Earn-Outs. The Company shall issue to the Initial Members and JDI (pro rata in accordance with their respective percentages set forth opposite their names under the heading “Earn-Out Sharing Percentage” on Schedule I (the “Earn-Out Sharing Percentages”)) up to an aggregate of Seven Million (7,000,000) Units (the “Earn-Out Payment”) upon the Company meeting certain performance targets as follows:
Earn-Outs all earn-outs and similar deferred consideration that is paid in cash during such Rolling Period pursuant to any acquisition of Holdings or its Subsidiaries that was consummated during or prior to such Rolling Period. $
Earn-Outs. Pay or otherwise advance, directly or indirectly, any fees, amounts, distributions, payment or other distribution of assets, properties, cash, rights, earn-outs or obligations to NSN or its Subsidiaries in connection with the MAA when the Borrower is not compliant with Section 6.12 or an Event of Default exists and is continuing or would or could result from the making of such payment.
Earn-Outs. Fund any earn-out payable in respect of the MC Assembly Acquisition with the proceeds of any Indebtedness other than the Term Loan B.
Earn-Outs. In addition to the Purchase Price, under certain circumstances, as further described in Section 9 hereof, the Buyer may be required to pay to the Seller certain additional amounts.
Earn-Outs. EBITDA TARGETS AND CALCULATIONS
Earn-Outs. Each of XXXXX and XXXXXXX shall be entitled to an earn-out of the first one hundred and ten thousand dollars ($110,000) of EBITDA per year (Earnings Before Interest, Tax, Depreciation and Amortization) from Vapolution, Inc. sales to be split equally amongst XXXXX and XXXXXXX (50% each) for a period of ten (10) years following the execution of this agreement (“earn-out period”).
Earn-Outs. (a) Subject to the terms and conditions of this Section 1.11, following the Closing, and as additional consideration for the Second Merger, within five (5) Business Days after the occurrence of a Triggering Event, New Pubco shall issue to each Company Stockholder identified on the Allocation Schedule (the “Share Price Earn Out Recipient”), the following amount of Share Price Earn Out Shares (which shall have a customary Securities Act restrictive legend) in accordance with such Company Stockholder’s respective Pro Rata Share:
Earn-Outs. Enter into any agreement providing for any Earn-Out with respect to any Acquired Business other than:
Earn-Outs. Subject to the terms of the Sony Sale Agreement, any portion of the Holdback Amount that is not used to satisfy indemnification obligations of the Credit Parties under the Sony Sale Agreement shall, when otherwise due and payable to the Borrower, be paid directly to the Administrative Agent for the benefit of the Lenders as a repayment of the Term Loan on a pro rata basis across the remaining principal payments set forth in Section 2.2(b) (with any excess to be applied in the order specified in Section 2.7(b)(vi)(B) hereof). Once annually, commencing on June 30, 2009, the Borrower shall notify the Administrative Agent of the aggregate amount of indemnification claims asserted and payments made under the Sony Sale Agreement.
