Earnout Target definition

Earnout Target has the meaning set forth in Section 2.2(b).

Earnout Target means, for any Initial Earnout Year, the Net Profit set forth opposite such Initial Earnout Year in the table below: Initial Earnout Year (as adjusted pursuant to Section 4) Earnout Target Year ended December 31, 2015 $17,210,000 Year ended December 31, 2016 $25,610,000 Year ended December 31, 2017 $34,090,000 Year ended December 31, 2018 $40,060,000 Total $116,970,000 “Earnout Period” means the period beginning on the Closing Date and ending on December 31, 2018, as extended by the Extended Earnout Years pursuant to Section 4.

Earnout Target means the Monthly Earnout Target or the Revenue Earnout Target, as applicable.

Examples of Earnout Target in a sentence

• The fees and expenses of the Accounting Referee shall be paid by Seller, unless it is determined by the Accounting Referee that the applicable Earnout Target has been achieved, in which case, such fees and expenses shall be paid by the Purchaser Parties; provided, however, that if at the time the Accounting Referee is retained, the Seller has been dissolved, the Seller Representative shall provide the Accounting Referee with a deposit of the estimated fees and expenses of the Accounting Referee.

• If, according to the Final Earnout Report, the applicable Earnout Target has been achieved, Sungy shall pay the applicable Additional Payments in accordance with Section 2.04(e).

• Subsequent to the Closing, Buyer shall use its commercially reasonable efforts to operate the CRM Business in a manner to achieve the First Earn-out Target and the Second Earn-out Target, respectively, and Buyer shall not, directly or indirectly, take any actions in bad faith that would have the purpose of avoiding or reducing the Earn-out Payment Amounts hereunder.

• If Seller and the Purchaser Parties are unable to reach agreement during such thirty (30) calendar day period, they shall promptly thereafter cause an accounting firm of internationally recognized independent public accountants as may be agreed upon by Seller and the Purchaser Parties in good faith (the “Accounting Referee”) to determine whether the applicable Earnout Target has been achieved.

• In the event the 2018 Earnout Target is achieved, then on October 1, 2019, subject to the completion of the audited financial statements of Peachstate for the calendar year ending December 31, 2018, the Company shall issue to the Former Members a fixed amount of 3,000,000 shares of the Company’s Common Stock (the “2018 Maximum Earnout Shares”).

More Definitions of Earnout Target

Earnout Target means any of the performance targets set forth in Section 1.14.

Earnout Target means $1,018,300,000, subject to any adjustment required to be made pursuant to Section 2.13(b).

Earnout Target means the milestones as set forth on Schedule 1.3.

Earnout Target means the number of Qualifying New Contracts set forth on Schedule 1.1(a) under the column “Maximum Earnout Target” with respect to the applicable period.

Earnout Target means Cumulative Revenue of $86,000,000.

Earnout Target means either the First Earnout Target or the Second Earnout Target, as applicable. (x) “First Earnout Amount” shall have the following meaning: (1) if New Enrollments during the First Earnout Period are less than or equal to the First Earnout Threshold, then the “First Earnout Amount” shall mean an amount equal to zero; (2) if New Enrollments during the First Earnout Period are greater than the First Earnout Threshold but less than the First Earnout Target, then the “First Earnout Amount” shall mean an amount equal to $15,000,000, multiplied by a fraction, (x) the numerator of which is the New Enrollments during the First Earnout Period, and (y) the denominator of which is the First Earnout Target; and (3) if New Enrollments during the First Earnout Period are equal to or greater than the First Earnout Target, or if an Earnout Default Event is finally determined pursuant to Section 1.2 to have occurred during the First Earnout Period, then the “First Earnout Amount” shall mean an amount equal to $15,000,000; provided, however, notwithstanding anything else set forth herein, that the First Earnout Amount shall under no circumstances exceed $15,000,000. (xi) “First Earnout Cash Consideration” shall mean an amount of cash equal to (1) the First Earnout Amount multiplied by 66.67% minus (2) the Change in Control Payments payable in connection with the payment of the First Earnout Amount. (xii) “First Earnout Stock Consideration” shall mean a number of shares of Parent Common Stock equal to the quotient of (A) an amount equal to the First Earnout Amount multiplied by 33.33%, divided by (B) the Parent Trading Price. (xiii) “First Earnout Period” shall mean a period of time that commences at 12:01 AM Pacific Time on January 1, 2018 (regardless of whether the Closing should occur prior to or after January 1, 2018) and ends at 11:59 PM Pacific Time on December 31, 2018. (xiv) “First Earnout Target” shall have the meaning set forth in Schedule 1.2(a)(xiv). (xv) “First Earnout Threshold” shall have the meaning set forth in Schedule 1.2(a)(xv). (xvi) “New Enrollments” shall have the meaning set forth in Schedule 1.2(a)(xvi). (xvii) “Second Earnout Amount” shall have the following meaning: (1) if New Enrollments during the Second Earnout Period are less than or equal to the Second Earnout Threshold, then the “Second Earnout Amount” shall mean an amount equal to zero; (2) if New Enrollments during the Second Earnout Period are greater than the Second Earnout Threshold b...

Earnout Target shall have the meaning set forth in Section 1.8(a).