Procedures Applicable to Determination of the Earn-out Payments Sample Clauses

Procedures Applicable to Determination of the Earn-out Payments. (a) On or before the date which is thirty (30) days after the conclusion of the Measurement Period (the "Earn-out Calculation Delivery Date"), the Buyer shall prepare and deliver to the Seller a written statement (the "Earn-out Calculation Statement") setting forth in reasonable detail its calculation of the resulting Earn-out Payment (the "Earn-out Calculation").
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Procedures Applicable to Determination of the Earn-out Payments. (i) On or before the date which is 60 days after the last day of each Calculation Period (each such date, an “Earn-out Calculation Delivery Date”), Buyer shall prepare and deliver to Remaining Sellers a written statement (in each case, an “Earn-out Calculation Statement”) setting forth in reasonable detail its determination of EBITDA for the applicable Calculation Period and its calculation of the resulting Earn-out Payment (in each case, an “Earn-out Calculation”).
Procedures Applicable to Determination of the Earn-out Payments. (i) On or before the date which is 90 days after the last day of each Calculation Period (each such date, an “Earn-out Calculation Delivery Date”), Buyer shall prepare and deliver to the Shareholders’ Representative a written statement (in each case, an “Earn-out Calculation Statement”) setting forth in reasonable detail its determination of Gross Profits and Pre-Tax Income for the applicable Calculation Period and its calculation of the resulting Earn-out Payment (in each case, an “Earn-out Calculation”).
Procedures Applicable to Determination of the Earn-out Payments. (i) On or before March 8, 2020 (such date, the “Earnout Calculation Delivery Date”), Parent shall prepare and deliver to the Holder Representative a written statement (the “Earnout Calculation Statement”) setting forth in reasonable detail Parent’s calculation of the Earn-Out Payment pursuant to ‎Section 2.15(a) (the “Earnout Calculation”).
Procedures Applicable to Determination of the Earn-out Payments. (i) On or before the last day of Calculation Period (the “Earn-out Calculation Delivery Date”), the Buyer shall prepare and deliver to the PMG Companies a written statement (in each case, an “Earn-out Calculation Statement”), setting forth in reasonable detail its determination and calculation of the Earn-out Threshold of the Combined Operations and the Earn-out Payment, if any.
Procedures Applicable to Determination of the Earn-out Payments. (i) On or before the date which is sixty (60) days after the last day of each Earn Out Period, the Buyer shall deliver to the Sellers’ Representative (each such date of delivery, an “Earn Out Calculation Delivery Date”) its good faith determination of Adjusted EBITDA for the applicable Earn Out Period and its calculation of the relevant Earn Out Payment (in each instance, an “Earn Out Calculation”). The Buyer shall provide Sellers’ Representative and the Sellers’ Representative’s accountants reasonable access to the books and records of the Buyer upon reasonable notice to verify the applicable Earn Out Calculation.
Procedures Applicable to Determination of the Earn-out Payments. (i) On or before May 31 of each calendar year following the conclusion of each Calculation Period (each such date, an “Earn-Out Calculation Delivery Date”), Buyer shall prepare and deliver to Seller a written statement (in each case, an “Earn-Out Calculation Statement”) setting forth its good faith determination of Qualified Revenue for the applicable Calculation Period. The Earn-Out Calculation Statement will be prepared in accordance with the accrual accounting practices and procedures as consistently applied by Seller in the preparation of the Financial Statements provided by Seller pursuant to this Agreement.
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Procedures Applicable to Determination of the Earn-out Payments. (i) On or before the date that is ten (10) Business Days after Parent has filed its Annual Report on Form 10-K for each Calculation Period, Parent shall prepare and deliver to the Member Representative a written statement (in each case, an “Earn-Out Calculation Statement”) setting forth in reasonable detail its determination of Earn-Out EBITDA for the applicable Calculation Period and its calculation of the resulting Per Unit Earn-Out Payment (in each case, an “Earn-Out Calculation”).
Procedures Applicable to Determination of the Earn-out Payments. (i) On or before the date which is ninety-five (95) days after the last day of each Calculation Period or five (5) days after the completion of the audit for a Calculation Period ended at the end of the fiscal year, whichever is first (each such date, an “Earn-out Calculation Delivery Date”), Buyer shall prepare and deliver to Sellers a written statement (in each case, an “Earn-out Calculation Statement”) setting forth in reasonable detail its determination of Adjusted EBITDA for the applicable Calculation Period and its calculation of the resulting Earn-out Payment (in each case, an “Earn-out Calculation”).
Procedures Applicable to Determination of the Earn-out Payments. (a) With respect to the period commencing on the day immediately following the Closing Date and ending on the completion of the Earnout Year (the “Measurement Period”), Buyer shall prepare and deliver to Seller certain statements setting forth the calculations of the Total Store Count and Total Revenue (as applicable) during the Measurement Period (each an “Earnout Statement”). Within thirty (30) days after the conclusion of each fiscal quarter during the Measurement Period, Buyer shall prepare and deliver to Seller an Earnout Statement. Each Earnout Statement shall set forth a calculation of the Total Store Count and Total Revenue (as applicable) for each completed fiscal quarter during the Measurement Period along with the cumulative Total Store Count and Total Revenue (as applicable) achieved as of the end of such completed fiscal quarter.
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