Earnout Objection Statement definition

Earnout Objection Statement has the meaning set forth in Section 2.7(g)(viii).
Earnout Objection Statement has the meaning set forth in Section 1.12(b)(v).
Earnout Objection Statement is defined in Section 1.4(c).

Examples of Earnout Objection Statement in a sentence

  • The Representative and Parent shall negotiate in good faith to resolve the objections raised in any Earnout Objection Statement, but if they do not reach a final resolution within thirty (30) days after the delivery of an Earnout Objection Statement to Parent, any unresolved disputes shall be submitted to an independent national accounting firm mutually selected by Parent and the Representative (the “Earnout Accounting Firm”).

  • If an Earnout Objection Statement is not delivered to Parent within thirty (30) days after delivery of an Earnout Statement, such Earnout Statement as prepared by Parent shall be deemed irrevocably accepted by the Representative on behalf of the Company Securityholders and be final, binding and non-appealable by the parties and the Company Securityholders.

  • If Sapphire does not deliver to Buyer an Earnout Objection Statement by the end of the Earnout Objection Period, or if during such Earnout Objection Period Sapphire delivers to Buyer written notice that Sapphire accepts such Earnout Statement, then such Earnout Statement and the amounts contained in such statement shall become final, conclusive, and binding on the Parties for purposes of this Section 2.17 and for all purposes under this Agreement.

  • Except as provided in the preceding sentence, the fees and disbursements of each party’s independent accountants, attorneys and advisors incurred in connection with their respective preparation or review of any Earnout Statement and any Earnout Objection Statement and presentations to the Independent Firm shall be borne by such party.

  • The following projects were approved for the servicing sector during the 50th and 53rd meetings of the Executive Committee of the Multilateral Fund: 1.

  • The calculation of any Revenue Earnout Payment or Milestone Payment as finally determined by the Earnout Accounting Firm (which such determination shall be made in a manner consistent with the terms of this Agreement and shall not, for any Revenue Earnout Payment or Milestone Payment, be less than the amount set forth in the applicable Earnout Statement nor exceed the amount set forth in the applicable Earnout Objection Statement) shall be final, binding and non-appealable among the parties.

  • After delivery of an Earnout Objection Statement, an authorized representative of Buyer and the Stockholder Representative shall promptly negotiate in good faith with respect to the Earnout Payment Calculation and the objections thereto, and if they are unable to reach an agreement within 45 calendar days after delivery to Buyer of such Earnout Objection Statement, the dispute shall be submitted to the Independent Accounting Firm.

  • If Seller delivers the Earnout Objection Statement before the expiration of the Earnout Review Period, Seller and Purchaser shall negotiate in good faith to resolve any Earnout Disputed Items within 30 days after the delivery of the Earnout Objection Statement (the “Earnout Resolution Period”).

  • If Seller fails to deliver the Earnout Objection Statement before the expiration of the Earnout Review Period, the calculation of Company ARR and the resulting First Earnout Payment reflected in the Earnout Statement shall be deemed to have been accepted by Seller and shall be final, conclusive and binding on the parties.

Related to Earnout Objection Statement

  • Allocation Statement has the meaning set forth in Section 2.5.

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

  • Plan Objection Deadline means the deadline established by the Bankruptcy Court for filing objections to confirmation of the Plan.

  • Claim Objection Deadline means the first Business Day that is 180 days after the Effective Date, as may be extended by order of the Bankruptcy Court.

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

  • Distribution Statement has the meaning set forth in Section 5.02(c) of the Trust Agreement.

  • Termination statement means an amendment of a financing statement which:

  • Objections Statement has the meaning set forth in Section 1.02(d).

  • Post-Closing Statement has the meaning set forth in Section 3.3(c).

  • Pre-Closing Statement has the meaning set forth in Section 2.4(a).

  • Draft Closing Statement means a draft closing statement, prepared by Seller, as of the close of business of the third (3rd) business day preceding the Closing Date setting forth an estimated calculation of both the Purchase Price and the Estimated Payment Amount.

  • E-Statement means an electronic version of daily confirms, monthly, quarterly or annual statements, and shareholder tax statements created with investor transaction data housed on DST’s TA2000® mutual fund record keeping system, with images available online via a secure web site.

  • Closing Date Statement has the meaning set forth in Section 2.06(b).

  • Final Closing Statement has the meaning set forth in Section 2.4(a).

  • Statement of Objections has the meaning set forth in Section 2.04(c)(ii).

  • Claims Objection Deadline means the later of: (a) the date that is 180 days after the Effective Date; and (b) such other date as may be fixed by the Bankruptcy Court, after notice and hearing, upon a motion Filed before the expiration of the deadline to object to Claims or Interests.

  • Closing Working Capital Statement has the meaning set forth in Section 2.04(b)(i).

  • Estimated Closing Statement has the meaning set forth in Section 2.4(a).

  • Consent Solicitation Statement means the consent solicitation statement included as part of the Registration Statement with respect to the solicitation by the Company of the Company Stockholder Approval.

  • Working Capital Statement has the meaning set forth in Section 2.3(a).

  • Final Statement means the statement defined in Sub-Clause 14.11 [Application for Final Payment Certificate].

  • Objection Deadline means the date identified in the Preliminary Approval Order and Class Notice by which a Settlement Class Member must serve written objections, if any, to the Settlement to be able to object to the Settlement. The Objection Deadline shall be no later than 30 days before the Final Approval Hearing.

  • Objection Notice has the meaning set forth in Section 2.3(a) of this Agreement.

  • Preliminary Closing Statement shall have the meaning set forth in Section 2.3(a).

  • Closing Notice Has the meaning specified in the NPA. Company: Has the meaning specified in the first paragraph of this Trust Supplement.