Cash Earnout Amount definition

Cash Earnout Amount means $4,000,000.
Sample 1
Cash Earnout Amount means Two Million Dollars ($2,000,000).
Sample 1
Cash Earnout Amount. “ means an amount equal to [***] United States Dollars ($[***]). In the event that the Company’s ARR at the end of any given calendar month during the Earnout Period equals or exceeds the Target ARR, the Cash Earnout Amount shall be paid to the Cash Earnout Holders in accordance with this paragraph and Section 2.06(d) below. For the avoidance of doubt, each Cash Earnout Holder’s share of the Cash Earnout Amount that otherwise would be deemed due and payable in accordance with this Section 2.06(b)(ii) shall be paid in accordance with Section 2.06(d) only if such Cash Earnout Holder is an active employee of the Company in good standing on the date that such payment becomes due and payable, unless such Cash Earnout Holder is no longer an active employee because such Cash Earnout Holder has resigned for Good Reason or was terminated other than for Cause prior to the date that such payment becomes due and payable.
Sample 1

Examples of Cash Earnout Amount in a sentence

  • Some of the relevant events and some of the steps in that protracted litigation are described in the judgment of the Court of Appeal, reported as Raja v Van Hoogstraten (No 9) [2009] 1 WLR 1143.

  • Any parking permit may be revoked by the Executive Director, People Culture and Campus if the holder thereof commits any offence against these regulations.

  • Buyer and Parent (as its interest may appear) hereby waive their right to withhold and set-off against the Cash Earnout Amount reflected in the Note the amount of any claim for indemnification or payment of Losses or any amounts payable by Seller to Buyer as set forth in Section 2.8(b)(iv) thereof, which such sub-paragraph (iv) shall be deemed to be deleted from the Purchase Agreement in its entirety.

  • Subject to the adjustment provisions set forth below in this Section 2, elsewhere in the Agreement and in the Escrow Agreement, the consideration for the transactions contemplated by this Agreement (the "Purchase Price") shall be (i) the Cash Consideration, (ii) the Installment Amount and (iii) either the Seller Earnout Shares or the Alternative Cash Earnout Amount.

  • Subject to the adjustment provisions set forth below in this Section 2, elsewhere in the Agreement and in the Escrow Agreement, the consideration for the transactions contemplated by this Agreement (the “Purchase Price”) shall be (i) the Cash Consideration, (ii) the Cash Earnout Amount and (iii) either the Seller Earnout Shares or the Alternative Cash Earnout Amount.

  • Upon any distribution of the Cash Earnout Amount or the Alternative Cash Earnout Amount, if applicable, in addition to receipt of such Amount, the Escrow Agent shall deliver the pro rata balance of the related accumulated earnings to the recipients thereof.

  • Note that SDN is not a necessity but a suitable tool which offers flexible and upgradable solutions.

  • After an Earnout Determination Date, the Equity Earnout Shares or the Cash Earnout Amount, as the case may be, paid to Earnout Holders shall be subject to clawback by the Buyer if (i) the calculation of the Company’s ARR was inaccurate or misstated and (ii) such inaccuracy is attributable to fraud or intentional misconduct of Earnout Holders.

  • Due to this increased demand coupled with the limited resources and labor market, timeframes for repairs and redevelopment are being projected beyond the duration allowed for Temporary Emergency Housing by the Monroe County Comprehensive Plan and Monroe County Code.

  • Upon the terms and conditions of the Lease, Landlord leases to Tenant, and Tenant leases from Landlord, the Eighth Floor Space and the nonexclusive right to use the Common Areas, subject to all of the terms and conditions of the Lease (including the Rules and Regulations).


More Definitions of Cash Earnout Amount

Cash Earnout Amount has the meaning set forth in Section 2.06(b)(i).
Sample 1

Related to Cash Earnout Amount

  • Earnout Amount has the meaning set forth in Section 2.7(a).

  • Earn-Out Amount has the meaning set forth in Section 2.07(a).

  • Earnout Payment has the meaning set forth in Section 2.3(b).

  • Cash Amount means an amount of cash equal to the Value on the Valuation Date of the Shares Amount.

  • Closing Cash Amount has the meaning set forth in Section 2.2.

  • Closing Cash Payment has the meaning set forth in Section 2.06(a).

  • Earn-Out Payment has the meaning set forth in Section 2.5(a).

  • Earnout Payments has the meaning specified in Section 2.7.

  • Minimum Cash Amount shall have the meaning set forth in Section 6.2(iv).

  • Earnout Consideration shall have the meaning specified in Section 2.03(b).

  • Earn-Out Consideration is defined in Section 2.5(c).

  • Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.

  • Closing Cash Consideration has the meaning set forth in Section 2.6(a)(i).

  • Cash Payment has the meaning set forth in Section 2.2(b).

  • Cash Contribution Amount means the aggregate amount of cash contributions made to the capital of the Issuer or any Guarantor described in the definition of “Contribution Indebtedness.”

  • Excess Cash Amount means, as of any Excess Cash Measurement Date, (a) the total amount of Unrestricted Cash, less (b) the sum of (i) the applicable Minimum Cash Threshold hereto corresponding to such Excess Cash Measurement Date, (ii) the total amount of scheduled payments due by OEC and its Subsidiaries, taken as a whole, under (x) the New Notes and (y) any other Permitted Indebtedness in each case in the subsequent twelve (12) month period, (iii) projected expenses for the Issuer to conduct its operations during the subsequent twelve (12) month period, including any foreign currency conversion expenses and (iv) for any Excess Cash Measurement Date through (and including) December 31, 2024, any Fines due by OEC and its Subsidiaries for the subsequent twelve (12) month period; less (c) an amount equal to the Required Gross-Up; provided that any items already deducted from cash and short-term investments of OEC and its Subsidiaries for purposes of determining Unrestricted Cash shall not be deducted again for purposes of determining the Excess Cash Amount.

  • Cash Election Amount means the product of the number of Cash Election Shares multiplied by the Cash Election Consideration.

  • Net Cash Payments means, with respect to any Disposition, the aggregate amount of all cash payments received by the Company and its Restricted Subsidiaries directly or indirectly in connection with such Disposition, whether at the time of such Disposition or after such Disposition under deferred payment arrangements or Investments entered into or received in connection with such Disposition (including, without limitation, Disposition Investments); provided that:

  • Earnout has the meaning set forth in Section 2.9(a).

  • Adjustment Amount For any Distribution Date, the difference between (A) the sum of the Class A Principal Balance and the Class B Principal Balance as of the related Determination Date and (B) the sum of (i) the sum of the Class A Principal Balance and the Class B Principal Balance as of the Determination Date succeeding such Distribution Date and (ii) the aggregate amount that would have been distributed to all Classes as principal in accordance with Section 4.01(a) for such Distribution Date without regard to the provisos in the definitions of Class B-1 Optimal Principal Amount, Class B-2 Optimal Principal Amount, Class B-3 Optimal Principal Amount, Class B-4 Optimal Principal Amount, Class B-5 Optimal Principal Amount and Class B-6 Optimal Principal Amount.

  • Tax Distribution Amount means, with respect to a Member’s Units, whichever of the following applies with respect to the applicable Tax Distribution, in each case in amount not less than zero:

  • Acquisition Amount means, for an Acquired Receivable for which the Acquisition Amount is to be included in Available Funds for a Payment Date, the excess of (i) the present value of the Principal Balance of the Receivable as of the last day of the Collection Period immediately preceding the related Collection Period (calculated using the Discount Rate on the basis of a 360-day year of twelve 30-day months and assuming each amount is received at the end of the Collection Period in which the amount is scheduled to be received) over (ii) all cash collections and any other cash proceeds received by the Issuer on the related Receivable from (but excluding) the last day of the Collection Period immediately preceding the related Collection Period to the day on which such Receivable becomes an Acquired Receivable.

  • Unadjusted Principal Distribution Amount As defined in the definition of “Principal Distribution Amount.”

  • Net Amount means the Distribution Amount less the sum of all quarterly payments received by the COP Swap Counterparties under the COP Swap Collateral Agreement in respect of amounts owed under the COP Swap Agreements since January 1, 2014.

  • Maximum Contribution Amount shall equal the excess of (i) the aggregate proceeds received by such Holder pursuant to the sale of such Registrable Notes or Exchange Notes over (ii) the aggregate amount of damages that such Holder has otherwise been required to pay by reason of such untrue or alleged untrue statement or omission or alleged omission. No person guilty of fraudulent misrepresentation (within the meaning of Section 11(f) of the Securities Act) shall be entitled to contribution from any Person who was not guilty of such fraudulent misrepresentation. The Holders’ obligations to contribute pursuant to this Section 8(d) are several in proportion to the respective principal amount of the Registrable Securities held by each Holder hereunder and not joint. The Company’s and Subsidiary Guarantors’ obligations to contribute pursuant to this Section 8(d) are joint and several. The indemnity and contribution agreements contained in this Section 8 are in addition to any liability that the Indemnifying Parties may have to the Indemnified Parties.

  • Closing Adjustment Amount shall have the meaning set forth in Section 2.3(b)(i)(A).