Maximum Earnout Amount definition

Maximum Earnout Amount means One Hundred Fifty Million Dollars ($150,000,000).

Maximum Earnout Amount has the meaning set forth in Section 2.7(g)(vii).

Maximum Earnout Amount has the meaning set forth in Section 1.11(c).

Examples of Maximum Earnout Amount in a sentence

• If there is a Taking or an Event of Loss during the Earnout Period, Buyer shall be entitled to receive eighty percent (80%) of any condemnation award received by the Company or Seller for such Taking and one hundred percent (100%) of any insurance proceeds attributed to such Event of Loss that are not used by the Company to restore, repair or replace any damaged property or assets, and any such amount(s) received by Buyer shall be deemed an Earnout Payment credited against the Maximum Earnout Amount.

• For the avoidance of doubt, the Maximum Earnout Amount to be paid in this acceleration scenario will remain $12 million and the Excess Earnout Amount provisions set forth in Section 2.8(b) will remain in effect.

• In the event that Buyer and Seller are unable to reach agreement on the Change in Control Share Consideration Amount prior to the occurrence of a Change in Control, the Change in Control Share Consideration Amount shall be equal to the Maximum Earnout Amount and be made in the form of FM Ordinary Shares (the "Maximum Earnout Share Consideration").

• To the extent that any provision of this Section 2.7 would otherwise require Buyer to make an Earnout Payment resulting in Buyer paying Earnout Payments that, in the aggregate, exceed the Maximum Earnout Amount, Buyer shall be entitled to reduce such Earnout Payment such that the Maximum Earnout Amount is not exceeded, and no further Earnout Payment shall be due or payable to the Company Holders thereafter.

• Upon (i) distributing Earnout Payments equal to the Maximum Earnout Amount, (ii) the payment of the Earnout Payment with respect to Earnout Year Five or (iii) the consummation of an Extraordinary Transaction and the payment to the Company Holders of the amounts specified in Section 2.7(l), Buyer’s obligation to make any additional or future Earnout Payments pursuant to the terms and conditions of this Agreement shall cease and the rights of the Company Holders to receive Earnout Payments shall terminate.

More Definitions of Maximum Earnout Amount

Maximum Earnout Amount means $14,600,000.

Maximum Earnout Amount means Thirty Five Million Dollars (CAD$35,000,000).

Maximum Earnout Amount means (A) $30,000,000 minus (B) fifty−percent (50%) of the aggregate amount of any Company EBITDA Losses.

Maximum Earnout Amount means $15,000,000. The Maximum Earnout Amount shall be adjusted pursuant to Section 2.2 (b)(iv).

Maximum Earnout Amount for each applicable Level shall be calculated by multiplying the Incremental Adjusted EBITDA applicable to such Level (column (3) in the chart above) by the Applicable Earnout Multiple applicable to such Level (column (4) in the chart above).

Maximum Earnout Amount means Four Hundred Million Dollars ($400,000,000).

Maximum Earnout Amount has the meaning set forth in Section 6.2. “Memorandum(s) of Real Property Interest Assignment and Assumption Agreement(s)” has the meaning set forth in Section 11.2.2.5.