AMENDMENT TO EARN-OUT AGREEMENTEarn-Out Agreement • April 16th, 2007 • Steven Madden, Ltd. • Footwear, (no rubber)
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
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,
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”).
EXECUTION VERSION Dated November 11, 2018 EASTMAN KODAK COMPANY and MIR BIDCO SA EARN-OUT AGREEMENT Linklaters LLP 1345 Avenue of the Americas New York, NY 10105 Telephone (+1) 212 903 9000 Facsimile (+1) 212 903 9100 Ref: L-266322Earn-Out Agreement • May 5th, 2020
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
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 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”);
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 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”).
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 • November 8th, 2016
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.
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”).
RECITALSEarn-Out Agreement • March 31st, 1998 • Gulf State Credit LLP • Services-management services • New York
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.”
EARN OUT AGREEMENTEarn Out Agreement • October 4th, 2007 • InfoLogix Inc • Services-business services, nec • Delaware
This EARN OUT AGREEMENT (this “Agreement”) is made and entered into as of September 30, 2007, by and between Healthcare Informatics Associates, Inc., a Delaware corporation (“Seller”), and InfoLogix Systems Corporation, a Delaware corporation (the “Company”).
EARN-OUT AGREEMENT by and among STEVEN MADDEN, LTD. and The Members of COMPO ENHANCEMENTS, LLC Dated as of May 16, 2007Earn-Out Agreement • May 18th, 2007 • Steven Madden, Ltd. • Footwear, (no rubber) • New York
This EARN-OUT AGREEMENT (this “Agreement”), dated as of May 16, 2007 and effective as of the Closing Date (as defined below), if one occurs, is by and among Steven Madden, Ltd., a Delaware corporation (“Madden”) and the individuals and/or entities set forth on the signature pages hereto (each a “Seller” and collectively, “Sellers”).
THIS EARN-OUT AGREEMENT is made the 8th day of July 2015 BETWEENEarn-Out Agreement • July 27th, 2015 • Benitec Biopharma LTD/ADR • Pharmaceutical preparations
Biomics Biotech Co., Ltd. (Chinese Registration Number 320600400015467) of 76 Changxing Rd, Economic & Technology Development Area, Nantong 226016 P.R. China (“Biomics”)
EARN-OUT AGREEMENTEarn-Out Agreement • October 17th, 2013 • First Foundation Inc.
This EARN-OUT AGREEMENT (this “Agreement”) is made and entered into as of this 15th day of August 2012 by and among First Foundation, Inc., a California corporation (“FFI”), First Foundation Bank, a federal savings bank and wholly owned subsidiary of FFI (“FFB”), and Desert Commercial Bank, a California state chartered banking corporation (“DCB”), and Osborne Rincon, Certified Public Accountants,, who is the designated and approved representative of the DCB Securityholders (the “DCB Securityholder Representative” or the “Securityholder Representative”). For ease of reference, when used in this Agreement, the terms “Parties” and “parties” shall mean, collectively, FFI, FFB, DCB and the DCB Securityholder Representative and the terms “Party” and “party” shall refer to any of them individually.
FIRST AMENDMENT TO EARN-OUT AGREEMENTEarn-Out Agreement • July 14th, 2011 • Groupon, Inc. • Services-advertising agencies
This FIRST AMENDMENT TO EARN-OUT AGREEMENT (this “Amendment”) is effective as of September 14, 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 (the “Earn-Out Agreement”), by and among Groupon, Purchaser, Sellers, Holding KG No 1, Holding KG No 2, Holding KG No 3, and the Company.
EARN-OUT AGREEMENTEarn-Out Agreement • May 15th, 2009 • Bank of Commerce Holdings • State commercial banks • California
This EARN-OUT AGREEMENT (“Agreement”) is entered into as of May 15, 2009, by and among Simonich Corporation, a California corporation (the “Company”), Scott Simonich, the sole shareholder of the Company (“Simonich”), and Bank of Commerce Holdings (together with any acquisition subsidiary that may be formed for the purposes of effecting the transactions contemplated by this Agreement, “BOCH”).
