Earnout Income definition

Earnout Income means all rental and other revenue generated by any New Lease or Earnout Lease for the first twelve (12) months following the rent commencement date thereunder, including reimbursement of Taxes, insurance, utilities, repairs, maintenance and management fees, without deduction for any rent abatement or similar concessions. Notwithstanding anything to the contrary contained herein, in the event that any such New Lease or Earnout Lease demises all or any portion of the space previously demised under an Existing Lease that is terminated in accordance with the second sentence of Section 3.5 hereof, then the Earnout Income associated with such New Lease or Earnout Lease shall be adjusted to deduct therefrom the amount of rental and other revenue that would have been payable during the applicable twelve month period had such Existing Lease not been terminated.
Earnout Income. EBITDA attributable to the post-Closing Business as a standalone entity, determined in accordance with GAAP, and without deduction for overhead or other expenses of Buyer beyond those set forth in the Operating Plan, and determined in a manner consistent with the Operating Plan.
Earnout Income. Adjusted EBITDA attributable to the post-Closing Business as a standalone entity, determined in accordance with GAAP, and without deduction for overhead or other expenses of Buyer beyond those set forth in the Operating Plan, and determined in a manner consistent with the Operating Plan. “Earnout Revenue” — gross revenue, determined in accordance with GAAP, attributable to the post-Closing Business as a standalone entity in accordance with the Operating Plan, but excluding revenue from sales of Assets not contemplated by the Operating Plan, except as otherwise approved by Buyer. “Effective Time” — the date and time when the Contemplated Transactions become effective.

Examples of Earnout Income in a sentence

  • For purposes of clarity, if Earnout Revenue is Five Million Four Thousand Five Hundred Twenty Five Dollars ($5,004,525) as of the end of the twelve month period following the Closing Date (and provided Earnout Income for that same period is at least breakeven), then such achievement would represent 75% achievement of the first milestone of the Second Earnout and Buyer shall pay Seller 75% of $600,000 or $450,000 within fifteen (15) Business Days.

  • Before receiving the loan, the woman’s threat point was near the level of around 30% of her maximum consumption.

  • For further purposes of clarity, if Earnout Income is One Hundred Thirty Four Thousand Nine Hundred Sixty Four and 60/100ths Dollars ($134,964.60) as of the end of the twelve month period following the Closing Date, then such achievement would represent 95% achievement of the second milestone of the Second Earnout and Buyer shall pay Seller 95% of $600,000 or $570,000 within fifteen (15) Business Days.

  • Notwithstanding anything to the contrary set forth above, where the Earnout Revenue milestone is not achieved in its entirety, but the Earnout Income milestone has surpassed one hundred percent (100%) achievement, then fifty percent (50%) of every dollar over the maximum Earnout Income milestone will be paid to Seller up to a maximum of $600,000 less any amounts actually attained by Seller under the earn-out milestone (1) above.

  • However, if Earnout Income as of the end of the 12 month period following the Closing Date is less than One Hundred Thirty Four Thousand Nine Hundred Sixty Four and 60/100ths Dollars ($134,964.60), no payment with respect to milestone (2) above shall be owed or paid.

  • Further, in the event that one hundred percent (100%) of the Second Earnout is achieved, then any overages in Earnout Revenue or Earnout Income shall be applied toward the achievement of the Earnout Revenue and Earnout Income milestones, respectively, for the Third Earnout (as defined below).

  • As used in this Agreement, the “Earnout Amount” shall be (i) an amount equal to the anticipated Earnout Income under such Earnout Lease, divided by (ii) the Cap Rate, less an amount equal to the anticipated Leasing Costs in respect of said Earnout Lease.

  • In connection with any Earnout Report, Buyer shall, upon request of Seller, promptly make available to Seller or its Representatives Buyer’s books and records as they relate to the Business and reasonably cooperate with Seller and its Representatives in their review thereof for the purpose of determining the achievement of any earn-out milestones (including any determination of Earnout Revenue or Earnout Income if applicable) or the amount of any earn-out payment that may be due.

  • At the same time, some partial information regarding this value is sent to Bob.

  • Further, in the event that one hundred percent (100%) of the Third Earnout is achieved, then any overages in Earnout Revenue or Earnout Income shall be applied toward the achievement of the Earnout Revenue and Earnout Income milestones, respectively, for the Fourth Earnout (as defined below).


More Definitions of Earnout Income

Earnout Income means all rental and other gross revenue generated by any Pre-Closing Earnout Lease or any lease for which Purchaser is obligated to pay a Post-Closing Earnout Amount pursuant to Section 5.4.3 (i.e., a Bankruptcy Lease under Section 5.4.3.1, a Post-Closing Pipeline Lease, Excluded Pipeline Lease, Excluded Terminated Lease, Excluded Pre-Closing Earnout Lease or Excluded Bankruptcy Lease under Section 5.4.3.2, or a Post-Closing Earnout Lease under Section 5.4.3.3) for the first twelve (12) months following the rent commencement date thereunder, including reimbursement of Taxes, insurance, utilities, repairs, maintenance and management fees, without deduction for any rent abatement or similar concessions.

Related to Earnout Income

  • Qualifying Income Gross income that is described in Section 856(c)(2) or 856(c)(3) of the Code.

  • Operating Income means the Company’s or a business unit’s income from operations but excluding any unusual items, determined in accordance with generally accepted accounting principles.

  • Consolidated Net Income means, with respect to any specified Person for any period, the aggregate of the Net Income of such Person and its Restricted Subsidiaries for such period, on a consolidated basis, determined in accordance with GAAP; provided that:

  • Revenue means the price for iron ore from the mineral lease the subject of any shipment or sale and payable by the purchaser thereof to the Company or an associated company less all export duties and export taxes payable to the Commonwealth on the export of the iron ore and all costs and charges properly incurred and payable by the Company from the time the ore shall be placed on ship at the Company’s wharf to the time the same is delivered and accepted by the purchaser including — (1) ocean freight; (2) marine insurance; (3) port and handling charges at the port of discharge; (4) all costs properly incurred in delivering the ore from port of discharge to the smelter and evidenced by relevant invoices; (5) all weighing sampling assaying inspection and representation costs; (6) all shipping agency charges after loading on and departure of ship from the Company’s wharf; and (7) all import taxes by the country of the port of discharge;

  • Net Income means, with respect to any Person, the net income (loss) of such Person, determined in accordance with GAAP and before any reduction in respect of Preferred Stock dividends.