Accelerated Earnout Payment definition

Accelerated Earnout Payment means, with respect to any Earnout Project, the amount set forth on Annex C with respect to such Earnout Project.
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Accelerated Earnout Payment as defined in Section 2.6(a).
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Accelerated Earnout Payment has the meaning set forth in Section 2.9(f)
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Examples of Accelerated Earnout Payment in a sentence

  • SUNE’s chapter 11 filing on April 21, 2016 triggered an Acceleration Event under the PSA,4 and the Accelerated Earnout Payment became due from the “Buyers” pursuant to § 2.04(g).

  • All Documents and Communications regarding any parties’ rights and obligations under Section 2.04 and/or Section 2.09 of the 2014 PSA, including, but not limited to, all documents that refer or relate to any Accelerated Earnout Payment or Earnout Project Payment or their definitions under Section 1.01 of the 2014 PSA.

  • In addition, it amended its original complaint in the State Court Action to assert that TERP breached §§ 2.04(g) and 6.21 of the PSA by failing to pay the $231 million that became due upon SUNE’s chapter 11 filing.5 (State Court Amended Complaint at ¶¶ 45-57.) TERP moved to dismiss the State Court Action pursuant to NYCPLR 3211(a)(7) and (a)(10), or alternatively, to stay the action, arguing that SUNE, a non-party, was a necessary party as a joint obligor for the Accelerated Earnout Payment.

  • Moreover, all of the Acceleration Events that would trigger an Accelerated Earnout Payment were related to SunEdison and were entirely within SunEdison’s control.

  • The Accelerated Earnout Payment shall be fixed and determined on the date that the Acceleration Event occurs (the “Acceleration Date”).

  • Only savings should be included in these sections that are related to FWA activities established in your FWA Detection Plan.

  • But for Orrick and Cleary’s malpractice, including in permitting TerraForm to sign the erroneous agreement, TerraForm would never have been sued, would never have had to expend substantial legal fees to defend itself, would never have been found liable for an Accelerated Earnout Payment, would never had to pay the Sellers to resolve their claims, and would never have suffered over $300 million in damages.

  • Thirdly, some of the internet, communications and technology companies that are subject to data disclosure requests are powerful players that can lobby and partly set or influence the agenda on disclosure requests and might follow a set of company values when doing so (Moore & Tambini, 2018; Webb, 2019).

  • For example, if SunEdison relocated the office of First Wind’s CEO, who now worked for SunEdison, more than 35 miles from its original location, that would constitute “good reason” for his departure from the company, and trigger an Acceleration Event forcing an Accelerated Earnout Payment of up to $510 million.

  • If there is a change to the submission requirements that will be communicated in the form of an addendum.


More Definitions of Accelerated Earnout Payment

Accelerated Earnout Payment has the meaning set forth in Section 5.a of this Exhibit C.
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Accelerated Earnout Payment as defined in Section 2.6 (a). “Acquired Companies” the Company and all Subsidiaries of the Company, collectively.
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Related to Accelerated Earnout Payment

  • Earnout Payment has the meaning set forth in Section 2.3(b).

  • Earnout Payments has the meaning set forth in Section 2.2(a).

  • Earn-Out Payment has the meaning set forth in Section 2.5(a).

  • AHYDO Catch-Up Payment means any payment, including payments made on subordinated debt obligations, in each case to the extent such payment is necessary to avoid the application of Section 163(e)(5) of the Code.

  • Earn-Out Payments has the meaning set forth in Section 2.3(a).

  • Delta Payment means as it is described in this Agreement.

  • Earnout Amount has the meaning set forth in Section 2.5.1b).

  • Net Earned Premium as used herein is defined as gross earned premium of the Company for the classes of business reinsured hereunder, less the earned portion of premiums ceded by the Company for reinsurance which inures to the benefit of this Contract and less dividends paid or accrued.

  • CVR Payment Amount has the meaning set forth in Section 2.4(a).

  • Payment Amount as defined in Section 3.5.

  • Monthly Debt Service Payment Amount means, for each Monthly Payment Date, an amount equal to the amount of interest which is then due on all the Components of the Loan in the aggregate for the Interest Period during which such Monthly Payment Date occurs.

  • Deferred Payment means any severance pay or benefits to be paid or provided to Executive (or Executive’s estate or beneficiaries) pursuant to this Agreement and any other severance payments or separation benefits, that in each case, when considered together, are considered deferred compensation under Section 409A.

  • Required Payment Amount shall have, for any Distribution Date, the meaning specified for such Distribution Date in Section 4.6(a) of the Sale and Servicing Agreement.

  • Lump Sum Payment means, collectively, the lump-sum payments that may be payable to Executive pursuant to the first sentence of Subsection 6(b)(iii) and pursuant to Subsection 6(c)(ii)(B).

  • PAGA Payment means the penalties pursuant to PAGA that the Parties have agreed is a

  • Principal Payment Amount For any Distribution Date, an amount equal to the related Principal Remittance Amount for such date minus the related Overcollateralization Release Amount, if any, for such date.

  • Deferred Sales Charge Payment Dates means the dates specified for deferred sales fee installments under "Investment Summary--Fees and Expenses" in the Prospectus for the Trust.

  • Make-Whole Payment means, with respect to any Series 2015-1 Note on any Optional Repurchase Distribution Date, the pro rata share with respect to such Series 2015-1 Note of the excess, if any, of (x) the sum of the Discounted Values for each Remaining Distribution Amount with respect to each Applicable Distribution Date over (y) the Series 2015-1 Invested Amount as of such Optional Repurchase Distribution Date (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date).

  • Reduced payment means a payment that is for less than the amount agreed upon in a subcontract in accordance with its terms and conditions, for supplies and services for which the Government has paid the prime contractor.

  • Additional Payment is as defined in Section 6 of the Agreement.

  • Payment Cap For each Mortgage Loan, the percentage limit set forth in the related Mortgage Note concerning the maximum permitted increase in a monthly payment.

  • Scheduled Funded Debt Payments means, as of any date of determination for the Borrower and its Subsidiaries, the sum of all scheduled payments of principal on Funded Debt for the applicable period ending on the date of determination (including the principal component of payments due on Capital Leases during the applicable period ending on the date of determination).

  • Gross-Up Payment shall have the meaning set forth in Section 6.2 hereof.

  • Contingent Payment has the meaning set forth in Section 4.2 (Contingent Payments).

  • True-Up Amount means the difference between the ABO calculated by using the member’s actual creditable service and the actual final average compensation as of the member’s effective date in the FRS Investment Plan and the ABO initially transferred.