Permitted Earnouts definition

Permitted Earnouts means, with respect to a Loan Party, any obligations of such Loan Party arising from a Permitted Acquisition which are payable to the seller based on the achievement of specified financial results over time and are subject to subordination terms (or a Subordination Agreement in favor of Agent and Lenders) reasonably acceptable to Agent.

Permitted Earnouts of a Person means any earnout payment or similar obligations of such Person incurred in connection with an Acquisition.

Permitted Earnouts means, with respect to a Loan Party, any obligations of such Loan Party arising from a Permitted Acquisition which are payable to the seller based on the achievement of specified financial results over time and, if in excess of $2,000,000, are subject to subordination terms (or a Subordination Agreement in favor of Agent and Lenders) reasonably acceptable to Agent.

Examples of Permitted Earnouts in a sentence

• For purposes hereof, “Fixed Charges” shall mean, for any period of determination thereof on a consolidated basis, the sum of (i) scheduled or required principal payments on all Indebtedness for borrowed money during such period, plus (ii) all operating lease payments (including rent) during such period, plus (iii) cash interest expense for such period, plus (iv) any cash payments of Permitted Earn-outs payable (other than the First Choice Earn-outs) during such period.

• For purposes hereof, “Fixed Charges” shall mean, for any period of determination thereof on a consolidated basis, the sum of (i) scheduled or required principal payments on all Indebtedness for borrowed money, plus (ii) all operating lease payments (including rent), plus (iii) cash interest expense, plus (iv) any cash payments of Permitted Earn-outs payable.

• For purposes hereof, “Fixed Charges” shall mean, for any period of determination thereof on a consolidated basis, the sum of (i) scheduled or required principal payments on all Indebtedness for borrowed money, plus (ii) all operating lease payments (including rent), plus (iii) cash interest expense, plus (iv) any cash payments of Permitted Earn-outs.

• A list of those schedules appears below: Schedule Description Schedule 1 Lenders and Commitments Schedule 2 Guarantors Schedule 3 Mortgaged Real Property Schedule 4 Permitted Earnouts Schedule 5.11 Title to Property, etc.

• For purposes hereof, “Fixed Charges” shall mean, for any period of determination thereof on a consolidated basis, the sum of (i) scheduled or required principal payments on all Indebtedness for borrowed money, plus (ii) all operating lease payments (including rent), plus (iii) cash interest expense, plus (iv) any cash payments of Permitted Earn-outs payable (other than the First Choice Earn-outs).

More Definitions of Permitted Earnouts

Permitted Earnouts means, for any period, any obligation (other than obligations relating to any working capital adjustment or similar purchase price adjustment) of the Borrower or any Restricted Subsidiary to any Person (or an Affiliate of or successor to such Person) arising before or after the Closing Date that is (or, prior to a determination of the amount thereof, was) based on the financial performance of the Borrower or any Restricted Subsidiary and that is in substance, an amount owing on account of the unpaid portion of the purchase price for (a) Capital Stock of any Restricted Subsidiary, or (b) assets comprising the business, or a portion thereof, of the Borrower or any Restricted Subsidiary which, in either case, was acquired from such Person or an Affiliate of such Person; provided, however that, such obligations shall be unsecured and expressly subordinated to the Obligations on terms satisfactory to the Administrative Agent and the Required Lenders in their sole discretion.

Permitted Earnouts means, with respect to a Company, any unsecured obligations of such Company arising from a Permitted Acquisition (or other Acquisition permitted hereunder or consummated with the consent of Required Lenders) which are payable to the seller based on the achievement of specified financial results over time and, if payable by any Loan Party, are subject to subordination terms (or a subordination agreement in favor of Agent) in favor of the Obligations reasonably acceptable to Agent.

Permitted Earnouts means, for any period, any obligation (other than obligations relating to any working capital adjustment or similar purchase price adjustment) of the Borrower or any Restricted Subsidiary to any Person (or an Affiliate of or successor to such Person) arising before, on or after the Closing Date that is (or, prior to a determination of the amount thereof, was) based on the financial performance of the Borrower or any Restricted Subsidiary and that is in substance, an amount owing on account of the unpaid portion of the purchase price for (a) Capital Stock of any Restricted Subsidiary, or (b) assets comprising the business, or a portion thereof, of the Borrower or any Restricted Subsidiary which, in either case, was acquired from such Person or an Affiliate of such Person; provided, however that, such obligations shall be unsecured.

Permitted Earnouts of a Person means any earnout payment or similar obligations of such Person incurred in connection with an Acquisition. “Permitted Encumbrances” means:

Permitted Earnouts means, for any period, any obligation (other than obligations relating to any working capital adjustment or similar purchase price adjustment) of the Borrower or any Restricted Subsidiary to any Person (or an Affiliate of or successor to such Person) arising before, on or after the Restatement Effective Date that is (or, prior to a determination of the amount thereof, was) based on the financial performance of the Borrower or any Restricted Subsidiary and that is in substance, an amount owing on account of the unpaid portion of the purchase price for (a) Capital Stock of any Restricted Subsidiary, or (b) assets comprising the business, or a portion thereof, of the Borrower or any Restricted Subsidiary which, in either case, was acquired from such Person or an Affiliate of such Person; provided, however that, such obligations shall be unsecured.

Permitted Earnouts means, with respect to a Company, any unsecured obligations of such Company arising from a Permitted Acquisition (or other Acquisition permitted hereunder or consummated with the consent of Required Cash Collateral Providers) which are payable to the seller based on the achievement of specified financial results over time and, if payable by any Loan Party, and are subject to subordination terms (or a subordination agreement in favor of Agent) in favor of the Obligations reasonably acceptable to Agent.

Permitted Earnouts means, with respect to the Borrower or any Subsidiary thereof, any unsecured obligations of such Person arising from a Permitted Acquisition which are payable to the applicable seller based on the achievement of specified financial results over time and, if payable by any Loan Party, are subject to subordination terms (or a subordination agreement in favor of the Administrative Agent) in favor of the Obligations reasonably acceptable to the Administrative Agent. “Permitted Holder” means the Specified Guarantor. “Permitted Indebtedness” has the meaning specified in Section 7.02. “Permitted Intercompany Advances” means: (a) any unsecured loans and/or advances made by a Loan Party to another Loan Party or any Guarantees incurred by a Loan Party with respect to Permitted Indebtedness of another Loan Party; (b) any unsecured loans and/or advances made by a Non-Loan Party to another Non- Loan Party or any Guarantees incurred by a Non-Loan Party with respect to Permitted Indebtedness of another Non-Loan Party; (c) (i) any unsecured loans and/or advances made by a Non-Loan Party to a Loan Party, provided that any such loans and/or advances must be Subordinated Debt, or (ii) any unsecured Guarantee incurred by a Non-Loan Party with respect to Permitted Indebtedness of a Loan Party, provided that any reimbursement or contribution obligations of the Loan Party with respect thereto shall be evidenced by, and subject to the terms of, the Global Intercompany Note; (d) any unsecured loans and/or advances made by a Loan Party to a Non-Loan Party so long as the aggregate amount of all such loans and/or advances made in any fiscal year, does not