Second Earnout Amount definition

Second Earnout Amount means an amount of cash (and/or the Earnout Shares in the event that Capricorn Sub or any successor entity makes the Share Issuance Election): (A) in the event that Capricorn and its Affiliates (and any successor entity in respect of the Transferred Business) recognizes revenues attributable to FISH Purchase Orders, using the same GAAP accounting definitions, methods, practices and policies as used by Capricorn (or, if applicable, the successor entity) to prepare its audited financial statements in previous reporting years, including, without limitation, the period ended March 31, 2006 (“FISH Revenues”), during the Earnout Period in an amount equal to or in excess of RMB155,470,000 (“Second Earnout Target”), US$20,000,0000; and (B) in the event that Capricorn and its Affiliates (and any successor entity in respect of the Transferred Business) recognizes FISH Revenues during the Earnout Period in an amount less than Second Earnout Target, US$0;
Second Earnout Amount has the meaning given in the Original Sale Agreement;
Second Earnout Amount means an amount equal to zero; (2) if New Enrollments during the Second Earnout Period are greater than the Second Earnout Threshold but less than the Second Earnout Target, then the “Second Earnout Amount” shall mean an amount equal to $15,000,000, multiplied by a fraction, (x) the numerator

Examples of Second Earnout Amount in a sentence

  • The Sellers shall be entitled to (x) a payment of $5,000,000 (the "First Earnout Amount") from Purchaser in the event that Adjusted EBITDA for the First Earnout Period is equal to or in excess of $15,000,000 (the "EBITDA Minimum"), and (y) a payment of $5,000,000 (the "Second Earnout Amount", and together with the First Earnout Amount, if any, collectively the "Earnout Payment") from Purchaser in the event that Adjusted EBITDA for the Second Earnout Period is equal to or in excess of the EBITDA Minimum.


More Definitions of Second Earnout Amount

Second Earnout Amount has the meaning set forth in Section 1.6 above.
Second Earnout Amount means [*].
Second Earnout Amount means $2.5 million.
Second Earnout Amount means an amount equal to $15,000,000, multiplied by a fraction, (x) the numerator
Second Earnout Amount means an amount equal to $15,000,000; provided, however, notwithstanding anything else set forth herein, that the Second Earnout Amount shall under no circumstances exceed $15,000,000. (xviii) “Second Earnout Cash Consideration” shall mean an amount of cash equal to (1) the Second Earnout Amount multiplied by 66.67% minus (2) the Change in Control Payments payable in connection with the payment of the Second Earnout Amount. (xix) “Second Earnout Stock Consideration” shall mean a number of shares of Parent Common Stock equal to the quotient of (A) an amount equal to the Second Earnout Amount multiplied by 33.33%, divided by (B) the Parent Trading Price. (xx) “Second Earnout Period” shall mean a period of time that commences at 12:01 AM Pacific Time on January 1, 2019 and ends at 11:59 PM Pacific Time on December 31, 2019. (xxi) “Second Earnout Target” shall have the meaning set forth in Schedule 1.2(a)(xxi). (xxii) “Second Earnout Threshold” shall have the meaning set forth in Schedule 1.2(a)(xxii). (xxiii) “Triggering Event” shall have the meaning set forth in Schedule 1.2(a)(vi). (b)
Second Earnout Amount means the lesser of the (i) Second Earnout Base and (ii) the difference between (A) Thirteen Million Five Hundred Thousand Dollars ($13,500,000) less (B) the First Earnout Amount.
Second Earnout Amount means $1,250,000.