Contingent Consideration Payment Date definition

Contingent Consideration Payment Date means the earliest date on which both of the following have occurred: (a) the date on which it has been finally determined in accordance with Section 3.6(d) hereof whether PURCHASER is entitled to exercise the Set-Off Right and the Set-Off Amount with respect to such right (if PURCHASER has elected to exercise the Set-Off Right); and (b) the date on which the final and binding calculation of the Earnout Revenues has been determined in accordance with Section 3.7(a) hereof.
Contingent Consideration Payment Date means each date on which a Contingent Consideration Payment is made to the Paying Agent pursuant to Section 3.4.
Contingent Consideration Payment Date has the meaning set forth in Section 2(f).

Examples of Contingent Consideration Payment Date in a sentence

  • Buyer shall ensure that in the event the Contingent Consideration is paid by way of Buyer Shares pursuant to Section 2.03(b)(ii), there shall be no reclassification, split, consolidation, stock dividend, distribution or similar corporate action effectuated upon the Buyer Shares during the thirty (30) day period prior to the Contingent Consideration Payment Date.

  • Any payment to Indemnified Parties with respect to a claim for indemnification made prior to the Contingent Consideration Payment Date shall be made by reducing the Contingent Consideration (to the extent available) in an amount equal to such Loss pursuant to Section 6.3(b).

  • If, at any time on or before the Contingent Consideration Payment Date, Parent delivers to the Shareholder Representative an Officer’s Certificate, meeting the requirements of and otherwise in accordance with Section 6.4(b), subject to the provisions of Section 6.4 and Section 6.6, the Contingent Consideration shall be reduced by an amount equal to any Losses, up to a maximum aggregate amount equal to $10,000,000.

  • On the Contingent Consideration Payment Date the Buyer shall cause to be delivered to the Selling Shareholders and the Option Holders stock certificates evidencing shares of the Buyer Common Stock representing the Contingent Consideration.

  • An individual Shareholder who is UK resident and chooses to take New Shares instead of the cash dividend will be treated as receiving gross income of an amount which is equal to the “cash equivalent” of the New Shares.

  • On the Contingent Consideration Payment Date, Parent shall deposit with the Exchange Agent cash in the amount of the Contingent Consideration to be delivered to the Company Securityholders as consideration pursuant to Section 2.1(b)(ii).

  • The Escrow Agent shall distribute to Parent such unvested shares of Maximum Revenue Contingent Stock and Maximum EBITDA Contingent Stock on the applicable Contingent Consideration Payment Date.


More Definitions of Contingent Consideration Payment Date

Contingent Consideration Payment Date means March 31, 2002.
Contingent Consideration Payment Date shall have the meaning as set forth in Section 2.1(b)(ii) of this Agreement.
Contingent Consideration Payment Date means the eighteen (18) month anniversary of the Closing Date, provided, however, that if such date is not a Business Day, then the Contingent Consideration Payment Date shall be the next preceding Business Day.

Related to Contingent Consideration Payment Date

  • Contingent Consideration has the meaning set forth in Section 1.6.

  • Series A Distribution Payment Date has the meaning assigned to such term in Section 5.11(b)(i)(A).

  • Termination Payment Date means the date on which the RECIPIENT is required to repay to ECOLOGY any outstanding balance of the loan and all accrued interest.

  • Distribution Payment Date has the meaning set forth in paragraph 2(b) of Annex I.

  • Closing Payment Amount has the meaning specified in Section 1.5.

  • Contingent Compensation Payment means any payment (or benefit) in the nature of compensation that is made or made available (under this Agreement or otherwise) to a “disqualified individual” (as defined in Section 280G(c) of the Code) and that is contingent (within the meaning of Section 280G(b)(2)(A)(i) of the Code) on a Change in Ownership or Control of the Company.

  • Senior Principal Payment Amount For any Distribution Date on or after the Stepdown Date and as long as a Trigger Event has not occurred with respect to such Distribution Date, will be the amount, if any, by which (x) the Class Principal Balance of the Senior Certificates immediately prior to such Distribution Date exceeds (y) the lesser of (A) the product of (i) 57.40% and (ii) the Aggregate Collateral Balance for such Distribution Date and (B) the amount, if any, by which (i) the Aggregate Collateral Balance for such Distribution Date exceeds (ii) 0.50% of the Aggregate Collateral Balance as of the Cut-off Date (including amounts in the Prefunding Account as of the Closing Date).

  • Principal Payment Date means, if applicable, each date designated as such in the Series Term Sheet.

  • Principal Payment Amount For any Distribution Date, the sum of (i) the scheduled principal payments (if any) on the Mortgage Loans due on the related Due Date, (ii) the principal portion of proceeds received with respect to any Mortgage Loan which was purchased or repurchased pursuant to a Purchase Obligation or as permitted by this Agreement during the Prior Period and (iii) any other unscheduled payments of principal which were received with respect to any Mortgage Loan during the Prior Period, other than Payoffs, Curtailments, Liquidation Principal and Subsequent Recoveries.

  • Note Payment Date means any date on which principal of or interest on any Note is payable.

  • Cash Amount means an amount of cash equal to the product of (i) the Value of a REIT Share and (ii) the REIT Shares Amount determined as of the applicable Valuation Date.

  • Amortization Payment Date shall have the meaning set forth in Section 2(d).

  • Deferred Payment Date for a Participant means the date after the Restricted Period in respect of Restricted Share Units which is the earlier of (i) the date which the Participant has elected to defer receipt of the underlying Shares in accordance with Section 4.5 of this Plan; and (ii) the Participant's Separation Date.

  • Final Payment Date means the "Final Payment Date" as specified in § 1 of the Product and Underlying Data.

  • Earnout Amount has the meaning provided in Section 2.9(b).

  • Expected Principal Payment Date means March 15, 2022.

  • Cash Payment has the meaning set forth in Section 2.02(a).

  • CVR Payment Amount means with respect to each CVR Payment and each Holder, an amount equal to such CVR Payment divided by the total number of CVRs and then multiplied by the total number of CVRs held by such Holder as reflected on the CVR Register.

  • Contingent Payment shall have the meaning set forth in Section 2.2(a).

  • Retention Amount means, in relation to any Retention Date, such sum as shall be the aggregate of:

  • Coupon Payment Date means each day specified to be an Coupon Payment Date in the Product Terms.

  • Cash Exchange Payment means an amount in cash equal to the product of (i) the number of shares of Class A Common Stock into which the surrendered Paired Interests are exchangeable and (ii) the VWAP of the Class A Common Stock for the five consecutive full Trading Days immediately prior to the date of delivery of the relevant Notice of Exchange.

  • Expected Final Payment Date means the March 2023 Distribution Date.

  • Company Contribution Amount means, for any one Plan Year, the amount determined in accordance with Section 3.5.

  • Special Payment Date means each Distribution Date with respect to the Early Amortization Period.

  • Contingent fee, as used in this clause, means any commission, percentage, brokerage, or other fee that is contingent upon the success that a person or concern has in securing a Government contract.