Concuity Business Unit definition
Examples of Concuity Business Unit in a sentence
Lender's and Collateral Agent's rights, powers and remedies may be pursued singly, concurrently or otherwise, at such time and in such order as Lender or Collateral Agent may determine in Lender's and Collateral Agent's sole discretion.
Buyer may after consultation with executive management of the Concuity Business Unit modify the Business Plan from time to time in good faith or as necessary to meet business conditions existing from time to time after the Closing Date.
Knowledgeable members of management of Buyer shall, on a quarterly basis after dissemination of such written report participate in a conference call with representatives of Seller nominated by Seller and reasonably acceptable to Buyer, to update said representatives of Seller on the status of business and operations of the Concuity Business Unit and to discuss the contents of the report.
Under Buyer’s current plans for the Concuity Business Unit it is contemplated that the funding Buyer will provide will approximate $4 million; provided, however, that notwithstanding anything to the contrary in this Agreement, Buyer shall be under no obligation whatsoever to provide any minimum level of funding to support the Concuity Business Unit, it being understood that any and all such funding shall be in Buyer’s sole and absolute discretion.
Buyer, in conjunction with executive management of the Concuity Business unit, shall prepare a business plan for the Concuity Business Unit within 90 days after the Closing Date (the “Business Plan”).
Buyer confirms, however, that it shall use commercially reasonable good faith efforts to sell and support the products of the Concuity Business Unit during the two Annual Periods.
Consultant understands and agrees that the Confidential Information and Trade Secrets constitute valuable assets of LHC and its affiliated entities, and may not be converted to Consultant’s own use.
Buyer shall permit a representative of Seller (a “Representative”), upon reasonable notice and during normal business hours, to have access to such accounting records of the Concuity Business Unit as may be reasonably necessary to evaluate the accuracy of the Calculation.
Subject to Section 4.4 below, Seller shall be entitled to a performance payment (the “Performance Payment”) and up to two additional payments (the “Earn-Out Payments” and, collectively with the Performance Payment, the “Post-Closing Payments”) based on the Gross Revenues (as defined below) of the Concuity Business Unit (as defined below).
If the Gross Revenues of the Concuity Business Unit for the year ended January 31, 2008 exceed $6,000,000, Seller shall be entitled to a Performance Payment in an amount be equal to 50% of the amount by which the Gross Revenues of the Concuity Business Unit during such period exceed $6,000,000, up to a maximum Performance Payment of $500,000.