Common use of Acquisitions Involving Earn-Outs or Multiple Payments Clause in Contracts

Acquisitions Involving Earn-Outs or Multiple Payments. Notwithstanding Section 1(a) or Section 1(c) of this Article FOURTH, in the event of a Deemed Liquidation in which (y)(1) the consideration (to be) received or (to be) paid does not occur at a single closing, but instead occurs (or is to occur) on more than one occasion (e.g., in a transaction involving earn-out payments) and (2) the up front payment (to be) received at the closing is less than the aggregate Preferred Stock Liquidation Payments and/or (z) any portion of the consideration (to be) payable to the stockholders of the Corporation is placed into an escrow, held back and/or is payable to the stockholders of the Corporation subject to contingencies, then in lieu of the amounts and priorities set forth in Section 1(a) of this Article FOURTH, distributions to the holders of Series B Preferred Stock, Series A Preferred Stock or Seed Preferred Stock, as applicable, shall be made in accordance with the following priorities as such consideration is received:

Acquisitions Involving Earn-Outs or Multiple Payments. Notwithstanding Section 1(a) or Section 1(c) of this Article FOURTH, in the event of a Deemed Liquidation in which (y)(1) the consideration (to be) received or (to be) paid does not occur at a single closing, but instead occurs (or is to occur) on more than one occasion (e.g., in a transaction involving earn-out payments) and (2) the up front payment (to be) received at the closing is less than the aggregate Preferred Stock Liquidation Payments and/or (z) any portion of the consideration (to be) payable to the stockholders of the Corporation is placed into an escrow, held back and/or is payable to the stockholders of the Corporation subject to contingencies, then in lieu of the amounts and priorities set forth in Section 1(a) of this Article FOURTH, distributions to the holders of Series C Preferred Stock, Series B Preferred Stock, Series A Preferred Stock or Seed Preferred Stock, as applicable, shall be made in accordance with the following priorities as such consideration is received: