Earnout Percentage definition

Earnout Percentage means:

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Earnout Percentage means the result of the following formula expressed as a percentage:

Earnout Percentage means the percentage of the Additional Payments each holder of Company Stock is entitled to receive pursuant to the liquidation preferences set forth in the Twelfth Amended and Restated Certificate of Incorporation of Chronix Biomedical, Inc.

Examples of Earnout Percentage in a sentence

• In the case of death or Disability (a) the Earnout Percentage of the Grantee’s Prorated RPSRs (and related Dividend Equivalents) will be deemed to be 100% (target), regardless of actual performance, and (b) payment of the Prorated RPSRs (and related Dividend Equivalents) that vest pursuant to this Section 2.2 will be made within 60 days of the Grantee’s death or Disability, but in no event later than March 15 of the year following the date of the death or Disability.

• The number of RPSRs payable at the conclusion of the Performance Period (“Vested RPSRs”) shall be determined by multiplying the Earnout Percentage by the target number of RPSRs subject to the award.

• The percentage of target RPSRs subject to the award (if any) that have vested for the Performance Period (the “Earnout Percentage”) shall be determined by the Committee based on the methodology and goals as established by the Committee, and its determination of the Earnout Percentage shall be conclusive and binding.

• Subject to the following provisions of this Section 2.2, in the case of Retirement, the Earnout Percentage will be used to calculate the Grantee’s Vested RPSRs, and payment of the Vested RPSRs (and related Dividend Equivalents) will be made in accordance with Section 1.2 above.

• In the event of the Grantee’s Retirement pursuant to Section 2.2 prior to a Change in Control described in the first paragraph of this Section 6.3 in which the award is to be terminated, the Earnout Percentage shall no longer be based on the portion of the Performance Period otherwise considered for purposes of Section 2.2 but shall instead be calculated based on performance for the portion of the three-year Performance Period ending on the date of the Change in Control of the Company.

More Definitions of Earnout Percentage

Earnout Percentage means the percentage by which the number of the Target Performance Share Units is multiplied to determine the Actual Performance Share Units, as determined under Section 2 of this Award Agreement.

Earnout Percentage means an amount, expressed as a percentage, equal to (x) the Cumulative Adjusted EBITDA as finally determined, divided by (y) the Earnout Target.

Earnout Percentage means, with respect to any Member, the percentage set forth opposite such Member’s name under the heading “Earnout Percentage” on Annex B.

Earnout Percentage means the quotient obtained by dividing (i) the New Venues by (ii) the Total Venues.

Earnout Percentage means the percentage obtained by dividing Net New Revenue by Lost BPA Revenue, which shall not exceed 100%.

Earnout Percentage means 3.75% of Net Sales; provided, however, that if prior to the Earnout Start Date, Buyer (or any Affiliate thereof) does not acquire one or more USA legal content providers having aggregate annual Net Sales of at least One Million Dollars ($1,000,000), then the Earnout Percentage will be increased from 3.75% of Net Sales to 3.9% of Net Sales; provided, further, that such Earnout Percentage shall return to 3.75% as of the date of the acquisition by Buyer or any of its Affiliates of such a content provider or providers and thereafter for the remainder of the Earnout Period; (4) “Earnout Start Date” means the first to occur of the following dates: (y) the first day of that calendar month on which the aggregate Net Sales of the Successor Business for each of the previous three consecutive calendar months following the Closing have been at least equal to $2,750,000, or (z) the first

Earnout Percentage means 10%; provided that, the foregoing shall be reduced from [***] to [***] if, during the three year period after the first commercial sale of Viralym-M Product by the Company, the Company pays Sellers, in accordance with their respective Prorata Percentages shown on Exhibit A, an aggregate amount of at least [***].