Examples of Second Anniversary Payment in a sentence
If the First Anniversary Payment is either zero or completely offset against obligations of Seller, then no obligation of Seller shall arise until after the Second Anniversary Payment is calculated.
The Shareholders hereby appoint the Principal Shareholders as their representatives and agents (the "Shareholder Representatives") for all purposes --------------------------- related to the collection, receipt and disbursement of the Initial Payment, the First Anniversary Payment, and the Second Anniversary Payment.
As a part of this acquisition, we have agreed to make a First Anniversary Payment equal to 20 times the ARR based on the month preceding the anniversary, less $12.5 million, and a Second Anniversary Payment equal to 15 times the ARR for customers as of the first anniversary based on the month preceding the second anniversary, less the prior ARR at the first anniversary.
With respect to the Second Anniversary Payment and the Third Anniversary Payment, Purchaser will pay interest on the amount of each unpaid portion of each payment for the period beginning on the day after the Second Anniversary Date and the Third Anniversary Date, as applicable, and continuing through the date of payment.
Concurrently with the payment of each of the First Anniversary Payment, the Second Anniversary Payment and the Third Anniversary Payment, Buyer shall give written notice to the Seller Representative, reasonably detailing CBIZ’s determination of the cash that the Sellers are entitled to receive as the First Anniversary Payment, Second Anniversary Payment or Third Anniversary Payment, respectively (each, a “Post-Closing Payment” and collectively, the “Post-Closing Payments”).
If [**] is equal to or less than [**] then no Second Anniversary Payment shall be owed to the Sellers.
The parties agree that such $27,266 payment shall be treated as an excess payment pursuant to Section 1.3(d)(i) which will result first in a reduction in the amount of the Third Anniversary Payment and thereafter a reduction in the Second Anniversary Payment.
In consideration of the conveyance to Purchaser of the Transferred Assets and the other rights granted to Purchaser pursuant hereto and subject to the conditions and in accordance with terms hereof, Purchaser shall (a) pay (i) the Closing Date Payment, (ii) the First Anniversary Payment, (iii) the Second Anniversary Payment, and (iv) the Conditional Payment, subject to Articles 9 and 10 (collectively, the "Purchase Price") and (b) assume the Assumed Liabilities.
Three Thousand Three Hundred Thirty-Three Dollars ($5,333,333) on the second anniversary of the date of this Agreement, (the "Second Anniversary Payment"), payable by wire transfer of immediately available funds to the Account.
At the discretion of the Company, all -------------- of the First Anniversary Payment, Second Anniversary Payment or Third Anniversary Payment may be paid in either shares of Suburban Stock or cash at the election of the Company, provided that such shares may be issued in each such case without registration under the Securities Act or state blue sky laws.