Computation Notice definition

Computation Notice has the meaning set out in Clause 1.2.
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Computation Notice as defined in Paragraph 4(a). "Earnout Amount" – Excess EBITDA.
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Computation Notice as defined in Section 3(a).
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Examples of Computation Notice in a sentence

  • Unless Purchaser notifies Seller within ten (10) business days following Purchaser's receipt of the Computation Notice that Purchaser disagrees with the provisions thereof, Purchaser shall pay to Seller, within thirty (30) days following Purchaser's receipt of the Computation Notice the amount of the Footage Payment provided therein.

  • If Purchaser does object to the Computation Notice as aforesaid, Purchaser and Seller shall promptly confer, in good faith, to resolve the disagreement.

  • Such EBITDA Bonus shall be paid to Executive no later than the date of the first scheduled payroll following the date of completion of NIM's annual audit for the period to which the EBITDA Bonus relates, accompanied by a written notice from MergerCo (an "EBITDA Computation Notice") setting forth the Chief Financial Officer's determination of EBITDA for the First Measurement Period together with the Chief Financial Officer's worksheet setting forth the computation of EBITDA in reasonable detail.

  • Such EBITDA Bonus shall be paid to Executive no later than the date of the first scheduled payroll following the date of completion of NIM's annual audit for the period to which the EBITDA Bonus relates, accompanied by an EBITDA Computation Notice setting forth the Chief Financial Officer's determination of EBITDA for the Second Measurement Period together with the Chief Financial Officer's worksheet setting forth the computation of EBITDA in reasonable detail.

  • Buyer shall deliver the Income Statement and the Computation Notice to Sellers' Representative within sixty (60) days following the end of the Earnout Period.

  • Buyer shall deliver the Income Statement and the Computation Notice to Sellers’ Representative within forty-five (45) days following the end of the Earnout Period.

  • Buyer shall deliver the Income Statement and the Computation Notice to Sellers’ Representative within 30 days following the end of the Earnout Period.

  • The Termination Fee Computation Notice, including the calculations contained therein, shall be subject to the review and approval of the Board of Directors, including a majority of the Independent Directors.

  • Rowe Price Group, Inc.14,7651,823,477Bank of America Corp.68,2011,619,774CME Group, Inc.

  • Promptly following the end of the Earnout Period, Buyer shall prepare (i) a consolidated income statement of the Target for the Earnout Period, which shall be prepared in accordance with GAAP as consistently applied by the Target (the “Income Statement”), and (ii) a computation of EBITDA and Adjusted EBITDA, showing separately each of the adjustments made to EBITDA to arrive at Adjusted EBITDA (the “Computation Notice”) in the Computation Notice.


More Definitions of Computation Notice

Computation Notice as defined in Paragraph 3(a) of this Appendix. “Earnout Payment”— $600,000, subject to the terms of this Appendix II and the Agreement, which will be paid in immediately available U.S. funds to the Seller pursuant to the wire transfer instructions set forth on Exhibit C. “Earnout Period”— period November 1, 2021, to March 31, 2022
Sample 1
Computation Notice as defined in Paragraph 4(a).
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Computation Notice as defined in Section 2.6(d).
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Related to Computation Notice

  • Determination Notice is defined in Section 6.1(b)(i) of the Agreement.

  • Valuation Notice means the notice given by the Partnership pursuant to Section 8.5(b) or Section 8.6(a) and stating the Initial Value at which a Purchase Right is to be exercised or at which a Repurchase Obligation is to be effected.

  • Allocation Notice shall have the meaning assigned to such term in Section 11.14(i) hereof.

  • Selection Notice means a notice substantially in the form set out in Part II of Schedule 3 (Requests) given in accordance with Clause 9 (Interest Periods).

  • Escalation Notice has the meaning set forth in Section 8.02.

  • Addition Notice With respect to the transfer of Subsequent Mortgage Loans to the Trust Fund pursuant to Section 2.08, a notice of the Depositor's designation of the Subsequent Mortgage Loans to be sold to the Trust Fund and the aggregate principal balance of such Subsequent Mortgage Loans as of the Subsequent Cut-off Date. The Addition Notice shall be given not later than three Business Days prior to the related Subsequent Transfer Date and shall be substantially in the form attached hereto as Exhibit P.

  • Rate Determination Notice has the meaning specified in Section 3.07(g).

  • CAFA Notice refers to the notice requirements imposed by 28 U.S.C. § 1715(b).

  • Reduction Notice has the meaning set forth in Section 1.3.

  • Election Notice has the meaning set forth in Section 11.01(b).

  • Collection Notice means a notice, in substantially the form of Annex A to Exhibit VI, from the Agent to a Collection Bank.

  • Designation Notice means a notice from any Lender or an Affiliate of a Lender substantially in the form of Exhibit I.

  • Adjustment Notice has the meaning set forth in Section 2.3(c)(i).

  • Auction Notice has the meaning assigned to such term in the definition of “Dutch Auction”.

  • Objection Notice has the meaning set forth in Section 2.3(a) of this Agreement.

  • Termination Notice means the communication issued in accordance with this Agreement by one Party to the other Party terminating this Agreement;

  • Confirmation Notice means a notice provided by the Issuer to an Investor in accordance with clause 1.3(c) of the Terms;

  • Reset Notice has the meaning specified in Section 307(b).

  • Currency Valuation Notice means a notice given by the Required Multicurrency Lenders to the Administrative Agent stating that such notice is a “Currency Valuation Notice” and requesting that the Administrative Agent determine the aggregate Revolving Multicurrency Credit Exposure. The Administrative Agent shall not be required to make more than one valuation determination pursuant to Currency Valuation Notices within any rolling three month period.

  • Acquisition Notice has the meaning set forth in Section 2.6(a).

  • Participation Notice has the meaning set forth in Section 4.2;

  • Rectification Notice means a notice in writing that identifies a defect in a work and requires rectification of the defect within a specified period of time.

  • LIBOR Notice means a written notice in the form of Exhibit L-1.

  • Rejection Notice has the meaning specified in Section 2.05(b)(v).

  • Variation Notice means a written notice signed by a Shareholder (or each Shareholder in the case of a joint shareholding) under clause 8.1 in the form prescribed or approved by the Board from time to time, which may (without limitation) be combined with, or form part of, any other form or notice including an Election Form).

  • Extension Notice has the meaning specified in Section 308.