Second Earnout Payment definition

Second Earnout Payment has the meaning set forth in Section 1.7(c)(i).

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Second Earnout Payment shall have the meaning set forth in Section 2(f)(ii).

Examples of Second Earnout Payment in a sentence

If the Second Year Achieved Revenue is less than the sum of First Year Achieved Revenue plus the product that results from multiplying First Year Achieved Revenue by .20, then the Second Earnout Payment shall be equal to zero.
However, if the Second Year Achieved Revenue is greater than or equal to the sum of First Year Achieved Revenue plus the product that results from multiplying First Year Achieved Revenue by .20, but less than the Second Year Target Revenue, then the Second Earnout Payment shall calculated by multiplying the Maximum Earnout Payment for the Second Year Period by the Second Year Factor.
The Second Earnout Payment shall be in the form of cash and/or ADS Stock, the proportional amount to be determined by ADS, having a value of 4.0 times the EBITDA for the Second Earnout Period, minus $450,000 (the "Second Earnout Amount").
The date of the Second Earnout Payment, if any, shall not be later than December 15, 2000, or within ten (10) days after any dispute under Section 3.7 is finally resolved, whichever is later.
The date upon which the Second Earnout Payment is required to be delivered by ADS to the Stockholders shall be referred to herein as the "Second Earnout Date".

More Definitions of Second Earnout Payment

Second Earnout Payment means the following: (A) if the Adjusted EBITDA for the Second Performance Period is less than BRL$95,000,000, an amount equal to BRL$0; (B) if the Adjusted EBITDA for the Second Performance Period is equal to or greater than BRL$95,000,000 and less than the Second Earnout Target, an amount equal to (x) BRL$85,000,000 minus (y) the difference between the Second Earnout Target less such Adjusted EBITDA for the Second Performance Period; (C) if the Adjusted EBITDA for the Second Performance Period is equal to the Second Earnout Target, an amount equal to BRL$85,000,000; and (D) if the Adjusted EBITDA for the Second Performance Period is greater than the Second Earnout Target, an amount equal to (x) BRL$85,000,000 plus (y) the product of (i) 0.5 multiplied by (ii) the amount by which such Adjusted EBITDA for the Second Performance Period exceeds the Second Earnout Target; provided, however, that in no event will the Second Earnout Payment exceed BRL$130,000,000.

Second Earnout Payment is defined in Section 1.4(a).

Second Earnout Payment means an amount in cash equal to $250,000.

Second Earnout Payment means (i) the Maximum Earnout Payment MINUS (ii) the sum of (a) the applicable Class B Earnout Payment Deduction PLUS (b) the applicable Class C Earnout Payment Deduction.

Second Earnout Payment has the meaning set forth in Schedule I.

Second Earnout Payment has the meaning set forth in Section 2.06(d). “Selected Employees” means those Business Employees identified on Schedule 3.13(a). “Seller” has the meaning set forth in the Preamble. “Seller Group Members” means Seller and any Affiliates thereof, and their respective successors and assigns. “Seller Intellectual Property Assignment” has the meaning set forth in Section 10.07.

Second Earnout Payment means additional consideration in an amount equal to the lesser of (i) $******, minus the aggregate amount (if any) paid to Seller in respect of the ******, and (ii) the amount by which Purchaser’s *******after deduction of the aggregate amount (if any) paid to Seller during such period in respect of ******. The Second Earnout Payment shall be payable in cash and Common Stock, as follows: (i) cash in an amount equal to ******; and (ii) a number of shares of Common Stock equal to (x) ***** of the total dollar value of the *****, divided by (y) the then applicable Average Price.