Seller Equity definition

Seller Equity has the meaning assigned to such term in the recitals.
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Seller Equity means the issuance of the specified number of shares of common stock by the Borrower to certain existing stockholders of Xxxxx Xxxxx as set forth in the 2015 Registration Statement.
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Seller Equity has the meaning set forth in the preface.
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Examples of Seller Equity in a sentence

  • Seller shall retain all Liabilities and obligations in respect of all Seller Stock Options, including all responsibility for the administration, exercise and settlement of such Seller Stock Options in accordance with the terms of the applicable Seller Equity Plan, and any tax withholding, payroll tax or other tax obligations that arise in connection with any such exercise or settlement.

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  • The total consideration to be paid to the Fathom Blocker Owners and the Continuing Fathom Unitholders at the Closing shall equal the aggregate of (w) the Closing Cash Consideration, (x) the Closing Seller Equity Consideration and (y) the Fathom Earnout Consideration (together, the “Fathom Consideration”).

  • Neither Seller nor any Group Company shall have any responsibility to renew the Split Dollar Policy.(j) Seller shall retain all liabilities with respect to the U.S. deferred compensation plans, the Brunswick Corporation Supplemental Pension Plan and the Brunswick International Stock Unit Plan and shall make payments with respect to such plans when any amounts become due and payable.(k) Seller shall retain liability for each Existing Seller Equity Award.

  • As promptly as practicable following the Execution Date, to the extent reasonably agreed by Fathom and Altimar, Fathom and Altimar will cooperate to take such actions as may be necessary to facilitate the delivery of Closing Seller Equity Consideration and Fathom Earnout Consideration to any current or former Fathom employee in a manner compliant with applicable Law.

  • The Seller may, without further board of directors or third-party approvals, subject to compliance with applicable Law, grant to the employees of the Purchaser and the Purchaser’s Subsidiaries up to 20% of the total value of the pool of Seller Equity Securities that it has reserved from time to time for employees generally, the aggregate size of which has been approved by the Alibaba Independent Committee.

  • Immediately following the Closing, (A) the Purchaser shall be the sole owner of the Seller Equity and (B) the Company’s material assets shall consist solely of the Trelegy Royalty and the Company Cash.

  • Solely for purposes of Sections 13(ii) and 13(v) above, Seller, Equity Holder, and Premier shall jointly and severally indemnify and defend the Buyer Indemnified Parties and hold each Buyer Indemnified Party harmless, from and against any and all Losses, including, without limitation, court costs and reasonable attorney’s fees.

  • The Purchaser acknowledges that it is informed as to the risks of the Transactions and of ownership of the Seller Equity.

  • Exhibit F is a true, correct and complete copy of the limited liability company agreement of the Buyer that will be in effect as of the Closing and pursuant to which the Seller Equity Interest will be issued (the “LLC Agreement”).


More Definitions of Seller Equity

Seller Equity means 750 Class A Units and 750 Class C Units of the Company.
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Seller Equity means the Purchase Price minus the Existing Indebtedness.
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Seller Equity means the issuance of the specified number of shares of common stock by the Borrower to certain existing stockholders of Welch Allyn as set forth in the 2015 Registration Statement.
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Seller Equity means 750 Class A Units and 750 Class C Units of the Company. “Seller Indemnified Parties” has the meaning set forth in Section 8.2(b).
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Seller Equity means the issuance of common stock of the Company issued to Constantia Flexibles Germany GmbH as a portion of the consideration for the Acquisition in an amount equal to up to 19.9% of the Company’s outstanding common stock.
Sample 1

Related to Seller Equity

  • Purchased Assets has the meaning set forth in Section 2.1.

  • Transferred Equity means the equity interest in the Company which the WFOE has the right to request either of the Company Shareholders to transfer to it or its designated entity or individual in accordance with Article 3 hereof when the WFOE exercises its Equity Transfer Option, the quantity of which may be all or part of the Option Equity and the specific amount of which shall be determined by the WFOE at its sole discretion in accordance with the then-effective PRC Law and based on its commercial consideration.

  • Acquired Assets has the meaning set forth in Section 2.1.

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

  • Seller Entities means, collectively, Seller and all Seller Subsidiaries.

  • Closing Cash Amount shall have the meaning set forth in Section 2.8(b).

  • Acquired Companies means, collectively, the Company and the Company Subsidiaries.

  • Pre-Closing Environmental Liabilities means (i) any violation of Environmental Law arising in connection with the ownership or operation of the Properties prior to the Effective Time, (ii) any Release of Hazardous Substances onto or from the Properties prior to the Effective Time or relating to or arising from any activities conducted on such properties or from operation of such assets prior to the Effective Time and (iii) any claim, action, cause of action, inquiry, investigation, remediation, removal or restoration with respect to the matters set forth in subsection (i) or (ii) above

  • Target Companies means the Target and its Subsidiaries.

  • Transferred Assets has the meaning set forth in Section 2.1.

  • Adjusted Consolidated Working Capital means, at any time, Consolidated Current Assets (but excluding therefrom all cash and Cash Equivalents) less Consolidated Current Liabilities at such time.

  • Assumed Liabilities has the meaning set forth in Section 2.3.

  • Sold Assets has the meaning set forth in Section 2.01(b).

  • Seller Subsidiaries means the subsidiary partnerships of the McNeil Partnerships listed on Annex G to this Agreement (the "Subsidiary Partnerships") and the subsidiary corporations listed on Annex F to this Agreement (the "Subsidiary Corporations") which hold GP Interests in certain of the Subsidiary Partnerships.

  • Acquired Contracts has the meaning given in Section 2.1(a).

  • Acquired Subsidiaries means Subsidiaries of the Failed Bank acquired pursuant to Section 3.1.

  • Closing Date Business Plan means the set of Projections of Borrower for the 1 year period following the Closing Date (on a month by month basis), in form and substance (including as to scope and underlying assumptions) satisfactory to Agent.

  • Purchased Items shall have the meaning assigned thereto in Section 8 hereof.

  • Closing Cash means the aggregate amount of Cash of the Company as of the Effective Time.

  • Seller Group means, at any time, the group of companies comprised of Xxxxx Fargo & Company and its subsidiaries at that time.

  • Seller Group Member means (a) Seller and its Affiliates, (b) directors, officers and employees of Seller and its Affiliates and (c) the successors and assigns of the foregoing.

  • Buyer SEC Documents shall have the meaning set forth in Section 4.10(a).

  • SpinCo Assets shall have the meaning set forth in Section 2.2(a).

  • Included Assets has the meaning in Section 5.1(d)(ii)(A).

  • Purchaser Plans shall have the meaning set forth in Section 6.6(a)(v).

  • Purchased Contracts has the meaning set forth in Section 2.1.1(a).