Earnout Threshold definition

Earnout Threshold has the meaning set forth in Section 2.06(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 figure at the intersection of the row for that Calculation Period and the column marked “Earnout Threshold Revenue” on Schedule 3.10.”

Examples of Earnout Threshold in a sentence

• In no event shall Shareholder become entitled to retain (w) with respect to any Earnout Event, an excess of 900,000 Purchaser Shares, (x) with respect to all Earnout Events, an excess of 2,700,000 Purchaser Shares, or (y) any Earnout Shares for a Calculation Period if the Measured Performance Level for such Calculation Period does not exceed the Earnout Threshold for such Calculation Period.

• 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.

• For the avoidance of doubt, in the event the Annual Gross Margin for any Earnout Measurement Period does not exceed the Earnout Threshold then such deficit shall not be carried over to any subsequent Earnout Measurement Period.

• 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”).

• 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.

More Definitions of Earnout Threshold

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 $220,000,000, as may be reduced in connection with an Exit Event or a [Redacted – Commercially Sensitive Information – Projects Subject to Earnout] Project Exit pursuant to Section 2.2. [Redacted - Commercially Sensitive Information - Projects Subject to Earnout]

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 that, for the Earnout Period, (i) the EBITDA Margin is no less than the Earnout Target EBITDA Margin, and (ii) the Surviving Corporation’s Cash Flow from Operating Activities is greater than Zero Dollars ($0).

Earnout Threshold has the meaning set forth in Schedule 1.6.

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

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.