Net Proceeds

Net Proceeds. In respect of any products or services in which the Licensed IP is utilized, for any applicable period of determination, the gross receipts of royalty and other amounts received (whether as payments, credits or offsets) by RBT from or on behalf of a non-Affiliated third party sublicensee reduced by (i) the direct costs and expenses incurred by RBT with respect to such non-Affiliated third party sublicensee for the applicable period, including without limitation government taxes or duties... imposed by any governmental agency, and (ii) any refunds or returns to the non-Affiliated third party sublicensee of previously paid amounts. View More

Net Proceeds. With respect to a Change in Control means all of the cash, assumed liabilities, and the fair market value (as determined in good faith by the Board) on the closing date of all other property that is paid by a third party or by the Company to the Company's stockholders or others equity stakeholders (e.g., option or warrant holders), or which 6 is paid to the Company in the case of a Change in Control structured as an asset sale or similar transaction, in consideration for their... shares or any convertible debt or other equity-linked securities (warrants or options) held by the Company's stockholders or any third party convertible debt holders or holders of other equity-linked securities (or in consideration of the assets of the Company in the case of a Change in Control structured as an asset sale or similar transaction). The term "Net Proceeds" excludes, without limitation, (i) any amounts paid into escrow or subject to earn-outs or other contingencies until such amounts have been released from escrow or the earn-out or other contingencies are satisfied, and (ii) any transaction fees of the Company incurred in connection with the transaction that are assumed or paid by the purchaser (such as fees related to legal services, financial advisory services, investment banking services or other professional services). The amount of the Severance paid hereunder shall not reduce the amount of the Net Proceeds. For purposes of clarity, the term Net Proceeds is generally intended to capture only those amounts that are received by all of the Company's stockholders or other equity holders (or by the Company in the case of an asset sale). For example, if portions of the aggregate consideration in a merger transaction are paid at closing to various service providers to satisfy transaction fees (legal, accounting or investment banking services), the intent is to include only the "net" consideration that is ultimately paid to all stockholders or the Company within this definition. However, any part of the merger consideration that is directed or used toward the payment of the Severance is not intended to result in a reduction or offset of the "net" amount that is considered to be paid to stockholders or the Company. View More

Net Proceeds. Means an amount equal to the Gross Proceeds, less the Underwriting Amount.

Net Proceeds. Shall mean Gross Proceeds less all brokerage, clearing and delivery related fees and charges associated with the generation of such Gross Proceeds, including but not limited to, commission and execution fees, ticket and deposit fees, DTC and Non-DTC, transfer agent and clearing agent fees.

Net Proceeds. With respect to the HRM Sale, (a) the cash proceeds received in respect of such sale, including any cash received in respect of any noncash proceeds, but only as and when received, net of (b) all fees and out-of-pocket expenses paid in connection with the HRM Sale by the Borrower and the Subsidiaries to Persons that are not Affiliates of the Borrower.

Net Proceeds. Means, in respect of any sale of Shares, the proceeds per share received from such sale (net of any underwriting discounts and commissions incurred in connection therewith).

Net Proceeds. When used with respect to any proceeds of casualty insurance received with respect to any damage or destruction of the Project, proceeds of sale or any eminent domain award (or proceeds of sale in lieu of a taking by eminent domain) or with respect to any other recovery on a contractual claim or claim for damage to or for taking of the Project, or any part thereof, the gross proceeds from such insurance, eminent domain award, sale or recovery with respect to which that term is used remaining... after payment of all costs and expenses (including attorneys' fees and reimbursable expenses) incurred in the collection of such gross proceeds View More

Net Proceeds. Means the value of the net proceeds (i.e. cash and securities that are traded on a Stock Exchange, net of transaction costs, including but not limited to legal, banker, broker, and accountant fees and other costs relating to the transaction) available for distribution to the Corporation's stockholders in respect of their equity interests upon a Change of Control, calculated as if this Exhibit B were not in effect. Any debt that is assumed by the purchaser or another person or paid in connection... with the closing of the transaction shall not be included in the Net Transaction Proceeds. Net Proceeds will be determined by the Board in its sole discretion. View More

Net Proceeds. As defined in Paragraph 5.3.

Net Proceeds. Means, in connection with a Qualifying Transaction, an amount equal to the net aggregate value of cash and/or property (e.g., securities, notes, etc.) paid or payable to the shareholders of the Company in connection with such Qualifying Transaction prior to any payment under this Plan, less all costs, fees, expenses and disbursements incurred by or on behalf of the Company in connection with such Qualifying Transaction, including, without limitation, legal, accounting, brokerage and banking... costs, fees, expenses and disbursements. In the event that all or part of the consideration received by the Company or the shareholders of the Company in a transaction is in the form of securities, the Net Proceeds shall be deemed to include the fair market value of such securities, determined on the same basis on which such securities were valued in the transaction. View More