Earn Out Payment Amount definition

Earn Out Payment Amount means, with respect to a particular Reference Year, the Reference Year Actual Gross Profit Delta with respect to such Reference Year times the Reference Year Factor with respect to such Reference Year. Exhibit A sets forth a series of examples showing various Earn Out Payment Amount scenarios using a variety of Actual Gross Profit Delta results.

Earn Out Payment Amount means the following amount:

Earn Out Payment Amount has the meaning set forth in Section 2(b).

Examples of Earn Out Payment Amount in a sentence

• This area is made up of 41 parcels covering approximately 24 acres with limited infill options due to existing lot configuration, development and lack of sewer extension.

• Therefore, the amount of the Earn Out Payment Amount and the Call/Put Consideration (as defined below) (each a, “Future Payment”) shall be increased (but not decreased) by applying the following formula: (x) (the Future Payment times 0.7603) divided by (1 minus the tax rate applicable to such Future Payment using the methodology as was used in computing the 2012 Rates (as if a Transferor received the entire Future Payment) at the time it is included in the gross income of a Transferor).

• Any Earn Out Payment Amount exceeding Forty-Two Million Dollars ($42,000,000) shall be payable pursuant to the above-referenced time periods in a mixture of cash and Parent Preferred Stock to be determined in Parent’s sole discretion.

• The "Earn Out Payment Amount" shall mean an amount not to exceed $3,775,000 (except as provided in Section 1.14(h), without any interest payable on or imputed to the Earn Out Payment Amount) determined in accordance with the weighted average methodology set forth on Exhibit I, subject to reduction, if any pursuant to Section 1.14(h).

• The Buyer shall pay to each Seller such Seller’s Allocable Percentage of the applicable Earn Out Payment (less any Interim Earn Out Payment Amount previously paid by the Buyer to such Seller pursuant to Section 2.3(e) hereof) to the bank account for such Seller set forth on Exhibit 2.1(a).

More Definitions of Earn Out Payment Amount

Earn Out Payment Amount is defined in Exhibit A.

Earn Out Payment Amount in respect of each Earn-out Period shall be an amount equal to: (i) 100 per cent. of XXX for that Earn-out Period until the aggregate of all Earn-out Payments across all Earn-out Periods is £1,300,00; and (ii) thereafter, equal to 70 per cent. of the remaining XXX for that Earn-out Period provided that: 10.1.1 the aggregate of all Earn-out Payment Amounts across all Earn-out Periods shall not exceed £72,000,000 in aggregate (and Earn-out Payment Amounts shall be reduced accordingly to reflect the same); 10.1.2 if the aggregate of all Earn-out Payment Amounts across all Earn-out Periods ending on or before 30 September 2027 would exceed £60,000,000 in aggregate, Earn-out Payment Amounts shall be reduced to ensure that such Earn-out Payments are equal to £60,000,000 in aggregate, the aggregate of all Earn-out Payment Amounts being, the “Earn-out Consideration”.

Earn Out Payment Amount means for each one year period commencing on the Closing through the twelve year anniversary of the Closing Date of the Merger, 10% of the total gross dollar amount of payments received during such year by all Payment Recipients combined under or with respect to any Earn Out Qualifying Order, in each case as adjusted for any Adjustments, adjustments pursuant to Section 11 or Purchase Price Reductions.

Earn Out Payment Amount means, with respect to a particular Earn-Out Period, an amount equal to the applicable “Base Earn-Out Payment” plus the “Over-Achievement Earn-Out Payment”, if any, calculated as set forth below: 12/31/2012 $ 3,800,000 $ 2,850,000 $ 2,500,000 $ 3,800,000 $ 5,000,000 $ 5,700,000 $ 2,500,000 $ 7,500,000 6/30/2013 $ 8,900,000 $ 6,675,000 $ 2,500,000 $ 8,900,000 $ 5,000,000 $ 13,350,000 $ 2,500,000 $ 7,500,000 12/31/2013 $ 15,000,000 $ 11,250,000 $ 2,500,000 $ 15,000,000 $ 5,000,000 $ 22,500,000 $ 2,500,000 $ 7,500,000 6/30/2014 $ 21,800,000 $ 16,350,000 $ 2,500,000 $ 21,800,000 $ 5,000,000 $ 32,700,000 $ 2,500,000 $ 7,500,000 In the event that the Company’s Revenue with respect to a given Earn-Out Period is less than 75% of the “GAAP Revenue Target” for such Earn-Out Period, no Earn-Out Payment Amount shall be owed with respect to such Earn-Out Period. In the event that the Company’s Revenue with respect to a given Earn-Out Period is greater than 75%, but less than 100% of the GAAP Revenue Target for such Earn-Out Period, the Base Earn-Out Payment with respect to such Earn-Out Period shall be calculated on a pro rata basis, as set forth in the example calculation below. In the event that the Company’s Revenue with respect to a given Earn-Out Period is greater than 100%, but less than 150% of the GAAP Revenue Target for such Earn-Out Period, the Over-Achievement Earn-Out Payment with respect to such Earn-Out Period shall be calculated on a pro rata basis, as set forth in the example calculation below. In no case shall Revenue in excess of 150% of any GAAP Revenue Target increase any individual or aggregate Earn-Out Payment Amounts. A sample calculation demonstrating the intended effect of the foregoing is attached hereto as Schedule A.

Earn Out Payment Amount has the meaning given in clause 10.1; Earn-out Period: in respect of the first Earn-out Period, the period commencing on the Completion Date and ending on 30 September 2022, in respect of the final Earn-out Period, subject to clause 10.2, the period commencing on 1 October 2031 and ending on 30 September 2032 and, in respect of all other Earn-out Periods, the period commencing the day after the end of the previous Earn-out Period and ending one year less one day after such commencement date;

Earn Out Payment Amount means an amount equal to Three Million Dollars ($3,000,000).

Earn Out Payment Amount means an amount equal to the sum of the First Future Payment Amount, plus the Second Future Payment Amount, plus the Technology Integration Payment Amount.