Earn Out Representative definition

Earn Out Representative means Xx. Xxxx X. Shea, or, if Xx. Xxxx X. Shea dies, resigns or for any reason refuses or is unable to act, a substitute specified in a written notice of substitution delivered to Purchaser and signed by Compost.
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Earn Out Representative means the person appointed in accordance with Section 5.1 to act on behalf of the Earn Out Sellers, or any successor Earn Out Representative, also appointed in accordance with Section 5.1.
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Earn Out Representative means Gary Xxxxxxxxxx, xx, if Gary Xxxxxxxxxx xxxs, resigns or for any reason refuses or is unable to act, a substitute specified in a written notice of substitution delivered to Purchaser and signed by the Shareholders.
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Examples of Earn Out Representative in a sentence

  • If the Earn Out Representative does not deliver an Objection Notice to the Purchaser during the Response Period, then the Purchaser’s calculation of the Results shall be binding and conclusive on the Purchaser, the Earn Out Sellers and the Earn Out Representative.

  • This Agreement may only be varied in writing signed by or on behalf of the Purchaser, the Company and the Earn Out Representative, subject to the provisions of Section 5.1.

  • The Purchaser shall notify the Earn Out Representative promptly after the Purchaser becomes aware of the occurrence of any Acceleration Event prior to the end of the Earn Out Period, unless an Intervention Event shall have occurred prior to the occurrence of an Acceleration Event (the date such notice is received by the Earn Out Representative being referred to as the “Acceleration Event Notice Date”).

  • At the Purchaser’s sole discretion, the Purchaser may elect to issue Purchaser Shares in lieu of paying any portion of any Earn Out Amount or the Acceleration Amount in cash by providing written notice to the Earn Out Representative at least 20 days prior to the date that such payment is due (such election being referred to as a “Stock Payment Election”).


More Definitions of Earn Out Representative

Earn Out Representative means Paul X. Xxxxxxx, xx, if Mr. Xxxxxxx xxxs, resigns or for any reason refuses or is unable to act, a substitute specified in a written notice of substitution delivered to the Purchaser and signed by the Grat and Mr. Xxxxxxx (xx his legal representative, heirs, successors or designees).
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Earn Out Representative has the meaning given to it in the Earn Out Agreement;
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Earn Out Representative means the person appointed in accordance with Section 5.1 to act on behalf of the Earn Out Sellers, or any successor Earn Out Representative, also appointed in accordance with Section 5.1. (gg) “Earn Out Sellers” shall mean the Sellers holding Earn Out Election Shares at Completion and their successors and permitted assigns. (hh) “EBIT Margin”, for any particular period, shall mean the consolidated earnings of the Group before interest and taxes during such period determined in a manner consistent with the Budget (excluding any Excluded Revenue and any direct and indirect costs incurred by the Group associated with any Excluded Revenue) divided by the Net Revenue during such period (calculated in the same manner as EBIT Margin is calculated in accordance with the Specified Accounting Principles). (ii) “Exchange Rate” shall mean, for the purpose of translating an amount denominated in a currency other than Euro into Euro as of a specified date, the closing mid-point rate for exchanges between the relevant currency and Euro on the Business
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Related to Earn Out Representative

  • Independent representative means a person who:

  • Principal’s Representative means the person nominated by the Principal or other person from time to time appointed in writing by the Principal to act as the Principal’s Representative for the purposes of the Contract.

  • Supplier’s Representative means the representative appointed by the Supplier from time to time with overall responsibility for this Contract and notified to the Customer;

  • Factory representative means an agent or employee of a manufacturer, distributor, or factory branch retained or employed for the purpose of making or promoting the sale of new motor vehicles or for supervising or contracting with new motor vehicle dealers or proposed motor vehicle dealers.

  • Resident Representative means (if any) the individual (or, if permitted in accordance with the Companies Acts, the company) appointed to perform the duties of resident representative set out in the Companies Acts and includes any assistant or deputy Resident Representative appointed by the Board to perform any of the duties of the Resident Representative;

  • Supplier Representative means the representative appointed by the Supplier from time to time in relation to this Framework Agreement;

  • Procurement Representative means the person authorized by ULA’s cognizant procurement organization to administer and/or execute this Contract.