Third Earnout Payment definition

Third Earnout Payment shall have the meaning set forth in Section 2(f)(iii).
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Third Earnout Payment means additional consideration in an amount equal to the lesser of (i) $*******, minus the aggregate amount (if any) paid to Seller in respect of the *******, and (ii) the amount by which Purchaser’s ******* after deduction of the aggregate amount (if any) paid to Seller during such period in respect of the *******. The Third Earnout Payment shall be payable in cash and Common Stock, as follows: (i) cash in an amount equal to **********; and (ii) a number of shares of Common Stock equal to (x) ******** of the total dollar value of the **********, divided by (y) the then applicable Average Price.
Sample 1
Third Earnout Payment means (i) a number of shares of Parent Common Stock equal to $0.75 million divided by the Trading Price plus (ii) an amount of cash equal to $0.75 million.
Sample 1

Examples of Third Earnout Payment in a sentence

  • While there is a risk that this may result in researcher bias, every effort has been made to ensure that all data captured from interviews is analyzed “as stated”, and without any personal opinion influencing those results.

  • If the Final Gross Profit in the Third Measurement Period is greater than or equal to$68,800,000, then the Third Earnout Payment shall include an amount between $0 and $2,500,000 determined by applying linear interpolation between $68,800,000 and $75,300,000 (the “ Third Gross Profit Earnout Payment”); provided, that the Third Gross Profit Earnout Payment shall not exceed $2,500,000.

  • The highly regarded Compère for the evening was once again Gaynor Nash, who was extremely well received by all.

  • In the event during the third fiscal quarter ended following the Closing Date (the “Third Earnout Period”), Acquisition Sub funds, from the Purchased Assets, an aggregate volume of mortgage loans of at least $30.0 million, then Company shall issue to Designated Shareholder, the Third Earnout Payment within 30 days following the completion of the Third Earnout Period.

  • The amount of additional capital to be contributed by THK to the Bonus Pool shall be (i) $150,000 upon the payment of the First Earnout Payment, (ii) $300,000 upon the payment of the Second Earnout Payment, (iii) $300,000 upon the payment of the Third Earnout Payment, and (iv) $300,000 upon the payment of the Fourth Earnout Payment.

  • If the Final Gross Profit in the Third Measurement Period is greater than or equal to $68,800,000, then the Third Earnout Payment shall include an amount between $0 and $2,500,000 determined by applying linear interpolation between $68,800,000 and $75,300,000 (the “Third Gross Profit Earnout Pay ment”); provided, that the Third Gross Profit Earnout Payment shall not exceed $2,500,000.

  • If Sales for Earnout Period 3 exceed 45, then the Third Earnout Payment would include an amount equal to (i) the number of Sales for Earnout Period 2 divided by 55 times (ii) the Target for this MBO, but in no case shall the applicable Earnout Payment exceed 150% of the Target MBO.

  • Clients can ignore platform differences by possessing an instance of either subclass of WidgetFactory but treating it as being of type WidgetFactory.


More Definitions of Third Earnout Payment

Third Earnout Payment means additional consideration in an amount equal to the lesser of (i) $*******, minus the aggregate amount (if any) paid to Seller in respect of the *******, and (ii) the amount by which Purchaser’s ******* after deduction of the aggregate amount (if any) paid to Seller during such period in respect of the *******. The Third Earnout Payment shall be payable in cash and Common Stock, as follows: (i) cash in an amount equal to
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Related to Third Earnout Payment

  • Earnout Payment has the meaning set forth in Section 2.3(b).

  • Earnout Payments has the meaning set forth in Section 2.2(a).

  • Earn-Out Payment has the meaning set forth in Section 2.5(a).

  • Earn-Out Payments has the meaning set forth in Section 2.3(a).

  • Earnout Amount has the meaning set forth in Section 2.5.1b).

  • Earn-Out Amount has the meaning set forth in Section 2.07(a).

  • Interim Payment has the meaning specified in Section 10.1.

  • Delta Payment means as it is described in this Agreement.

  • Earnout has the meaning set forth in Section 2.9(a).

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

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

  • Payment Cap For each Mortgage Loan, the percentage limit set forth in the related Mortgage Note concerning the maximum permitted increase in a monthly payment.

  • Closing Payment Amount will have the meaning set forth in Section 1.3(a).

  • AHYDO Catch-Up Payment means any payment, including payments made on subordinated debt obligations, in each case to the extent such payment is necessary to avoid the application of Section 163(e)(5) of the Code.

  • Upfront Payment has the meaning set forth in Section 4.1.

  • Tax Distribution Amount means, with respect to a Member’s Units, whichever of the following applies with respect to the applicable Tax Distribution, in each case in amount not less than zero:

  • PAGA Payment means the penalties pursuant to PAGA that the Parties have agreed is a

  • Fair Share Contribution Amount means, with respect to a Contributing Guarantor as of any date of determination, the maximum aggregate amount of the obligations of such Contributing Guarantor under this Guaranty that would not render its obligations hereunder or thereunder subject to avoidance as a fraudulent transfer or conveyance under Section 548 of Title 11 of the United States Code or any comparable applicable provisions of state law; provided, solely for purposes of calculating the “Fair Share Contribution Amount” with respect to any Contributing Guarantor for purposes of this Section 7.2, any assets or liabilities of such Contributing Guarantor arising by virtue of any rights to subrogation, reimbursement or indemnification or any rights to or obligations of contribution hereunder shall not be considered as assets or liabilities of such Contributing Guarantor. “Aggregate Payments” means, with respect to a Contributing Guarantor as of any date of determination, an amount equal to (1) the aggregate amount of all payments and distributions made on or before such date by such Contributing Guarantor in respect of this Guaranty (including in respect of this Section 7.2), minus (2) the aggregate amount of all payments received on or before such date by such Contributing Guarantor from the other Contributing Guarantors as contributions under this Section 7.2. The amounts payable as contributions hereunder shall be determined as of the date on which the related payment or distribution is made by the applicable Funding Guarantor. The allocation among Contributing Guarantors of their obligations as set forth in this Section 7.2 shall not be construed in any way to limit the liability of any Contributing Guarantor hereunder. Each Guarantor is a third party beneficiary to the contribution agreement set forth in this Section 7.2.

  • Cash Payment has the meaning set forth in Section 2.03(b)(iii) below.

  • True-Up Amount means the difference between the ABO calculated by using the member’s actual creditable service and the actual final average compensation as of the member’s effective date in the FRS Investment Plan and the ABO initially transferred.

  • Earnout Period has the meaning set forth in Section 3.6(a).

  • Net Cash Payments means, with respect to any Disposition, the aggregate amount of all cash payments received by the Company and its Restricted Subsidiaries directly or indirectly in connection with such Disposition, whether at the time of such Disposition or after such Disposition under deferred payment arrangements or Investments entered into or received in connection with such Disposition (including, without limitation, Disposition Investments); provided that:

  • Earn-Out means any bona fide contingent obligation to make “earn-out” payments to one or more prior owners of any Person, business or division, the capital stock of which, or all or substantially all of the assets of which, have been acquired by the Borrower or any of its Subsidiaries, which “earn-out” payment obligation is contingent upon, or varies in amount based upon, the performance of the Person or of the assets so acquired, as such performance is measured by one or more financial, business or other performance criteria.

  • Payment Amount as defined in Section 3.5.

  • Cash Contribution Amount means the aggregate amount of cash contributions made to the capital of the Company described in the definition of “Contribution Indebtedness.”