Earnout Objection Statement definition

Earnout Objection Statement has the meaning set forth in Section 2.7(g)(viii).
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Earnout Objection Statement has the meaning set forth in Section 1.10(e).
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Earnout Objection Statement is defined in Section 1.4(c).
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Examples of Earnout Objection Statement in a sentence

  • If such Earnout Objection Statement is not delivered to Buyer prior to the end of the Earnout Objection Period, the Earnout Statement shall be final, binding and non-appealable by the parties hereto.

  • 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”).

  • 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.

  • If Parent and Buyer do not reach a final resolution within forty-five (45) days after the delivery of such Earnout Objection Statement, Parent and Buyer shall submit the any amount under dispute for final resolution to a nationally recognized independent accounting firm upon which Buyer and Parent shall reasonably agree (the “Earnout Accounting Firm”).

  • If Sapphire delivers an Earnout Objection Statement prior to the end of the Earnout Objection Period, then Sapphire and Buyer shall attempt in good faith to resolve any disputed items.

  • 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 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.

  • 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 an Earnout Objection Statement is not delivered to Buyer within forty-five (45) Business Days after delivery of the Earnout Statement, the Earnout Statement as prepared by Buyer shall be deemed irrevocably accepted by the Seller and be final, binding and non-appealable by the parties.

Related to Earnout Objection Statement

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

  • Completion Statement has the meaning set out in clause 6.1;

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

  • Plan Objection Deadline means the date the Bankruptcy Court establishes as the deadline to File an objection 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 as of the close of business of the fifth (5th) Business Day immediately preceding the Closing Date setting forth an estimate of the Purchase Price (including all adjustments and prorations thereto).

  • 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 deadline for objecting to a Claim against a Debtor, which shall be on the date that is the later of (a) 180 days after the Effective Date and (b) such other period of limitation as may be fixed by the Debtors or the Reorganized Debtors, as applicable, or by an order of the Court for objecting to such Claims.

  • 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).

  • Statement Cycle means the period of time for which our credit union provides a summary of the financial activities and transactions that post and settle to the accountholder's account. See our website at www.wsfcu.com or contact one of our branch service representatives for specific Statement Cycle dates.