Second Earnout Payment definition

Second Earnout Payment has the meaning set forth in Section 3.1(b)(ii)(C).

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

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.

Examples of Second Earnout Payment in a sentence

• For illustrative purposes only, if Immunetrics Revenue during the First Performance Period equals $5,650,000, such that the First Earnout Payment is only $2,500,000 (with $1,500,000 of the First Tranche unpaid) and Immunetrics Revenue during the Second Performance Period equals $8,650,000, the Second Earnout Payment will equal $4,000,000 and the Catch-Up Payment will equal $1,500,000 as the Catch-Up Cap applies.

• If the aggregate of the 1997 Revenue, the 1998 Revenue and the 1999 Revenue is at least Sixty Million, Five Hundred Thousand Dollars ($60,500,000) ("Third Threshold") then there shall be an Earnout Payment equal to percent (5%) of the amount by which the aggregate of the 1997 Revenue, the 1998 Revenue and the 1999 Revenue exceeds the Third Threshold, minus the amount of the First Earnout Payment and the amount of the Second Earnout Payment ("Third Earnout Payment").

• The Earnout Statement for the Second Earnout Payment shall be conclusive on the parties hereto absent manifest error.

• The Second Earnout Payment, if any, shall be paid by wire transfer of immediately available funds to the account to which the Closing Consideration is paid within five Business Days after delivery of the Earnout Statement for the Second Earnout Payment.

• If Sales for Earnout Period 2 exceed 32, then the Second Earnout Payment would include an amount equal to (i) the number of Sales for Earnout Period 2 divided by 40 times (ii) the Target for this MBO, but in no case shall the Second Earnout Payment exceed 150% of the Target for this MBO.

More Definitions of Second Earnout Payment

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.

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 is defined in Section 1.4(a).

Second Earnout Payment. See Section 4.7(b) hereof.

Second Earnout Payment means (i) a number of shares of Parent Common Stock equal to $1.75 million divided by the Trading Price plus (ii) an amount of cash equal to $1.75 million.

Second Earnout Payment shall have the meaning set forth in Section 4.06(a).

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