Earnout Threshold definition

Earnout Threshold has the meaning set forth in Section 2.15(a).

Earnout Threshold means, with respect to any Earnout Measurement Period an amount equal to $165,000,000.

Earnout Threshold means, for a given Calculation Period, the sum of the figures in the column marked “Earnout Threshold Revenue” on Schedule 3.10 attached hereto for each of the 12 months in that Calculation Period.

Examples of Earnout Threshold in a sentence

• After receipt of the Earnout Calculation Statement, and only in the event that the Earnout Calculation Statement provides that the 2016 Revenues do not equal or exceed the Earnout Threshold, Seller shall have up to thirty (30) days (the “Earnout Review Period”) to review the Earnout Calculation Statement.

• The contingent consideration was measured on the date of acquisition at a fair value of $49,169 based on management’s judgment as to the probability and timing of achievement of the Earnout Threshold.

• If the Earnout Calculation Statement provides that the 2016 Revenues equal or exceed the Earnout Threshold, Seller shall notify Buyer, no later than two (2) Business Days following the final determination of the Earnout Calculation Statement, of Seller’s desired Earnout Payment type (the “Earnout Election Notice”).

• If the Company achieves the Earnout Threshold in any of the calendar years ending December 31, 2016, 2017 or 2018 (each, an “ Earnout Period”), then the Sellers shall be entitled to receive the Earnout Payment for such Earnout Period; provided, that the maximum amount of any single Earnout Payment shall be One Million U.S. Dollars ($1,000,000), for a maximum amount of Earnout Payments payable with respect to all Earnout Periods under this Section 1.6 of Three Million U.S. Dollars ($3,000,000).

• If the EBITDA equals or exceeds the EBITDA Earnout Threshold, all of the Series B-3 Common Stock shall vest (the “ Second EBITDA Change of Control Vesting Event”) immediately prior to the consummation of such Change of Control and shall convert into shares of Class A Common Stock in accordance with Section 8.3(a).

More Definitions of Earnout Threshold

Earnout Threshold has the meaning ascribed thereto in Section 2.01(g).

Earnout Threshold means the Initial Earnout Period Threshold, in the case of the Initial Earnout Period, and the Subsequent Earnout Period Threshold, in the case of the Subsequent Earnout Period.

Earnout Threshold shall have the meaning given to such term in Section 2.3(b) hereof.

Earnout Threshold means, as to the First Earnout, the Company reaching an ARR equal to or greater than $12,000,000 for Fiscal Year 2023, and as to the Second Earnout, the Company reaching an ARR equal to or greater than $20,000,000 Fiscal Year 2024.

Earnout Threshold means $150 million minus all commercial revenue for the period beginning on the date [***] through the Closing Date as set forth on Schedule 1(u), which has been prepared in accordance with GAAP and Isis’ internal controls and procedures for financial reporting.

Earnout Threshold means $140 million minus all commercial revenue for the period beginning on [***], as set forth on Exhibit B, which has been prepared in accordance with GAAP and Isis’ internal controls and procedures for financial reporting and delivered pursuant to Section 8.17.

Earnout Threshold has the meaning set forth on Schedule 2.9.