Net Proceeds

Net Proceeds. Means (i) with respect to a Sale of the Corporation, the aggregate gross proceeds received (or deemed received) by the holders of the Common Stock on or in consideration for such equity interests in connection with such Sale of the Corporation, net of (A) any Holdback Amount applicable to such Sale of the Corporation and (B) all expenses incurred in connection therewith that are allocable to such equity interests other than taxes payable in respect of any income or gain recognized on receipt of... such net proceeds, and (ii) with respect to a Qualified Market Cap, the implied equity market capitalization of the common equity of the Corporation (or any Subsidiary or any successor-in-interest to the Corporation) determined by multiplying the closing price of a common equity interest on the first day that the Qualified Market Cap occurs by the total number of common equity interests outstanding, net of fees and expenses incurred by the Corporation and the Related Entities in connection with the initial public offering of such common equity interests. View More

Net Proceeds. As used in this Amendment, shall mean the proceeds of the borrowings under the Operating Co. Credit Agreement less any and all transaction costs and expenses incurred by the Borrower or Operating Co. in connection with the Transactions.

Net Proceeds. Means the proceeds from the sale of Conversion Shares net of any commissions and other reasonable costs of sale incurred by the Holder.

Net Proceeds. Means the sum of any cash and the fair market value of any securities or other assets or property available for distribution to the holders of the Company's equity securities (including any securities that are convertible, exercisable or exchangeable for equity securities) in connection with a Liquidity Event after the repayment of all Company debt outstanding and after subtracting all costs and fees associated with the transaction, including amounts distributed after the closing of the... Liquidity Event pursuant to any escrow, earn-out or other similar arrangement. The fair market value of any securities or other assets or property available for distribution to the holders of the Company's equity securities in connection with a Liquidity Event will be determined on the same basis on which such securities were valued in such Liquidity Event for purposes of distributing such securities or property to the holders of the Company's equity securities. View More

Net Proceeds. The amount calculated as follows: (P - B) – ((P minus B) x C), where: P = the Purchase Price B = Tax Basis C = the Capital Gains Tax Rate

Net Proceeds. The entire proceeds of any insurance required under clauses (i), (iv) or (vii) of Paragraph 14 (a) plus any deductible or self-insured retentions of Tenant, less any actual and reasonable expenses incurred by Landlord in collecting such proceeds.

Net Proceeds. Means with respect to any Asset Disposition, the amount received by the Borrower or any Subsidiary from such Asset Disposition, including proceeds from any insurance polices received by the Borrower or any Subsidiary in connection with such Asset Disposition and amounts received by the Borrower or Subsidiary pursuant to any expropriation proceeding or condemnation proceeding in connection with such asset Disposition, in... each case net of professional fees and expenses, commissions, taxes and other disposition costs. View More

Net Proceeds. Means, in connection with a Disposition Transaction, the net proceeds available for distribution to holders of the Borrower's outstanding equity securities (on a fully-diluted, as-converted basis except as provided in clause (i) immediately following) upon consummation of such Disposition Transaction (i) assuming no conversion of this Note or the Initial Bridge Notes and (ii) after payment of or provision for (w) the repayment of the outstanding principal balance, and all accrued and unpaid... interest, premium and fees, if any, in respect of all debt of the Borrower for borrowed money, including but not limited to this Note and the Initial Bridge Notes, (x) investment banking, legal, accounting and other professional fees and expenses relating to the Disposition Transaction, (y) the Series A Preference Amount (as defined in the Borrower's certificate of incorporation, as amended from time to time) and (z) change of control, retention or similar bonuses payable to employees of the Borrower. View More

Net Proceeds. Means all Proceeds in respect of the applicable Disposition (including, without limitation, all installment obligations and earn-out and other contingent payments) or Liquidity Event (as the case may be) net of (i) in the case of a Disposition, any income taxes required to be paid by the Company or any Subsidiary (as the case may be) solely in connection with or solely arising out of such Disposition and (ii) all reasonable legal, accounting, investment banking, broker and other professionals'... fees incurred by the Company by virtue of the applicable Disposition or Liquidity Event (as the case may be), provided that the foregoing Proceeds shall not be reduced by any other amount. Any dispute as to the arithmetic calculation of Net Proceeds shall be resolved pursuant to Section 19 above, with the term "Net Proceeds" being substituted for the term "fair market value." 19 View More

Net Proceeds. The entire proceeds of any insurance required under Section 14 less any expenses reasonably incurred by Landlord in collecting such proceeds. 3