Second Anniversary Payment Sample Clauses

Second Anniversary Payment. On the second anniversary of the Closing Date, Purchaser will pay each Founder for each Company Share sold by each Founder pursuant to this Section 1.3(a) and listed under the heading “Company Shares Exchanged for Cash” in Schedule II hereto, an amount equal to up to (i) the sum of (a) $*** multiplied by the number of the Company’s Employees and Founders employed on the date hereof that are still employed and the number of the Company’s Employees and Founders employed on the date hereof that are not employed, if the employment has been terminated by the Company or Purchaser other than on grounds that would qualify as grounds for termination for personal reasons (Sw: “personliga skäl”) or dismissal (Sw: “avsked”) under the Swedish Act on Employment Protection (Sw: “Lagen om anställningsskydd”), which grounds, for the avoidance of doubt, shall not include redundancy (Sw: “arbetsbrist”), on such first anniversary of the Closing Date and (b) an amount equal to ***% of the *** revenue recognized by the Company during the second 12-month period ending on the second anniversary of the Closing Date, provided that such revenue is derived from *** of at least *** of the Company’s *** that are working on projects for “*** customers” and not on *** projects, and in the event that less than *** of the Company’s *** are available for *** customers, the *** revenue will be deemed to include *** revenue received by the Company from *** customers plus *** revenue received from *** calculated at the rate of $*** per man day per *** for the number of *** working on *** projects that exceeds ***, divided by (ii) the aggregate number of Company Shares held by the Founders listed under the heading “Company Shares Exchanged for Cash” in Schedule II hereto.
Sample 1
AutoNDA by SimpleDocs
Second Anniversary Payment. Provided the Company Revenue is achieved during the Second Earn Out Period, KIT shall cause to be issued and delivered promptly to the Company (or its designated successor), or as directed in writing by the Company (or its designated successor), in accordance with Section 2.11, subject to clauses (d) through (f) of this Section 2.6, a dollar value (payable in KIT Common Shares) equivalent to (X) 0.5 (the “Second Period Multiplier”) multiplied by (Y) the Company Revenue, which dollar value for the Second Earn Out Period will not exceed US$30,000,000 (the “Second Anniversary Earn Out”). The number of KIT Common Shares payable in respect of the Second Anniversary Earn Out shall be determined by dividing (x) the Second Anniversary Earn Out by (y) the Weighted Average Price for the 20 trading days immediately preceding the Second Anniversary Date. If the Company Revenue is not achieved during the Second Earn Out Period, the Second Period Multiplier shall be reduced to 0.15 and references to the “Company Revenue” in this clause (b)(ii) shall instead be deemed to be references to “Earn Out Revenue.”
Sample 1
Second Anniversary Payment. No later than the ninety- -------------------------- fifth (95th) day following the second anniversary of the Closing Date, Suburban and Purchaser, jointly and severally, shall deliver the Second Anniversary Payment, if due. The "SECOND ANNIVERSARY PAYMENT" shall be One Million Dollars ($1,000,000). Subject to Section 2.1.1(g), Suburban and Purchaser shall only deliver, and the Company shall only be entitled to receive, the Second Anniversary Payment if and only if either: (A) the number of Open Franchises equals or exceeds one hundred thirty (130) on the ninetieth (90th) day following the second anniversary of the Closing Date, and (B) the Gross Revenue of the Acquired Business (including all Open Franchises) for the twelve-month period ending ninety (90) days following the second anniversary of the Closing Date equals or exceeds Two Million Six Hundred Fifty Thousand Dollars ($2,650,000); or (ii) (A) the number of Open Franchises equals or exceeds one hundred seventeen (117) on the ninetieth (90th) day following the second anniversary of the Closing Date, and
Sample 1
Second Anniversary Payment. On the first business day after the second anniversary of the Closing Date, PNA shall pay or cause to be paid to Sellers an aggregate amount equal to One Million One Hundred Thousand Dollars ($1,100,000), such amount to be paid at the direction of Diamond by wire transfer of immediately available funds to the account set forth on Schedule 2.2 attached hereto (subject to Diamond’s right to designate one or more different accounts by written notice to PNA prior to the second anniversary of the Closing Date); provided, however, that no such payments shall be made if a Disqualifying Event has occurred on or prior to the second anniversary of the Closing Date.
Sample 1
Second Anniversary Payment. If [**] is greater than [**], then the “Second Anniversary Payment” shall be an amount equal to (i) the lesser of (A) $30,200,000 or (B) $30,200,000 multiplied by [**] less (ii) the amount of the First Anniversary Payment, of which amount (A) ten percent (10%) in shares of CBIZ Stock valued at a price per share equal to the CBIZ Stock Price shall be issued to Sellers (the “SAP Stock Portion”), and (B) the remaining amount less (I) the amount of the MHM Second Anniversary Payment (as defined in the MHM Purchase Agreement), (II) the amount of the October 2010 Stay Bonus Pool (as defined in Section 5.3(f) hereof) and (III) the amount of the Second Year Stay Bonus Pool (as defined in Section 5.3(f) hereof), shall be paid to the Sellers in cash (the “SAP Cash Portion”). If [**] is equal to or less than [**] then no Second Anniversary Payment shall be owed to the Sellers. The Second Anniversary Payment shall be paid as follows: (x) an amount equal to fifty percent (50%) of Buyer’s good faith estimate of the SAP Cash Portion shall be paid in cash via wire transfer of immediately available funds within thirty (30) days after the second anniversary of the Earnout Commencement Date to the Designated Seller Account; (y) an amount equal to the SAP Cash Portion less the amount paid to Sellers pursuant to clause (x) above shall be paid in cash via wire transfer of immediately available funds within ninety (90) days after the second anniversary of the Earnout Commencement Date to the Designated Seller Account; and (z) the SAP Stock Portion shall be issued to Sellers within ninety (90) days after the second anniversary of the Earnout Commencement Date.
Sample 1

Related to Second Anniversary Payment

  • Anniversary Fee A fully earned, non-refundable fee of $37,500, on the first anniversary of the Effective Date; and

  • Date Increment Due Increments shall accrue and become due and payable on the next day following completion of required service as an employee in the class, unless otherwise provided herein.

  • Over-Allowance Amount On the Cost Proposal Delivery Date and, in any event, prior to the commencement of the construction of the Tenant Improvements, Tenant shall deliver to Landlord cash in an amount (the “Over-Allowance Amount”) equal to the difference between (i) the amount of the Cost Proposal and (ii) the amount of the Tenant Improvement Allowance (less any portion thereof already disbursed by Landlord, or in the process of being disbursed by Landlord, on or before the Cost Proposal Delivery Date). The Over-Allowance Amount shall be disbursed by Landlord prior to the disbursement of any then remaining portion of the Tenant Improvement Allowance, and such disbursement shall be pursuant to the same procedure as the Tenant Improvement Allowance. If, after the Cost Proposal Date, any revisions, changes, or substitutions shall be made to the Construction Drawings or the Tenant Improvements as a result of requests made by Tenant or as otherwise specified in Section 5.01(h) below, any additional costs which arise in connection with such revisions, changes or substitutions shall be paid by Tenant to Landlord immediately upon Landlord’s request as an addition to the Over-Allowance Amount and, in any event, prior to the commencement of the construction of the revisions, changes or substitutions. Promptly following completion of construction of the Tenant Improvements and payment of all costs incurred in connection therewith, Landlord shall prepare and deliver to Tenant a reasonably detailed reconciliation of (i) the total cost of the Tenant Improvements, including all Tenant Improvement Allowance Items, and (ii) the total amount of the Tenant Improvement Allowance and the Over-Allowance Amount payments previously made by Tenant pursuant to the foregoing provisions of this Section. To the extent that such reconciliation discloses that the total costs of the Tenant Improvements exceeds the amount of the Tenant Improvement Allowance plus all Over-Allowance Amount previously paid by Tenant, Tenant shall pay the amount of such shortfall to Landlord within thirty (30) days after receipt of such reconciliation. To the extent that such reconciliation discloses that the total costs of the Tenant Improvements is less than the amount of the Tenant Improvement Allowance plus all Over-Allowance Amounts previously paid by Tenant, Landlord shall pay the amount of such overage to Tenant at the time that Landlord delivers such reconciliation to Tenant.

  • Quarterly Payments The quarterly payment cannot be increased in cases of target over-achievement. The payments are given on cumulative outputs, in arrears, and therefore the maximum payment available will be given by the end of the Contract if the agreed (target) number of outputs is reached or exceeded.

  • Initial Payment Interconnection Customer shall elect (and provide its election to the Transmission Provider within five days of the commencement of negotiation of the GIA pursuant to Section 11.2 of the GIP) to make either 1) an initial payment equal to twenty

  • CONTRACT ANNIVERSARY The same date in each subsequent year as your Contract Date.

  • Anniversary Date A regular employee’s initial date of current employment with the Employer as a regular employee shall be her anniversary date for the purpose of determining benefits and for the purpose of determining increment anniversary date. (Reference Article 6.05 - Superior Benefits and Article 12.03 - Increments).

  • Maximum Payment The maximum period or aggregate of periods of accident make-up pay to be made by an Employer will be a total of 39 weeks for any one injury.

  • Optional Principal Payments 8 Method of Selecting Types and Interest Periods for New Advances..........................................12 2.9 Conversion and Continuation of Outstanding Advances......................................................12 2.10 Changes in Interest Rate, etc...........................................................................12 2.11

  • Thirty Day Payments Upon receipt of a billing statement that complies with all invoice requirements set forth in this Article, the State shall make a good faith effort to pay the amount which is due and payable within thirty

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!