Second Installment Period definition
Examples of Second Installment Period in a sentence
Any Incremental Revenue earned after the Second Installment Period will not attract the Level 2 Multiple.
Example Assuming the Accumulated Revenue for the Second Installment Period is $13,000,000 and the Accumulated Revenue for the Third Installment Period is $12,000,000, the Tranche 3 Installment shall be zero.
Third Installment, calculated as set forth above, is [*], and (ii) the aggregate Merchant Business Gross Revenue for the Second Installment Period and the Third Installment Period is equal to or exceeds [*], the Catch-Up Payment to be made by Purchaser to Sellers in accordance with this Section 3.1(b) shall be equal to [*] (the amount resulting by subtracting [*] from the [*]).
Example: Assuming the Accumulated Revenue for the First Installment Period is $20,000,000 and the Accumulated Revenue for the Second Installment Period is $19,000,000, the First Installment and the Second Installment shall be zero.
If there is a Sale of Buyer or the Business after the Closing but before the end of the Second Installment Period, no Earn-Out Consideration shall be payable with respect to the fiscal year in which the Sale of Buyer or the Business occurs or with respect to any subsequent fiscal year.
Once part of the Incremental Revenue is used in the calculation of the First Installment, then such part will no longer be available for use against such Level Multiple in the calculation of the Second Installment Period.
Any portion of the Stockholders’ Representative Fund not expended at the end of the Second Installment Period shall be distributed promptly by the Stockholders’ Representative to SCP and the Stockholder Parties as set forth in Section 2.2(a).