AMENDMENT TO EARN-OUT AGREEMENTEarn-Out Agreement • April 16th, 2007 • Steven Madden, Ltd. • Footwear, (no rubber)
ContractEarn Out Agreement • May 5th, 2020 • England
Exhibit 2.2 EARN OUT AGREEMENT This Earn Out Agreement (this “Agreement”) is being executed and delivered as of September 11, 2005 by and among eBay Inc., a Delaware corporation (the “Purchaser”), Skype Technologies S.A., a limited company registered under the laws of the Grand Duchy of Luxembourg (the “Company”), and the parties identified on Schedule I. Certain capitalized terms used in this Agreement are defined in Section 1. Recitals A. Concurrently with the execution and delivery of this Agreement, the Purchaser, the Company, and the shareholders and warrantholders of the Company (collectively, the “Sellers”) are entering into a Sale and Purchase Agreement (the “Purchase Agreement”), pursuant to which, subject to the terms and conditions thereof, the Sellers are agreeing to sell to the Purchaser and/or an Affiliate of the Purchaser nominated by the Purchaser, and the Purchaser and/or an Affiliate of the Purchaser nominated by the Purchaser is agreeing to acquire from the Sellers,
EXHIBIT 10.7 EARN OUT AGREEMENT This EARN OUT AGREEMENT, made and entered into this 25/th/ day of April, 1994, by and between Whitby, Inc. ("Whitby"), a Virginia Corporation with offices located at 1211 Sherwood Avenue, Richmond, Virginia 23261 and...Earn Out Agreement • October 2nd, 2003 • Aderis Pharmaceuticals Inc • Pharmaceutical preparations • Virginia
EX-10.14 4 a2204399zex-10_14.htm EX-10.14 EARN-OUT AGREEMENTEarn-Out Agreement • May 5th, 2020 • Delaware
This EARN-OUT AGREEMENT (this “Agreement”) is made and entered into this 15 day of May, 2010 by and among Groupon, Inc., a Delaware corporation (“Groupon”), Groupon Germany GbR, a German law partnership (“Purchaser”), Bambino 44. VV UG (haftungsbeschränkt) & Co B-84 KG (in the future: CD-Inv Holding UG (haftungsbeschränkt) Beteiligungs KG) (“Holding KG No 1”), Bambino 45. VV UG (haftungsbeschränkt) & Co B-85 KG (in the future: CD-Rocket Holding UG (haftungsbeschränkt) Beteiligungs KG) (“Holding KG No 2”), and Bambino 43. VV UG (haftungsbeschränkt) & Co B-83 KG (in the future: CityDeal Management UG (haftungsbeschränkt) & Co. Beteiligungs KG) (“Holding KG No 3”), each a German limited partnership (collectively, the “Sellers”), and CityDeal Europe GmbH, a German limited liability company (the “Company”).
EARN-OUT AGREEMENTEarn-Out Agreement • March 21st, 2022 • ITHAX Acquisition Corp. • Transportation services
This EARN-OUT AGREEMENT (this “Agreement”), dated as of December 20, 2021, is made by and among ITHAX Acquisition Corp., an exempted company incorporated in the Cayman Islands with limited liability (and any successor entity, “Ithax”) and the Persons listed on Schedule A attached hereto (the “Members”). Ithax and the Members shall be referred to herein from time to time collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Business Combination Agreement (as defined below).
EX-99.3 4 dex993.htm EARN-OUT AGREEMENT EARN-OUT AGREEMENTEarn-Out Agreement • May 5th, 2020
This Earn-Out Agreement (this “Agreement”) is entered into as of July 26, 2010 by and among Addus Healthcare (South Carolina), Inc., a Delaware corporation (the “Purchaser”), Addus HomeCare Corporation, a Delaware corporation, as Guarantor of this Agreement, Advantage Health Systems, Inc., a South Carolina corporation (the “Earn-Out Recipient”), Paul Mitchell as Seller Representative (the “Seller Representative”) and the Sellers (each, a “Seller”, and collectively, the “Sellers”) set forth on Exhibit A to the Asset Purchase Agreement, dated as of the date hereof, by and among the Purchaser, the Earn-Out Recipient and the Sellers (the “Purchase Agreement”).
Dated November 11, 2018Earn-Out Agreement • November 13th, 2018 • Eastman Kodak Co • Photographic equipment & supplies
Now, Therefore, in consideration of the premises and mutual covenants contained herein and in the SAPA, the Parties agree as follows:
Exhibit 2.2 EARN-OUT AGREEMENT ------------------ EARN-OUT AGREEMENT (this "Agreement") dated as of May 31, 1999, by and among Impact Media, L.L.C., a Utah limited liability company ("Seller"), IMI, Inc., a Utah corporation ("Buyer"), and Jay Poelman,...Earn-Out Agreement • July 9th, 1999 • Galaxy Enterprises Inc /Nv/ • Services-computer programming, data processing, etc.
EARN OUT AGREEMENT dated for reference as of this 3rd day of January, 2012 BETWEEN: KGIC BUSINESS COLLEGE (2010) CORP. (“Sprott-KGIC”) - and- KGIC LANGUAGE COLLEGE (2010) CORP. (“Sprott-KGIBC”) (collectively, Sprott-KGIC and Sprott-KGIBC are the...Earn Out Agreement • March 1st, 2012 • CIBT Education Group Inc. • Services-educational services
AGREEMENT ---------Earn-Out Agreement • May 15th, 2000 • Thermoview Industries Inc • Retail-lumber & other building materials dealers • Kentucky
CHINA FUNDAMENTAL ACQUISITON CORPORATION earn-out agreementEarn-Out Agreement • March 10th, 2010 • China Fundamental Acquisition Corp • Blank checks • New York
This EARN-OUT AGREEMENT (the "Agreement"), is entered into as of February 18, 2010 by and between CHINA FUNDAMENTAL ACQUISITION CORPORATION, a public company in the United States (“Party A”, or the "Company") and REALINK GROUP LIMITED (“Party B”) , a British Virgin Islands company. Party A and Party B are sometimes referred to collectively as the "Parties" and individually the “Party”.
EARN OUT AGREEMENTEarn Out Agreement • July 2nd, 2008 • Care Investment Trust Inc. • Real estate investment trusts • Kansas
THIS EARN OUT AGREEMENT (“Earn Out Agreement”) is entered into effective as of June 26, 2008 (“Effective Date”) by and among Ames Bickford Cottage, L.L.C., a Kansas limited liability company, Bourbonnais Bickford House, L.L.C., a Kansas limited liability company, Burlington Bickford Cottage, L.L.C., a Kansas limited liability company, Crawfordsville Bickford Cottage, L.L.C., a Kansas limited liability company, Lincoln Bickford Cottage, L.L.C., a Kansas limited liability company, Marshalltown Bickford Cottage, L.L.C., a Kansas limited liability company, Moline Bickford Cottage, L.L.C., a Kansas limited liability company, Muscatine Bickford Cottage, L.L.C., a Kansas limited liability company, Quincy Bickford Cottage, L.L.C., a Kansas limited liability company, Rockford Bickford House, L.L.C., a Kansas limited liability company, Springfield Bickford House, L.L.C., a Kansas limited liability company, and Urbandale Bickford Cottage, L.L.C., a Kansas limited liability company, (each of the f
SECOND AMENDMENT TO EARN-OUT AGREEMENTEarn-Out Agreement • July 14th, 2011 • Groupon, Inc. • Services-advertising agencies
This SECOND AMENDMENT TO EARN-OUT AGREEMENT (this “Amendment”) is effective as of November , 2010, by and among Groupon, Inc., a Delaware corporation (“Groupon”), Groupon Germany GbR, a German law partnership (“Purchaser”), CD-Inv Holding UG (haftungsbeschränkt) Beteiligungs KG (“Holding KG No 1”), CD-Rocket Holding UG (haftungsbeschränkt) Beteiligungs KG (“Holding KG No 2”), and CityDeal Management UG (haftungsbeschränkt) & Co. Beteiligungs KG (“Holding KG No 3”), each a German limited partnership (collectively, the “Sellers”), and CityDeal Europe GmbH, a German limited liability company (the “Company”). All capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Earn-Out Agreement dated as of May 15, 2010, by and among Groupon, Purchaser, Sellers, Holding KG No 1, Holding KG No 2, Holding KG No 3, and the Company, as amended by that certain First Amendment to Earn-Out Agreement dated as of September 14, 2010 (the “First Amendment”), by and
Earn-out payment for project Ranasjö- and Salsjöhöjden has been agreedEarn-Out Agreement • June 5th, 2024
Arise AB (publ) (“Arise”) has entered into an agreement regarding the settlement of the earn- out payment for project Ranasjö- and Salsjöhöjden. According to the agreement, the earn-out payment amounts to EUR 6.6 million which Arise is expected to receive during June 2024.
EARN OUT AGREEMENTEarn Out Agreement • August 14th, 2006 • Franklin Electronic Publishers Inc • Office machines, nec
Franklin Electronic Publishers, Inc., a company established and existing under the laws of Pennsylvania (USA), with its principal place of business at One Franklin Plaza, Burlington, New Jersey 08016-4907 (USA) (“Franklin”);
Simple Earn Out AgreementEarn Out Agreement • March 23rd, 2022
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EARN-OUT AGREEMENTEarn-Out Agreement • January 8th, 2015 • Sonus Networks Inc • Services-computer integrated systems design
This Earn-Out Agreement is dated as of January 2, 2015 (this “Agreement”), by and among Sonus Networks, Inc., a Delaware corporation (the “Company”), the parties listed in Schedule A hereto and Karl F. May, as the Seller Representative (the “Seller Representative”).
EARN-OUT AGREEMENTEarn-Out Agreement • August 25th, 2017 • Chefs' Warehouse, Inc. • Wholesale-groceries, general line • New York
THIS EARN-OUT AGREEMENT (this “Agreement”) is dated as of August 25, 2017, by and among Fells Point, LLC, a Delaware limited liability company (“Buyer”), Fells Point Wholesale Meats, Inc., a Maryland corporation (“Seller”), and the Seller’s stockholders (the “Stockholders” and together with the Seller, the “Seller Parties”). Erik Oosterwijk is referred to as “Seller Representative” in his capacity as the representative of the Seller Parties pursuant to the asset purchase agreement, dated as of August 25, 2017, by and among Buyer and the Seller Parties (the “Purchase Agreement”). Capitalized terms not otherwise defined herein have the meanings given in the Purchase Agreement.
EARN-OUT AGREEMENTEarn-Out Agreement • June 4th, 2021 • Sorrento Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS EARN-OUT AGREEMENT, dated as of June 1, 2021 (this “Agreement”), is entered into by and among Sorrento Therapeutics, Inc., a Delaware corporation (“Parent”), and Fortis Advisors LLC, a Delaware limited liability company, as representative of the Holders (as defined in Section 1.1) (the “Shareholders’ Representative” and each of Parent and the Shareholders’ Representative a “Party” and together, the “Parties”).
Re: Earn Out AgreementEarn Out Agreement • November 25th, 2009 • InfoLogix Inc • Services-business services, nec • Delta
Reference is made to that certain Earn Out Agreement dated May 2, 2008 (the “Earn Out Agreement”) by and between Delta Health Systems, Inc. (“Delta”) and InfoLogix Systems Corporation (the “Company”). Capitalized terms used but not defined herein shall have the meaning given to them in the Earn Out Agreement. In consideration of the mutual promises made in this letter agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties, intending to be legally bound, agree as follows:
EARN-OUT AGREEMENTEarn-Out Agreement • June 3rd, 2021 • Graham Corp • General industrial machinery & equipment • Delaware
THIS EARN OUT AGREEMENT (this “Agreement”), is made and entered into as of June 1, , 2021, by and between Graham Acquisition I, LLC, a Delaware limited liability company (“Buyer”), and BNI Holdings, Inc., a Colorado corporation (“Seller”). Capitalized terms not otherwise defined in this Agreement shall have the meaning ascribed to them in that certain Stock Purchase Agreement by and among Buyer, Seller and the Seller’s Principals named therein dated as of the date hereof (the “Purchase Agreement”).
EARN OUT AGREEMENTEarn Out Agreement • May 8th, 2008 • InfoLogix Inc • Services-business services, nec • Pennsylvania
This EARN OUT AGREEMENT (this “Agreement”) is made and entered into as of May 2, 2008, by and between Delta Health Systems, Inc., a Florida corporation (“Seller”), and InfoLogix Systems Corporation, a Delaware corporation (the “Company”).
AMENDMENT NO. 1 TO EARN OUT AGREEMENTEarn Out Agreement • February 24th, 2006 • Ebay Inc • Services-business services, nec
THIS AMENDMENT NO. 1 TO EARN OUT AGREEMENT (the “Amendment”), dated as of December 29, 2005, amends that certain Earn Out Agreement (the “Agreement”), dated as of September 11, 2005, by and among eBay Inc., a Delaware corporation (the “Purchaser”), Skype Technologies S.A., a limited company registered under the laws of the Grand Duchy of Luxembourg (the “Company”) and the parties identified on Schedule I thereto (the “Sellers”). Capitalized terms used, but not otherwise defined, shall have the meanings ascribed to them in the Agreement.
SCHEDULE 3 EARN-OUT AGREEMENTEarn-Out Agreement • September 6th, 2013 • Softech Inc • Services-computer integrated systems design • Oregon
Mentor Graphics Corporation (“Purchaser”) and SofTech, Inc. (“Seller”) enter into this Earn-Out Agreement (“Agreement”) in connection with the Asset Purchase Agreement dated August 30, 2013 between Purchaser and Seller (“Purchase Agreement”).
EARN-OUT AGREEMENTEarn-Out Agreement • February 26th, 2009 • Mach One Corp • In vitro & in vivo diagnostic substances • Wisconsin
THIS EARN-OUT AGREEMENT (the “Agreement”) is entered into this __ day of February 2009, between Mach One Corporation, a Nevada corporation (the “Buyer”) and Thomsen Group, LLC, a Wisconsin limited liability company (the “Seller”).
FIRST AMENDMENT TO EARN OUT AGREEMENTEarn Out Agreement • November 19th, 2008 • InfoLogix Inc • Services-business services, nec • Delaware
FIRST AMENDMENT TO EARN OUT AGREEMENT (this “Amendment”) dated as of August 23, 2008, by and among InfoLogix Systems Corporation, a Delaware corporation (“InfoLogix Systems”) and Healthcare Informatics Associates, Inc., a Delaware corporation (“HIA”).
EX-10.3 4 dex103.htm EARN-OUT AGREEMENT EARNOUT AGREEMENTEarn-Out Agreement • May 5th, 2020 • California
This EARNOUT AGREEMENT (this “Agreement”) is entered into this 31st day of July, 2008 by and between Orthodyne Electronics Corporation (“Orthodyne”) and Kulicke and Soffa Industries, Inc. (the “Company,” and together with Orthodyne, the “Parties”). The Parties are entering into this Agreement in connection with Orthodyne’s sale of the Purchased Assets to the Company, pursuant to an Asset Purchase Agreement, dated as of July 31, 2008, by and among Orthodyne and the Company (the “Purchase Agreement”). Capitalized terms used herein without definition shall have the meanings ascribed to such terms in the Purchase Agreement.
EARN-OUT AGREEMENTEarn-Out Agreement • June 9th, 2005 • Technoconcepts, Inc. • Services-computer programming services
This Agreement is entered into by and between Asante Technologies, Inc., a Delaware corporation ("Asante"), TechnoConcepts, Inc., a Colorado corporation ("Techno") and Asante Acquisition Corp., a Nevada corporation ("AAC"), as of the date of the Agreement And Plan Of Acquisition between the same parties (which bears a date as of February 25, 2005) (hereinafter, the "Acquisition Agreement"), and upon the terms and conditions set forth herein. This Agreement is referred to in the Acquisition Agreement and hereinafter as the "Earn-out Agreement."
EARN-OUT AGREEMENTEarn-Out Agreement • March 8th, 2011 • Capsalus Corp • In vitro & in vivo diagnostic substances • Georgia
THIS EARN-OUT AGREEMENT (the “Agreement”) is entered into this 26th day of January 2011, between Capsalus Corporation, a Nevada corporation (“Capsalus”) and Mary S. Schreiber, PhD., (the “Seller”).
EARN-OUT AGREEMENTEarn-Out Agreement • November 8th, 2007 • Symmetry Medical Inc. • Orthopedic, prosthetic & surgical appliances & supplies
THIS EARN-OUT AGREEMENT (the “Agreement”), dated August 29, 2007 and effective upon Closing of the Purchase Agreement (“Effective Date”), is made and entered into by and among Symmetry Medical USA, Inc., a Delaware corporation (“Purchaser”), and Louis C. Wallace, individually (“Wallace”) and Charles O. Mann, Jr., individually (“Mann”) (collectively, “Seller”).
EARN-OUT AGREEMENTEarn-Out Agreement • July 6th, 2021 • Entravision Communications Corp • Television broadcasting stations
This EARN-OUT AGREEMENT (this “Agreement”), dated as of July 1, 2021, is made by and between Entravision Digital Holdings, LLC, a Delaware limited liability company, (“Buyer”), Jim Dorian Kramp (“Seller Representative”), in its capacity as the Seller Representative for all Sellers (as defined below) pursuant to the authority granted under Section 12.1 of the Purchase Agreement (as defined below), Pieter-Jan De Kroon, an individual (“P. De Kroon”), Jim Dorian Kramp, an individual (“J. Kramp”), Luc Theodoor Franciscus Maria De Kroon, an individual (“L. De Kroon” and together with P. De Kroon and J. Kramp, the “Sellers”) and Entravision Communications Corporation, a Delaware corporation (“Guarantor”). The parties to this Agreement are collectively referred to herein as “Parties” and each of them individually as a “Party”. Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to such term in the Purchase Agreement (as defined below).
EARN OUT AGREEMENTEarn Out Agreement • February 8th, 2011 • Graham Corp • General industrial machinery & equipment • New York
THIS EARN OUT AGREEMENT (the “Agreement”), is entered into this 14th day of December, 2010 by and between ENERGY STEEL ACQUISITION CORP., a Delaware corporation (“ESAC”), Graham Corporation, a Delaware corporation (“Graham” in its capacity of Guarantor under Section 2.3 and otherwise as expressly provided herein as a direct party to this Agreement), and LISA D. RICE, individually and as the Trustee of the Lisa D. Rice Revocable Trust dated June 5, 2003 (“Seller”). Capitalized terms not otherwise defined in this Agreement shall have the meaning ascribed to them in that certain Stock Purchase Agreement by and among Graham, ESAC, Energy Steel & Supply Co., a Michigan corporation (“Energy Steel”) and the Seller dated on even date herewith (the “Stock Purchase Agreement”).
EARN-OUT AGREEMENTEarn-Out Agreement • February 27th, 2009 • Cornerworld Corp • Transportation services • New York
This EARN-OUT AGREEMENT (this “Agreement”), dated as of February 23, 2009 and effective as of the Closing Date (as defined below), if one occurs, is by and between Woodland Holdings Corp., a Delaware corporation (“Buyer”) and Ned Timmer, an individual (“Seller”).
EARN-OUT AGREEMENTEarn-Out Agreement • April 9th, 2015 • Chefs' Warehouse, Inc. • Wholesale-groceries, general line • New York
THIS EARN-OUT AGREEMENT (the “Agreement”) dated the 6th day of April, 2015, is by and among The Chefs’ Warehouse, Inc., a Delaware corporation (“Parent”), Del Monte Capitol Meat Company, LLC, a Delaware limited liability company (the “Buyer”), T.J. Foodservice Co., Inc., a California corporation (“Service”), TJ Seafood, LLC, a California limited liability company (“Seafood”), and John DeBenedetti, as the Sellers’ Representative (in such capacity, the “Sellers’ Representative”). Service and Seafood are referred to collectively herein as the “Company Sellers” and each individually as a “Company Seller.” Parent, Buyer, the Company Sellers and the Sellers’ Representative are referred to collectively herein as the “Parties” and each individually as a “Party.”
November 16, 2020Earn Out Agreement • November 20th, 2020 • Eos Energy Enterprises, Inc. • Miscellaneous electrical machinery, equipment & supplies
Reference is hereby made to (i) that certain Agreement and Plan of Merger, dated as of September 7, 2020 (the “Merger Agreement”), by and among B. Riley Principal Merger Corp. II, a Delaware corporation (“Parent”), BMRG Merger Sub, LLC, a Delaware limited liability company, BMRG Merger Sub II, LLC, a Delaware limited liability company, Eos Energy Storage LLC, a Delaware limited liability company (the “Company”), and the other parties thereto, and (ii) that certain letter agreement, dated as of May 19, 2020 (the “Insider Letter”), by and among Parent, B. Riley FBR, Inc., and B. Riley Principal Sponsor Co. II, LLC, a Delaware limited liability company (“Sponsor”). Capitalized terms used herein but not otherwise defined shall have the respective meanings given to such terms in the Merger Agreement, except that “Transfer” and “Permitted Transferee” shall have the meaning given to such term in the Insider Letter.
