Relevant Consideration definition

Relevant Consideration means the Tranche 1 Consideration or the Tranche 2 Consideration (as the case may be);
Relevant Consideration means, in relation to any Beneficiary, all obligations, liabilities and agreements assumed, undertaken, incurred and made by that Beneficiary under and pursuant to the Credit Agreement and the other Transaction Documents (and includes, without limitation, in relation to the Banks, the agreement of the Banks to make available to the Borrowers an eight hundred and fifty million Dollar ($850,000,000) revolving credit facility pursuant to the Credit Agreement), in each case at the request of each of the Obligors;
Relevant Consideration means the BMM Share Consideration, the Lisheen Share Consideration or the Namibia Share Consideration, as the case may be;

Examples of Relevant Consideration in a sentence

  • On any reorganisation of, or material alteration to, the share capital of either the Company or Takeda (including, without limitation, any subdivision or consolidation) carried out after 8 January 2019, the value of the Relevant Consideration shall be adjusted by the directors in such manner as the auditors of the Company may determine to be appropriate to reflect such reorganisation or alternation.

  • Takeda shall, subject to Article 30.2, pay (or procure the payment of) the Relevant Consideration per Post-Scheme Share as soon as practicable and in any event within 45 Scheme Business Days of the issue of the Post-Scheme Shares to the New Member.

  • Accordingly, no Taxes are required to be withheld by the Purchaser from the Relevant Consideration paid to Seller 1 for the Sale Shares 1A.

  • GXO shall, subject to paragraph (d) of this Article, pay (or procure the payment of) the Relevant Consideration per Post-Scheme Share as soon as practicable and in any event within 45 business days of the issue of the Post-Scheme Shares to the New Member.

  • The Persons listed in Part 1 of Schedule 1 (Relevant Sale Shares and Relevant Consideration) are the sole legal and beneficial owners of the shares of the relevant Group Company as at the Execution Date.

  • If such figure is not correct, the price per Subscribed Share (and thus the number of Series B Preferred Shares to be issued to each Investor for its Relevant Consideration) shall be adjusted such that each Investor will hold the same percentage of the total issued share capital of the Company on a fully diluted basis (including all shares issuable upon exercise of any and all warrants, options and other convertible instruments issued by the Company) as it would have held had such figure been correct.

  • On any reorganisation of, or material alteration to, the share capital of either the Company or GXO (including, without limitation, any subdivision or consolidation) carried out after the Effective Date (of the Scheme), the value of the Relevant Consideration shall be adjusted by the directors in such manner as the auditors of the Company may determine to be appropriate to reflect such reorganisation or alternation.

  • On any reorganisation of, or material alteration to, the share capital of the Company (including, without limitation, any subdivision and/or consolidation), the value of the Relevant Consideration per Disposal Security to be paid under Article 21A(c) shall be adjusted by the Directors in such manner as the auditors of the Company or an independent investment bank selected by the Directors may determine to be fair and reasonable to the New Transferor to reflect such reorganisation or alteration.

  • At the relevant time for payment, the Purchaser will be able to pay the Relevant Consideration from its existing banking facilities and available cash.

  • In this Article, Relevant Consideration means a cash payment in pounds Sterling equal to the value of 0.839 New Takeda Shares and 30.33 US Dollars (or such greater or lesser number of New Takeda Shares and amount as may be due under the Scheme if modified in accordance with its terms) for each Post-Scheme Share as the relevant New Member would have been entitled to pursuant to the Scheme had each Post-Scheme Share been a Scheme Share (as defined in the Scheme).


More Definitions of Relevant Consideration

Relevant Consideration means, in respect of each Seller, the consideration set out in column 5 of Part 1 of Schedule 1 (Relevant Sale Shares and Relevant Consideration) against such Seller’s name, to be paid by the Purchaser to such Seller in respect of the Relevant Sale Shares, under this Agreement;
Relevant Consideration means, in relation to any Facility Beneficiary, all obligations, liabilities and agreements assumed, undertaken, incurred and made by that Facility Beneficiary under and pursuant to this Agreement and the other Transaction Documents (and includes, without limitation, in relation to the Banks, the agreement of the Banks to make available to the Borrower a three hundred and fifty million ($350,000,000) revolving credit and guarantee facility pursuant to this Agreement) or, in relation to any Secured Bilateral Bond Provider, the agreement of that Secured Bilateral Bond Provider to not require the discharge, repayment and/or satisfaction of all Secured Bilateral Bond Obligations owing to it prior to the date of this Agreement and/or the agreement of that Secured Bilateral Bond Provider to the release of any Encumbrance which, prior to the date of this Agreement, secured any Secured Bilateral Bond Obligation owed to it;
Relevant Consideration means, in respect of each Seller, the consideration set out in column 5 of Part 1 of Schedule 1 ( Relevant Sale Shares and Relevant Consideration ) against such Seller’s name, to be paid by the Purchaser to such Seller in respect of the Relevant Sale Shares, under this Agreement;

Related to Relevant Consideration

  • Warrant Consideration has the meaning specified in Section 4(i)(i) hereof.

  • Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));

  • Earn-Out Consideration is defined in Section 2.5(c).

  • Earnout Consideration has the meaning set forth in Section 2.6 below.

  • Base Consideration is defined in Section 2.2.

  • Per Share Consideration means (i) if the consideration paid to holders of the Common Stock consists exclusively of cash, the amount of such cash per share of Common Stock, and (ii) in all other cases, the volume weighted average price of the Common Stock as reported during the ten (10) trading day period ending on the trading day prior to the effective date of the applicable event. If any reclassification or reorganization also results in a change in shares of Common Stock covered by subsection 4.1.1, then such adjustment shall be made pursuant to subsection 4.1.1 or Sections 4.2, 4.3 and this Section 4.4. The provisions of this Section 4.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers. In no event will the Warrant Price be reduced to less than the par value per share issuable upon exercise of the Warrant.

  • Contract Consideration has the meaning set forth in the definition of “Excess Cash Flow.”

  • Share Consideration has the meaning given to it in Section 2.2;

  • Transaction Consideration has the meaning set forth in Section 11.7 hereof.

  • Option Consideration has the meaning set forth in Section 3.3(a).

  • Unit Consideration has the meaning set forth in Section 2.2(a).

  • Scheme Consideration means, in respect of:

  • Total Consideration shall have the meaning as set forth in Section 2.8.

  • Stock Consideration has the meaning set forth in Section 2.01(c).

  • Minimum Consideration means the $.01 par value per share or such larger amount determined pursuant to resolution of the Board to be capital within the meaning of Section 154 of the Delaware General Corporation Law.

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

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

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

  • Prepayment Consideration shall have the meaning set forth in Section 2.3.1.

  • Exchangeable Share Consideration has the meaning provided in the Exchangeable Share Provisions;

  • Conversion Consideration shall have the meaning specified in Section 14.12(a).

  • Aggregate Stock Consideration means a number of shares of Acquiror Common Stock equal to the quotient obtained by dividing (i) (x) the Base Purchase Price less (y) the Aggregate Cash Consideration, by (ii) $10.00.

  • Cash Consideration has the meaning set forth in Section 2.2.

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

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • Purchase Consideration means the aggregate net cash proceeds received by the Company or Specialty Foods Corporation ("SFC") (after deducting all fees and expenses incurred by the Company, SFC and/or their respective affiliates in connection with the Sale). By way of example, if the Purchase Consideration equaled $400,000,000, your Sale Bonus would be $400,000.00. The Sale Bonus shall be paid to you within three (3) months of the completion of the Sale.