Earnout Payment definition

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

Earnout Payment has the meaning specified in Section 3.4(a).

Earnout Payment as defined in Section 2.6(a).

Examples of Earnout Payment in a sentence

• To the extent that the Seller disputes any portion of the Earnout Statement, Section 2.4(d) and Section 2.4(e) shall apply mutatis mutandis to this Section 2.7 and the Earnout Statement (and the calculations of the Earnout Measurement and resulting Earnout Payment), shall be finally determined and any dispute regarding any matter set forth in the Earnout Statement shall be resolved in accordance therewith.

• At any time following delivery of an objection pursuant to Section 10.4(b), either party may elect to resolve any dispute regarding the Earnout Payment in the manner set forth in Section 10.4(c).

• In addition, certain Members shall be eligible to receive the Earn-out Payment, subject to the terms and conditions in Section 3.7.

• Parent agrees that it will supply any reasonably requested back up or supporting information to the Stockholder Representative or its accountants on which the Earnout Payment calculations are based; provided, however, that the provision of any such back up or supporting information shall be conditioned upon the execution of a confidentiality agreement in a form reasonably acceptable to Parent.

• Following the Closing until the second anniversary of the Earnout Start Date, Parent shall (i) operate the Company and its Subsidiaries in good-faith and use commercially reasonable efforts to sell the Eligible Products and (ii) not take any action or refrain from taking any action with the primary intent to, or primary purpose of which is to, prevent any Earnout Payment from being achieved or paid.

More Definitions of Earnout Payment

Earnout Payment shall have the meaning set forth in Section 1.9.

Earnout Payment shall have the meaning set forth in Section 1.4(a).

Earnout Payment shall have the meaning set forth in Section 1.7(b) of this Agreement.

Earnout Payment. As defined in Section 2.3(c)(i).

Earnout Payment has the meaning specified in Section 2.9(a).

Earnout Payment means any payment (whether in the form of cash, stock or a note) of the Earnout Payment Amount (as defined in the Target Merger Agreement).

Earnout Payment means the sum of the (x) the cash amount of any Earnout Consideration actually paid to the Seller, plus (y) the dollar value (based on the applicable Earnout Share Price) of the shares of Buyer Common Stock issued to the Seller as Earnout Consideration.