance with each TopCo Seller’s Indemnity Pro Rata Portion of such Buyer Indemnified Losses.

• The Holdback Consideration Shares will be issued on the dates specified above, and by no later than the four-year anniversary of Completion.

• The Holdback Consideration shall be distributed in accordance with the provisions of Section 4.5 herein.

• If any Prior Period Returns reflect an obligation to pay Taxes, then the Stockholder Representative shall execute any joint written authorization required by the Escrow Agent such that such Taxes shall be paid to the Parent from the Holdback Consideration not later than three (3) days prior to the due date for such returns.

• Reductions to the Holdback Consideration shall be effected in accordance with each TopCo Seller’s respective Holdback Consideration Pro Rata Portion of such TopCo Seller’s contribution to the Holdback Consideration (in cash or Buyer Common Stock, as applicable).

More Definitions of Holdback Consideration

Holdback Consideration means the amount equal to (i) the Closing Purchase Price, as set forth in the Pre-Closing Statement, with any adjustments that are mutually determined by Purchaser and Seller pursuant to Section 2.2(a) multiplied by (ii) ten percent (10%).

Holdback Consideration means $1,000,000.

Holdback Consideration means two million six hundred thousand dollars (US$2,600,000), which shall reduce the portion of the Purchase Price payable to BR Holdco for further distribution to the Filev Trust.

Holdback Consideration means $4,500,000.

Holdback Consideration shall have the meaning set forth in Section 2.8.

Holdback Consideration means an aggregate of 6,577,416 Consideration Shares issuable to Former Company Shareholders pursuant to the Arrangement forming part of the Consideration;

Holdback Consideration means together the Cash Holdback and the Share Holdback as calculated in accordance with Section 2.03(a).