Third Year Period Sample Clauses

Third Year Period. The subsequent payment corresponding to the Third Year Period (the “Third Earnout Payment”), shall be the Third Earnout Payment for the Third Year Period, provided that the Third Year Achieved Revenue and the Minimum Gross Margin is greater than or equal to the Third Year Target Revenue and the Minimum Gross Margin. If the Third Year Achieved Revenue is: (i) less than the Third Year Target Revenue, and (ii) less than the Minimum Gross Margin, then the Earnout Payment for the Third Year Period shall be equal to zero. Alternatively, however, if the Third Year Achieved Revenue is greater than or equal to the target revenue of any subsequent years target revenue, and there is a Minimum Gross Margin corresponding to that year, then in that event the Earnout Payment shall be the Earnout Payment corresponding to the year for which the target revenue was achieved. However, at no time shall the aggregate Earnout Payments exceed the Maximum Earnout Payment.
Sample 1
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Third Year Period. Following the end of the Third Year Period, the Purchaser shall issue to the Sellers, in accordance with this Section 2.5, a payment of Additional Consideration as follows: (A) If (1) the EBITDA of the New Business Segment for the First Year Period is greater than or equal to the Additional Consideration Target, (2) in the event of a Missed First Year Target, the EBITDA of the New Business Segment for the Second Year Period is greater than or equal to the Additional Consideration Target, or (3) in the event of both a Missed First Year Target and a Missed Second Year Target, the EBITDA of the New Business Segment for the Third Year Period is greater than or equal to the Additional Consideration Target, then the Purchaser shall issue to the Sellers that number of shares of Common Stock equal to the quotient obtained by dividing $3,111,112 by the Closing Share Price (the “Third Year Stock Issuance”, and each of the First Year Stock Issuance, the Second Year Stock Issuance and the Third Year Stock Issuance an “Earn-Out Stock Issuance”). (B) If, in the event of a Missed First Year Target and a Missed Second Year Target, the EBITDA of the New Business Segment for the Third Year Period is less than the Additional Consideration Target (a “Missed Third Year Target” and together with each of a Missed First Year Target and a Missed Second Year Target, a “Missed Target”), then the Purchaser shall issue to the Sellers that number of shares of Common Stock equal to (x) the Target Percentage for the Third Year Period multiplied by (y) the Third Year Stock Issuance (the “Adjusted Third Year Stock Issuance”, and each of the Adjusted First Year Stock Issuance, the Adjusted Second Year Stock Issuance and the Adjusted Third Year Stock Issuance, an “Adjusted Earn-Out Stock Issuance”); provided that, if the EBITDA of the New Business Segment for the Third Year Period is less than the EBITDA Floor, Purchaser shall have no obligation to pay any Adjusted Third Year Stock Issuance to Sellers at the end of the Third Year Period.
Sample 1
Third Year Period. Following the end of the Third Year Period, if the Third Year Earn-Out Net Income exceeds the greater of (a) the Additional Consideration Target, (b) the First Year Earn-Out Net Income and (c) the Second Year Earn-Out Net Income (the amount of such excess, the “Third Year Excess Amount”), then Parent shall pay to the Members an amount equal to the Third Year Excess Amount in accordance with Section 2.9(c)(v).
Sample 1
Third Year Period. If and only if the total purchase price of all products and services purchased by the Motorola Group during the year commencing on the Second Anniversary and ending on the Third Anniversary (the "Third Year Period") is at least $160,000,000 from the ASE Group and US$75,000,000 from Buyer, Buyer shall deliver to Seller within 30 days following the Third Anniversary an amount calculated as follows: (1) If the total purchase price of all products and services purchased from the ASE Group during the Third Year Period (the "Third Year ASE Group Total") is more than $200,000,000 then the amount shall be $7,333,333; (2) If the Third Year ASE Group Total is more than $185,000,000 but less than or equal to $200,000,000 then the amount shall be calculated as follows: (Third Year ASE Group Total/ $600,000,000) x $23,333,333); (3) If the Third Year ASE Group Total is more than $170,000,000 but less than or equal to $185,000,000 then the amount shall be calculated as follows: ((Third Year ASE Group Total/ $600,000,000) x $23,333,333) x 87.5%; or (4) If the Third Year ASE Group Total is more than $160,000,000 but less than or equal to $170,000,000 then the amount shall be calculated as follows: ((Third Year ASE Group Total/ $600,000) x $23,333,333) x 80%.
Sample 1

Related to Third Year Period

  • Election Period The period which begins on the first day of the Plan Year in which the Participant attains age thirty-five (35) and ends on the date of the Participant’s death. If a Participant separates from Service prior to the first day of the Plan Year in which age thirty-five (35) is attained, the Election Period shall begin on the date of separation, with respect to the account balance as of the date of separation.

  • Meal Period Employees shall receive a meal period which shall commence no less than two (2) hours nor more than five (5) hours from the beginning of the employee's regular shift or when the employee is called in to work on their regular day off. The meal period shall be no less than one-half (½) hour nor more than one (1) hour in duration and shall be without compensation. Should an employee be required to work in excess of five (5) continuous hours from the commencement of their regular shift without being provided a meal period, the employee shall be compensated two (2) times the employee's straight-time hourly rate of pay for the time worked during their normal meal period and be afforded a meal period at the first available opportunity during working hours without compensation.

  • PRORATION PERIOD The Tenant: (check one)

  • Fiscal Year; Taxable Year The fiscal year and the taxable year of the Company is the calendar year.

  • week period If an employee fails to return at the end of the family care or medical leave, the CSU may require repayment of insurance premiums paid during the unpaid portion of the leave. The CSU shall not require repayment of premiums if the employee's failure to return is due to his/her serious health condition or due to circumstances beyond the employee's control.

  • Payment Period Whenever a payment under this Agreement specifies a payment period with reference to a number of days, the actual date of payment within the specified period shall be within the sole discretion of Company.

  • Evaluation Period Until 5:00 p.m. Eastern time on August 16, 2002 (the "Evaluation Period"), Purchaser and its authorized agents and representatives (for purposes of this Article V, the "Licensee Parties") shall have the right, subject to the right of any Tenants, to enter upon the Real Property at all reasonable times during normal business hours to perform an inspection of the Real Property, the Improvements and the Personal Property. Purchaser will provide to Seller notice (for purposes of this Section 5.1(a), an "Entry Notice") of the intention of Purchaser or the other Licensee Parties to enter the Real Property at least 24 hours prior to such intended entry and specify the intended purpose therefor and the inspections and examinations contemplated to be made and with whom any Licensee Party will communicate. At Seller's option, Seller may be present for any such entry and inspection. Purchaser shall not communicate with or contact any of the Tenants or any of the Authorities without the prior written consent of Seller, which consent shall not be unreasonably withheld or delayed. If Purchaser shall elect to communicate with any of the Authorities and Seller consents thereto, Purchaser shall give Seller prior notice thereof, and Seller and Seller's representatives shall have the right, but not the obligation, to attend, and participate in, all such meetings. Notwithstanding anything to the contrary contained herein, no so-called Phase II environmental physical testing or sampling shall be conducted during any such entry by Purchaser or any Licensee Party upon the Real Property without Seller's specific prior written consent, which consent shall not be unreasonably withheld or unduly delayed. TIME IS OF THE ESSENCE with respect to the provisions of this Section 5.1.

  • Measurement Period In this Agreement, unless the contrary intention appears, a reference to:

  • Vacation Period ‌ The choice of vacation periods shall be granted to employees on the basis of seniority with the Employer except where the period requested would be detrimental to the operation of the Employer.

  • Computation Period Interest on the Loans and all other amounts payable by Borrower hereunder on a per annum basis shall be computed on the basis of a 360-day year and the actual number of days elapsed (including the first day but excluding the last day) unless such calculation would result in a usurious rate or to the extent such Loan bears interest based upon the Base Rate, in which case interest shall be calculated on the basis of a 365-day year or 366-day year, as the case may be. In computing the number of days during which interest accrues, the day on which funds are initially advanced shall be included regardless of the time of day such advance is made, and the day on which funds are repaid shall be included unless repayment is credited prior to the close of business on the Business Day received. Each determination by Administrative Agent of an interest rate or fee hereunder shall be conclusive and binding for all purposes, absent manifest error.

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