Second Earnout Payment. (A) If the 2022 WTI Price equals or exceeds any of the WTI Thresholds, Buyer and Buyer Parent shall together pay Seller, by wire transfer of immediately available funds to a bank account designated by Seller in writing to Buyer no later than five (5) days prior to the 2022 Earnout Payment Date, no later than thirty (30) days following the applicable Determination Date (the “2022 Earnout Payment Date”), the amount set forth in Schedule 3.1(b) under the column titled “WTI Annual Earnout Amount” for the highest WTI Threshold satisfied by the 2022 WTI Price.
Second Earnout Payment. Subject to the provisions of Section 3.3, and in addition to the Merger Consolidation and regardless of whether or not the First Earnout Payment has been, or is required to be, paid, if the Gross Profit during the Second Earnout Period (the “Second Earnout Period Gross Profit”) equals or exceeds $10,464,000, then the Stockholders shall be entitled to receive from DTS an amount (the “Second Earnout Payment”), payable as provided in Section 3.3 hereof, determined as follows:
Second Earnout Payment. If EBIT for the Target Business shall exceed One Million Six Hundred Thousand Dollars ($1,600,000) in any one fiscal year during the Earnout Period, the Buyer shall pay to the Sellers an additional Five Hundred Thousand Dollars ($500,000). The Buyer may pay this amount in any one of the following manners:
Second Earnout Payment. 12 Second Earnout Start Date..........................12
Second Earnout Payment. Subject to Section 12.2(e), if the payment of First Earnout Amount is made pursuant to Section 2.5(a)(i) above and if the Second Earnout Net Revenue exceeds $5,840,000 during the Second Earnout Period (such date of achievement, the “Second Earnout Date”), which shall occur no later than the fourth (4th) anniversary of the Closing Date, within ninety (90) days following the Second Earnout Date, Acquiror shall pay the members of the Management Pool the Second Earnout Amount pursuant to the terms and conditions set forth on Annex B hereto.
Second Earnout Payment. (i) As promptly as practical following the end of Parent’s fiscal year ending June 30, 2022 (but in no event later than 60 days thereafter), Parent shall deliver to the Stockholders’ Representative a statement (the “Second Earnout Statement”) showing the Revenue and EBITDA with respect to such fiscal year (the “Second Earnout Period”), calculated in a manner consistent with the definitions thereof. If the Stockholders’ Representative does not provide an Earnout Statement Dispute Notice within 45 calendar days of receiving the Second Earnout Statement, then the Parties hereby agree that the Second Earnout Statement shall be deemed conclusive and binding on the Parties hereto.
Second Earnout Payment. In the event during the second fiscal quarter ended following the Closing Date (the “Second 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 Second Earnout Payment within 30 days following the completion of the Second Earnout Period. The “Second Earnout Payment” shall be equal to 100,000 shares of the Earnout Shares.
Second Earnout Payment. ... Section 2.2(c) Tax Package ...................... Section 5.11
Second Earnout Payment. In the event that Enterprise Revenue for the 12- month period ended December 31, 2022 is equal to or greater than $7,955,000, Buyer shall 1 Note to Draft: Payment dates are subject to change based on anticipated closing date.
Second Earnout Payment. If the Revenue of the PURO during the period commencing January 1, 2023 and ending December 31, 2023 (the “Second Earnout Period”) equals $10,608,924, the Parent shall pay, or cause to be paid, to each PURO Member, an amount equal to $2,281,250 by wire transfer of immediately available funds in accordance with the wire transfer instructions provided by the PURO Members, within 90 days after the date on which the Earnout Statement for the Second Earnout Period shall be deemed final subject to and in accordance with this Schedule. Third Earnout Payment If the Revenue of the PURO during the period commencing January 1, 2024 and ending December 31, 2024 (the “Third Earnout Period”) equals $17,116,409, the Parent shall pay, or cause to be paid, to the PURO Members, in accordance with their Ownership Percentages, an amount equal to $3,906,250 by wire transfer of immediately available funds in accordance with the wire transfer instructions provided by the PURO Members, within 90 days after the date on which the Earnout Statement for the Third Earnout Period shall be deemed final subject to and in accordance with this Schedule. Fourth Earnout Payment If the Revenue of the PURO during the period commencing January 1, 2025 and ending December 31, 2025 (the “Fourth Earnout Period”) equals $26,794,945, the Parent shall pay, or cause to be paid, to the PURO Members, in accordance with their Ownership Percentages, an amount equal to $3,000,000 by wire transfer of immediately available funds in accordance with the wire transfer instructions provided by the PURO Members, within 90 days after the date on which the Earnout Statement for the Fourth Earnout Period shall be deemed final subject to and in accordance with this Schedule.
