Earnout Measurement Period definition

Earnout Measurement Period means each of the Initial Earnout Measurement Period, Second Earnout Measurement Period and Final Earnout Measurement Period.

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Earnout Measurement Period means the twelve (12) month period beginning on the second anniversary of the first calendar day of the first calendar month beginning after the Closing Date.

Earnout Measurement Period means, with respect to a market, each of the consecutive twelve-month periods beginning on the date when the Company or Buyer, as applicable, first manufactures, sells and distributes the Drug in such market, ending on the date that the Drug loses both (a) patent protection and (b) the regulatory exclusivity described in Section 1.5; provided, that in the event that the last Earnout Measurement Period ends prior to the full twelve months of such Earnout Measurement Period, any Net Sales payable for such Earnout Measurement Period shall be calculated pursuant to Section 1.5 based on the Net Sales actually received at the time immediately prior to the end of such Earnout Measurement Period and not on an annualized basis.

Examples of Earnout Measurement Period in a sentence

The Statement of Revenue, as determined by Parent (if not disputed), or as modified (if at all) by agreement of Parent and the Stockholders’ Representative or by decision of the Reviewing Accountant, shall be referred to herein as the “Final Statement of Revenue” for each respective Earnout Measurement Period.
If Seller fails to deliver an Earnout Objections Statement within such forty-five (45) day period, then the calculation of EBITDA during the Earnout Period or the Earnout Measurement Period, as applicable, the Inventory Reserve Shortfall Amount and the resulting Earnout Amount set forth in the Earnout Report shall become final, binding and non-appealable on all Parties and the Earnout Amount set forth therein shall be the final Earnout Amount.
The Year One and Year Two Compliance Costs shall be calculated based on the categories of expenses set forth in Attachment 1.4(d) to this Agreement as the costs actually incurred by Acquirors minus (a) for the Earnout Measurement Period an amount equal to $188,667, and (b) for the Supplement Earn Out Period an amount equal to $196,759.
Within ninety (90) days after the end of the Earnout Measurement Period, Buyer shall prepare and deliver to Seller a report (the “Earnout Report”) containing the Earnout Financial Statements and a reasonably detailed calculation of the resulting Earnout Amount.
For the avoidance of doubt, in the event the Annual Gross Margin for any Earnout Measurement Period does not exceed the Earnout Threshold then such deficit shall not be carried over to any subsequent Earnout Measurement Period.

More Definitions of Earnout Measurement Period

Earnout Measurement Period means each twenty-four (24)-month period ending on an EBITDA Measurement Date.

Earnout Measurement Period shall have the meaning set forth in the Merger Agreement.

Earnout Measurement Period means the calendar year 2024.

Earnout Measurement Period means the period from Closing until June 30, 2018.

Earnout Measurement Period means the period from July 1, 2000 to June 30, 2001.

Earnout Measurement Period means either of the First Earnout Measurement Period or the Second Earnout Measurement Period. “Earnout Obje ctions Statement” has the meaning set forth in S ection 1.7.

Earnout Measurement Period means the period beginning at 12:01 a.m. (EDT) on the Closing Date and ending at 11:59 p.m. (EDT) on the day that is three hundred sixty four (364) days after the Closing Date.