Earn-Out Payments definition
Earn-Out Payments has the meaning set forth in Section 2.3(a).
Earn-Out Payments has the meaning ascribed thereto in Section 2.8.1(a);
Earn-Out Payments has the meaning set forth in Section 2.5(a) of this Agreement.
Examples of Earn-Out Payments in a sentence
Notwithstanding anything in this Agreement to the contrary, it is expressly understood and agreed that ▇▇▇▇▇▇’s receipt of any of the foregoing Earn-Out Payments shall be, in all instances, subject to and conditioned upon the Adjusted EBITDA for the subject Earn-Out Year being greater than the highest Adjusted EBITDA for any preceding Earn-Out Year (the “High-Water Mark”).
Notwithstanding the foregoing, in the event that Seller’s employment with the Company is terminated by the Company for “Cause” (as defined under his Employment Agreement), then Seller shall not be permitted to participate in or receive payment of the annual Earn-Out Payments for any period following such termination date.
More Definitions of Earn-Out Payments
Earn-Out Payments has the meaning set forth in Section 2.02(c).
Earn-Out Payments shall have the meaning set forth in Section 2.4.
Earn-Out Payments means payments to the Seller or the Stockholders (as applicable) of a percentage of the accumulated “Pre-Tax Profits” (hereinafter defined), up to a maximum aggregate amount of $12,250,000, payable as set forth in this Section 1.5(b).
Earn-Out Payments has the meaning set forth in Section 1.6(b)(ii).
Earn-Out Payments means contingent future payments, based on performance, paid or payable in connection with a Permitted Acquisition, whether or not evidenced by a promissory note and whether or not such payment obligations would be reflected as a liability on the consolidated balance sheet of PRGX and its Subsidiaries.
Earn-Out Payments means the First Earn-Out Payment, Second Earn-Out Payment, any Additional Earn-Out Payment, or any interest payable under Section 1.6(c), as applicable.
Earn-Out Payments has the meaning set out in paragraph 2.1 of this Schedule.