Earnout Calculation definition

Earnout Calculation has the meaning set forth in Section 2.5(c)(i).
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Earnout Calculation has the meaning specified in Subsections 2.08(e), (f), and (g).
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Earnout Calculation has the meaning set out in paragraph 4
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Examples of Earnout Calculation in a sentence

  • Any Earn-out Calculation Objection Notice shall specify the items in the applicable Earn-out Calculation disputed by Seller and shall describe in reasonable detail the basis for such objection, as well as the amount in dispute.

  • Prior to the expiration of the Review Period, Seller may object to the Earn-out Calculation set forth in the Earn-out Calculation Statement for the applicable Calculation Period by delivering a written notice of objection (an “Earn-out Calculation Objection Notice”) to Buyer.

  • The city staff is requesting an emergency clause be added in order to complete and have the waterline installed and accepted by the opening of the medical facility located at the northwest corner of SR 8 and Seasons Road.

  • If Seller and Buyer fail to reach an agreement with respect to all of the matters set forth in the Statement of Earnout Calculation Objections before expiration of the Earnout Resolution Period, then any dollar amounts remaining in dispute (“Disputed Earnout Amounts”) shall be submitted for resolution to the Independent Accountant, who, acting as experts and not arbitrators, shall resolve the Disputed Earnout Amounts only and make any adjustments to the Earnout Calculation Statement.

  • If Seller timely delivers a Earn-out Calculation Objection Notice, Buyer and Seller shall negotiate in good faith to attempt to resolve the disputed items and agree upon the resulting amount of the Earn-out Payment for the applicable Calculation Period.

  • On or prior to the last day of the Earnout Review Period, Seller may object to the Earnout Calculation Statement by delivering to Buyer a written statement setting forth Seller’s objections in reasonable detail (the “Statement of Earnout Calculation Objections”).

  • Subject to Section 2.5(g), any Earnout Payment that the Buyer is required to pay pursuant to Section 2.5(a) hereof shall be paid in full no later than five (5) Business Days following the date upon which the determination of the Companies’ Quarterly Gross Profit for the applicable Calculation Period becomes final and binding upon the parties as provided in Section 2.5(b) (including any final resolution of any dispute raised by Seller Representative in an Earnout Calculation Objection Notice).

  • Subject to Section 1.4.5, any Earn-out Payment that the Buyer is required to pay pursuant to Section 1.4.1 hereof shall be paid in full no later than five (5) business days following the date upon which the determination of the Earn-out Payment becomes final and binding upon the parties as provided in Section 1.4.2(b) (including any final resolution of any dispute raised by the Seller in the Earn-out Calculation Objection Notice).

  • If Seller fails to deliver an Earn-out Calculation Objection Notice to Buyer prior to the expiration of the Review Period, then the Earn-out Calculation set forth in the Earn-out Calculation Statement shall be final and binding on the Parties hereto.

  • If the Earnout Calculation Statement provides that the 2016 Revenues equal or exceed the Earnout Threshold, Seller shall notify Buyer, no later than two (2) Business Days following the final determination of the Earnout Calculation Statement, of Seller’s desired Earnout Payment type (the “Earnout Election Notice”).


More Definitions of Earnout Calculation

Earnout Calculation has the meaning given such term in Section 3.5(f).
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Earnout Calculation has the meaning specified in Section ‎3.9(b)(i).
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Earnout Calculation has the meaning set forth in Section 1.7(a).
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Earnout Calculation. As defined in Section 3.2(c). ASSET PURCHASE AGREEMENT 2
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Related to Earnout Calculation

  • Earn-Out Statement has the meaning set forth in Section 2.5(c).

  • Earnout has the meaning set forth in Section 2.9(a).

  • Earnout Amount has the meaning set forth in Section 2.7(a).

  • Estimated Adjustment Amount has the meaning set forth in Section 2.5(a).

  • Earnout Payment has the meaning set forth in Section 2.3(b).

  • Claim Determination Period means a calendar year. However, it does not include any part of a year during which a person has no coverage under This Plan, or any part of a year before the date this COB provision or a similar provision takes effect.

  • Interest Calculation Period means the period or periods for the calculation of the interest shown on the mortgage form;

  • Earnout Period has the meaning set forth in Section 2.5(a)(iii).

  • Earn-Out Amount has the meaning set forth in Section 2.07(a).

  • Final Adjustment Statement has the meaning set forth in Section 2.6(c).

  • FX Calculation Date means each day on which FX is published by the Fixing Sponsor. "FX Call Event" means each of the following events:

  • Adjustment Statement has the meaning set forth in Section 2.6(a).

  • Closing Adjustment Amount shall have the meaning set forth in Section 3.2(c).

  • Adjustment Amount For any Distribution Date, the difference between (A) the sum of the Class A Principal Balance and the Class B Principal Balance as of the related Determination Date and (B) the sum of (i) the sum of the Class A Principal Balance and the Class B Principal Balance as of the Determination Date succeeding such Distribution Date and (ii) the aggregate amount that would have been distributed to all Classes as principal in accordance with Section 4.01(a) for such Distribution Date without regard to the provisos in the definitions of Class B-1 Optimal Principal Amount, Class B-2 Optimal Principal Amount, Class B-3 Optimal Principal Amount, Class B-4 Optimal Principal Amount, Class B-5 Optimal Principal Amount and Class B-6 Optimal Principal Amount.

  • Rate Calculation Date means the day which is two Rate Calculation Business Days before the due date of the relevant amount under these Conditions;

  • Settlement Statement has the meaning set forth in Section 3.2(a).

  • Payment Statement As defined in Section 6.01 hereof.

  • Post-Closing Adjustment Amount has the meaning set forth in Section 2.2(a).

  • Allocation Schedule has the meaning set forth in Section 2.07.

  • Final Settlement Statement has the meaning set forth in Section 2.6(b).

  • Final Adjustment Amount shall have the meaning set forth in Section 2.5(e).

  • Material Project EBITDA Adjustments means, with respect to each Material Project:

  • Party A Interim Exchange Amount In respect of each Interim Exchange Date, an amount in Dollars equal to the principal amount of the Relevant Notes redeemed on such Interim Exchange Date.

  • Earn-Out Payment has the meaning set forth in Section 2.5(a).

  • Closing Statement means the Closing Statement in the form on Annex A attached hereto.