Examples of Third Year Period in a sentence
For the avoidance of doubt, nothing in Section 6.2(e)(iii) or this Section 10.6 shall be construed to be (x) a representation by Avaya regarding its projection of subscription fees to be collected or received by Avaya or its applicable Subsidiary that are attributable to the Licensed Products in any period of time following the Third Year Period, or (y) a damage that would otherwise be subject to the cap on damages set forth in Section 10.4.
If prior to the Third Year Period, the ------------------------ Parent Shares shall be recapitalized or reclassified or Parent shall effect any stock dividend, stock split, or reverse stock split of Parent Shares, then the shares of Parent Shares to be issued as Merger Consideration under this Agreement, shall be proportionately and equitably adjusted to reflect any increase or decrease in the number of shares of Parent Shares resulting from such corporate event.
Following the end of the Third Year Period, if the Third Year Earn-Out Net Income exceeds the greater of (a) the Additional Consideration Target, (b) the First Year Earn-Out Net Income and (c) the Second Year Earn-Out Net Income (the amount of such excess, the “Third Year Excess Amount”), then Parent shall pay to the Members an amount equal to the Third Year Excess Amount in accordance with Section 2.9(c)(v).
Hibben will be elected as President and as a director of the Surviving Corporation immediately after the Closing and shall be entitled to serve in those positions from the closing through the Third Year Period.
The subsequent payment corresponding to the Third Year Period (the “Third Earnout Payment”), shall be the Third Earnout Payment for the Third Year Period, provided that the Third Year Achieved Revenue and the Minimum Gross Margin is greater than or equal to the Third Year Target Revenue and the Minimum Gross Margin.
If the Third Year Achieved Revenue is: (i) less than the Third Year Target Revenue, and (ii) less than the Minimum Gross Margin, then the Earnout Payment for the Third Year Period shall be equal to zero.
If prior to the Third Year Period, the ------------------------ Parent Shares shall be recapitalized or reclassified or Parent shall effect any stock dividend, stock split, or reverse stock split of Parent Shares, then the shares of Parent Shares to be issued as Merger Consideration or Additional Parent Shares under this Agreement, shall be proportionately and equitably adjusted to reflect any increase or decrease in the number of shares of Parent Shares resulting from such corporate event.
The Parent ---------------------------------------------------- Shares issued to the Shareholders as part of the Merger Consideration shall be reduced for the First Year Period, the Second Year Period, and/or the Third Year Period, as applicable, by such number as is calculated by application of the following formula: (PCI/ HTP) + SO = DPS PCI = Parent Capital Investment HTP = The Highest Average Trading Price.
The maximum number of Second Year Shares issuable shall be 125,000 minus the First Year Shares; and (4) if the Surviving Corporation generates Gross Revenues of at least $1,400,000 (the "Third" Year Base@) during the twelve (12) months following the Second Year Period (the "Third Year Period"), then the Shareholder shall receive .0446425 additional Parent Shares for each $1 of Gross Revenues generated above the Third Year Base during the Third Year Period (the "Third Year Shares").