Amount of Earnout Sample Clauses

Amount of Earnout. In addition to the Merger ------- ----------------- Consideration payable in respect of the Merger, FFG shall pay or cause to be paid to NatWest Plc, in respect of each Earnout Year during the Earnout Period, cash in an amount equal to the following: (i) if Adjusted Net Income for such Earnout Year is $100,000,000 or less, such amount shall be equal to zero; (ii) if Adjusted Net Income for such Earnout Year is more than $100,000,000 but not more than $200,000,000, such amount shall be equal to the excess of Adjusted Net Income for such Earnout Year over $100,000,000; (iii) if Adjusted Net Income for such Earnout Year is more than $200,000,000 but not more than $300,000,000, such amount shall be equal to the sum of (A) $100,000,000 and (B) 60% of the excess of Adjusted Net Income for such Earnout Year over $200,000,000; and (iv) if Adjusted Net Income for such Earnout Year is more than $300,000,000, such amount shall be equal to the sum of (A) $160,000,000 and (B) 50% of the excess of Adjusted Net Income for such Earnout Year over $300,000,000; provided that in no event shall the aggregate amount paid to NatWest Plc -------- pursuant to this Section 3.6 over the Earnout Period exceed $560,000,000.
Sample 1
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Amount of Earnout. RCG hereby agrees to pay to KCI and the MEL Xxxreholders an aggregate amount equal to Five Million Seven Hundred Thousand Dollars ($5,700,000) as adjusted in Section 2 hereof, in full satisfaction of its obligation to pay the Earnout pursuant to Section 2.3 of the Transfer Agreement and Section 2.3 of the Merger Agreement.
Sample 1
Amount of Earnout. All provisions of Section 3 of this Agreement are subject to this Section 3.3(a). So long as Vuance and/or Parent are not in default of any provision of this Agreement or any Exhibits hereto, then the Purchase Price shall include the right of Vuance to receive an aggregate of up to Xxx Xxxxxxx Xxxx Xxxxxxx Xxxxxxxx Xxxxxx Xxxxxx Dollars ($1,500,000.00) (the “Maximum Earnout Amount”), over the course of calendar years 2010, 2011 and 2012 (the “Earnout Period”), subject to the Vuance CSMS Business acquired by Acquisition from Vuance and thereafter operated by Acquisition or any of its affiliates after the Closing achieving or exceeding the financial requirements as set forth below. Any payment that is earned under this earnout (the “Earnout Payment”) shall be paid after the end of the respective calendar year included in the Earnout Period, as further set forth in Section 3.3(b). Notwithstanding anything contained in this Agreement to the contrary, the first Two Hundred Seventy Thousand United States Dollars ($270,000.00) of the Maximum Earnout Amount earned by Vuance shall be for the sole account of WidePoint and solely retained by WidePoint as reimbursement for certain accounts payable and deferred revenue liabilities assumed by WidePoint in connection with this Agreement.
Sample 1
Amount of Earnout. All provisions of Section 3 of this Agreement are subject to this Section 3.3(a). The Purchase Price shall include the right of Protexx to receive an aggregate of up to Nine Million Dollars ($9,000,000) (the “Earnout Amount”), with fifty percent (50%) of any Earnout Amounts being payable in cash and fifty percent (50%) of any Earnout Amounts being payable in privately issued shares of common stock of WidePoint (the “Earnout Shares”), subject to the Protexx Business acquired by Acquisition from Protexx and thereafter operated by Acquisition after the Closing achieving or exceeding the financial requirements as set forth below. Any payment that is earned under this earnout (the “Earnout Payment”) shall be paid after the end of the Earnout Period, as further set forth in Section 3.3(b).
Sample 1

Related to Amount of Earnout

  • Aggregate Principal Amount The aggregate principal amount of the Senior Notes that may be authenticated and delivered under this First Supplemental Indenture shall be unlimited; provided that the Obligor complies with the provisions of this First Supplemental Indenture.

  • Amount of Rs ( ) (not exceeding 95% of the total consideration) to be paid to the Promoter on completion of the lifts, water pumps, electrical fittings, electro, mechanical and environment requirements, entrance lobby/s, plinth protection, paving of areas appertain and all other requirements as may be prescribed in the Agreement of sale of the building or wing in which the said Apartment is located.

  • Amount of Notes The aggregate principal amount of Notes which may be authenticated and delivered under this Indenture on the Issue Date is $3,140,000,000. The Issuers may from time to time after the Issue Date issue Additional Notes under this Indenture in an unlimited principal amount, so long as (i) the Incurrence of the Indebtedness represented by such Additional Notes is at such time permitted by Section 4.03 and (ii) such Additional Notes are issued in compliance with the other applicable provisions of this Indenture. With respect to any Additional Notes issued after the Issue Date (except for Notes authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Notes pursuant to Section 2.07, 2.08, 2.09, 3.08, 4.06(e), 4.08(c) or Appendix A), there shall be (a) established in or pursuant to a resolution of the Board of Directors of the Company and (b) (i) set forth or determined in the manner provided in an Officer’s Certificate or (ii) established in one or more indentures supplemental hereto, prior to the issuance of such Additional Notes: (1) the aggregate principal amount of such Additional Notes which may be authenticated and delivered under this Indenture; (2) the issue price and issuance date of such Additional Notes, including the date from which interest on such Additional Notes shall accrue; and (3) if applicable, that such Additional Notes shall be issuable in whole or in part in the form of one or more Global Notes and, in such case, the respective depositaries for such Global Notes, the form of any legend or legends which shall be borne by such Global Notes in addition to or in lieu of those set forth in Exhibit A hereto and any circumstances in addition to or in lieu of those set forth in Section 2.2 of Appendix A in which any such Global Note may be exchanged in whole or in part for Additional Notes registered, or any transfer of such Global Note in whole or in part may be registered, in the name or names of Persons other than the depositary for such Global Note or a nominee thereof. If any of the terms of any Additional Notes are established by action taken pursuant to a resolution of the Board of Directors, a copy of an appropriate record of such action shall be certified by the Secretary or any Assistant Secretary of the Company and delivered to the Trustee at or prior to the delivery of the Officer’s Certificate or an indenture supplemental hereto setting forth the terms of the Additional Notes. The Initial Notes and any Additional Notes may, at the Issuers’ option, be treated as a single class for all purposes under this Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase; provided that if the Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, the Additional Notes will have a separate CUSIP number, if applicable.

  • Amount of Sick Leave Employees shall be granted sick leave on the basis of one and one-half (1 1/2) days per month of service in a continuing appointment, at the F.T.E. of current appointment. If in any one year employees have not used their sick leave, or only a portion thereof, it shall accrue to their credit for future use and benefits.

  • Amount of Fee The Website Hosting and Notice Fee shall be based on the number of Funds invested in by Contract Owners.

  • Minimum Cash Balance Licensee shall fund the Facility Checking Account --------------------- with an initial amount equal to $25,000.00 and thereafter Licensee shall provide the working capital required by Section I(H) of this Agreement

  • Amount of Compensation City shall pay Contractor for performance of all Services rendered in accordance with this Contract in an amount not to exceed $3,000,000.

  • Amount of Benefit The annual benefit under this Section 3.1 is the Normal Retirement Benefit amount described in Section 2.1.1.

  • Limitation on Aggregate Principal Amount The aggregate principal amount of the Notes shall not be limited. The Company shall not execute and the Trustee shall not authenticate or deliver Notes except as permitted by the terms of the Indenture.

  • Determination of Amount Outstanding On each Quarterly Date and, in addition, promptly upon the receipt by the Administrative Agent of a Currency Valuation Notice (as defined below), the Administrative Agent shall determine the aggregate Revolving Multicurrency Credit Exposure. For the purpose of this determination, the outstanding principal amount of any Loan that is denominated in any Foreign Currency shall be deemed to be the Dollar Equivalent of the amount in the Foreign Currency of such Loan, determined as of such Quarterly Date or, in the case of a Currency Valuation Notice received by the Administrative Agent prior to 11:00 a.m., New York City time, on a Business Day, on such Business Day or, in the case of a Currency Valuation Notice otherwise received, on the first Business Day after such Currency Valuation Notice is received. Upon making such determination, the Administrative Agent shall promptly notify the Multicurrency Lenders and the Borrower thereof.

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