Initial Consideration

Initial Consideration. The sum of any cash and the Fair Market Value of any securities received by the Company or the Securityholders upon the Closing of a Merger Transaction

Initial Consideration. The sum of any cash and the Fair Market Value of any securities or other property to be received by the Company or the Securityholders in respect of equity securities of the Company upon the Closing of the Corporate Transaction (including the total value of (i) any stock option or warrant exercise proceeds, whether paid directly or net-exercised in connection with the Corporate Transaction and (ii) any payments made in connection with the Corporate Transaction pursuant to outstanding promissory... notes previously issued as consideration for the exercise of stock options) after the payment of transaction fees and expenses (including, without limitation, payments to investment bankers and attorneys in connection with a Corporate Transaction) that would be, but for the existence of the Plan, legally available for payment or distribution to the Securityholders at the Closing. View More

Initial Consideration. Means the sum of any cash and the Fair Market Value of any securities or other property to be received by the Company or the Securityholders in respect of equity securities of the Company upon the Closing of the Change in Control (net of any cash received pursuant to the payment of any stock option or warrant exercise price in connection with the Change in Control) after the payment of transaction fees and expenses (including, without limitation, payments to investment bankers and attorneys and... net of any debt or other liabilities payable or otherwise assumed and deducted from the proceeds to the Company and the Securityholders in connection with a Change in Control) that would be, but for the existence of the Plan, legally available for payment or distribution to the Company and the Securityholders at the Closing. Initial Consideration does not include any Contingent Consideration. View More

Initial Consideration. The sum of any cash and the Fair Market Value of any securities received by the Company or the Securityholders upon the Closing of a Merger Transaction. For clarity, the term "Initial Consideration" is intended to represent the proceeds that are paid to the Company or the Securityholders upon Closing without deduction for any transaction fees related to the Merger Transaction that are paid by the Company or its Securityholders (such as fees related to legal services, accounting services,... financial advisory services, investment banking services or other professional services) but excluding (a) any payments to employees or other service providers in the form of severance, change in control payments, or other bonuses paid by the purchaser or other acquirer of the Company's assets or stock in connection with the Merger Transaction and (b) any Contingent Consideration View More

Initial Consideration. Shall mean the amount of the Total Consideration that is not Contingent Consideration.