Earnout Right definition

Earnout Right means a transferrable right entitling the holder thereof to receive, conditioned upon the achievement by WinVest BVI of each Earnout Target, that portion of a WinVest BVI Ordinary Share equal to (x) 2,000,000 divided by (y) the number of Company Ordinary Shares outstanding immediately prior to the Acquisition Merger Effective Time.

Earnout Right means a transferrable right entitling the holder thereof to receive, conditioned upon the achievement by WinVest of each Earnout Target, that portion of a share of WinVest Common Stock equal to (x) 2,000,000 divided by (y) the number of Company Common Units outstanding immediately prior to the Xtribe Merger Effective Time.

Earnout Right means the right granted to each Partner to receive additional OP Units (the "Earnout Units") from the Partnership upon the terms and conditions set forth in Schedule 2.

Examples of Earnout Right in a sentence

• Pursuant to Note 1(f) to Listing Rule 18B.29(1), the Promoter Earn-out Right is subject to approval by ordinary resolution at the EGM of the Aquila Shareholders convened to approve the De-SPAC Transaction with such earn-out right included in the resolution approving the De-SPAC Transaction.

• The Earn-out Right is subject to approval by ordinary resolution at a general meeting of the Shareholders convened to approve the De-SPAC Transaction, and the Promoters and their close associates cannot vote on the relevant ordinary resolution regarding the Earn-out Right.

• Promoters’ Earn-out Right The Promoters are entitled to receive additional Class AShares after the completion of the De-SPAC Transaction (the “Earn-out Shares”).

• Aquila will convene the EGM for the Aquila Shareholders to consider and, if thought fit, approve, the De-SPAC Transaction (including the terms of the Business Combination Agreement, the Bonus Share Issue, the PIPE Investments, the Permitted Equity Financing and the Promoter Earn-out Right), the withdrawal of listing of Aquila Class A Shares, the Merger and the adoption of the Aquila Private Company Memorandum and Articles by Aquila.

• The material terms of the Earn-out Right (which, depending on the terms proposed by the Company and approved by the Shareholders, may be different from the terms stated above) will be disclosed in the announcement and the Document for the De-SPAC Transaction.

• The EGM will be held for the purpose of considering and, if thought fit, approve, the De-SPAC Transaction (including the terms of the Business Combination Agreement, the Bonus Share Issue, the PIPE Investments, the Permitted Equity Financing and the Promoter Earn-out Right), the withdrawal of listing of Aquila Class A Shares, the Merger and the adoption of the Aquila Private Company Memorandum and Articles.

• Based on the above and having taken into account the terms of the Business Combination Agreement, the Bonus Share Issue, the PIPE Investments, the Permitted Equity Financing, the Promoter Earn-out Right and other arrangements as set out below, the Aquila Directors (including the Aquila Independent Non-executive Directors) consider that the terms of the De-SPAC Transaction are fair and reasonable and in the interests of the Aquila Shareholders as a whole.

• In connection with the De-SPAC Transaction, the Promoter Earn-out Right has been granted to the Promoters for the issue of Successor Company Class A Shares upon the satisfaction of certain conditions.

• The Promoter Earn-out Right will be cancelled and become void if the De-SPAC Transaction is not completed.

• The Promoter Earn-out Right is subject to approval by ordinary resolution at the EGM of the Aquila Shareholders convened to approve the De-SPAC Transaction, and the Promoters and their close associates cannot vote on the relevant ordinary resolution regarding the Promoter Earn-out Right.

More Definitions of Earnout Right

Earnout Right has the meaning set forth in Section 4.1 below.

Earnout Right means an earnout right of WonderFi to be issued to the CoinSmart Shareholders in accordance with the terms and conditions of the Earnout Rights Indenture and the CoinSmart Plan of Arrangement and governed by the Earnout Rights Indenture, with each Earnout Right representing a proportionate interest in the entitlement of all holders of Earnout Rights to receive the Earnout (including any Earnout Payment, Sale Payment and/or Early Payment Amount) in accordance with the Earnout Rights Indenture.

Earnout Right shall have the meaning set forth in Section 1.8(e).