Second Contingent Payment definition

Second Contingent Payment has the meaning set forth in Section 7.3.
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Second Contingent Payment has the meaning set forth in Section 1.4(b).
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Second Contingent Payment means, on the Second Contingent Payment Measurement Date, an amount equal to the product of (i) the Contingent Payment Adjusted EBITDA Multiple, determined at the Second Contingent Payment Measurement Date, multiplied by (ii) the trailing twelve months Adjusted EBITDA of the Surviving Corporation for the Second Contingent Period, less (b) the sum of (I) $45,000,000 plus (II) the aggregate amount of the First Contingent Payment, if any.
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Examples of Second Contingent Payment in a sentence

  • The Second Contingent Payment cannot be less than Zero Dollars and No Cents ($0.00).

  • If cumulative Opt-Out Costs and Indemnification Costs do not exceed Fourteen Million Dollars and No Cents ($14,000,000.00) as of the Second Contingent Payment Determination Date, then the Second Contingent Payment due, if any, shall be determined pursuant to the table immediately above.

  • If this occurs, the Second Contingent Payment shall be reduced by one dollar for every one dollar of cumulative Opt-Out Costs and Indemnification Costs that exceed Fourteen Million Dollars and No Cents ($14,000,000.00), up to the entire amount of Contingent Payment that otherwise would be due.

  • The Second Contingent Payment, if any, shall be paid fifteen (15) days thereafter.

  • The Second Contingent Payment Determination Date shall be the Final Settlement Agreement Effective Date plus two years.


More Definitions of Second Contingent Payment

Second Contingent Payment means an amount based on 2007 EBITDA determined according to the table and principles set forth in Schedule 2.6; provided that in no event will the Second Contingent Payment be less than $2,000,000.
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Second Contingent Payment means the payment to be made to Seller as calculated under and pursuant to Schedule 2.8(a) and due following the Second Measurement Period.
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Second Contingent Payment has the meaning ascribed to such term in Section 2.9(b)(i).
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Second Contingent Payment means the amount by which the New Send EBITDA for the 12- month period beginning on the first day of the calendar month immediately following the first anniversary of the Closing Date exceeds $2,250,000.00, but in no event shall the Second Contingent Payment exceed $2,500,000.00.
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Second Contingent Payment means the amount by which the NEWCO EBITDA for the 12 month period beginning on the first day of the calendar month immediately following the first anniversary of the Closing Date exceeds $3,000,000, but in no event shall the Second Contingent Payment exceed $3,000,000.
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Second Contingent Payment means an amount equal to $15,000,000.
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Second Contingent Payment is defined in Section 2.5(b)(i) of this Agreement.
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