Contingent Consideration definition

Contingent Consideration has the meaning set forth in Section 2.8.

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Contingent Consideration has the meaning set forth in Section 2.3(b).

Contingent Consideration shall have the meaning set forth in Section 2.5.

Examples of Contingent Consideration in a sentence

In consideration of the sale and transfer of the Purchased Assets, Purchaser agrees to (a) pay to Seller an aggregate amount equal to the sum of (i) the Base Purchase Price, plus (ii) the Final Adjustment Amount, as finally determined pursuant to Section 2.7, plus (iii) the Contingent Consideration, if any, payable in accordance with Section 2.8 (collectively, the “Purchase Price”); and (b) assume, satisfy and discharge the Assumed Liabilities.
Subject to and pursuant to the provisions of this Section 2.8, Purchaser shall make periodic payments of Contingent Consideration to Seller.
Within thirty (30) days after each of December 31, 2026, December 31, 2027 and December 31, 2028, Purchaser shall pay Seller the portion of the aggregate Contingent Consideration earned in the prior calendar year and shall provide Seller with a detailed written statement showing for the prior calendar year setting forth: [***].
Purchaser shall provide supporting documentation reasonably requested by Seller to verify the calculation of Contingent Consideration.

More Definitions of Contingent Consideration

Contingent Consideration means consideration payable with respect to a Covered Transaction after the closing of such Covered Transaction to the Company and/or its stockholders, the receipt of which is contingent upon the passage of time or the occurrence or non-occurrence of some future event(s) or circumstance(s), including, without limitation, amounts of consideration paid at a subsequent closing, and amounts of consideration subject to an escrow, a purchase price adjustment, an earn-out or indemnity claims.

Contingent Consideration shall have the meaning given to such term in Section 3.3.

Contingent Consideration shall have the meaning set forth in Section 10.2(a) herein.

Contingent Consideration is defined in SECTION 2.1.

Contingent Consideration means the sum of any cash and the Fair Market Value of any securities to be received by the Company or the Securityholders after the Closing of a Merger Transaction, the receipt of which is contingent upon the passage of time or the occurrence or non-occurrence of some future events, circumstances and/or conditions, including, without limitation, amounts of consideration paid at a subsequent closing, milestone payments, royalties, and earn-outs and amounts of consideration subject to escrows, or purchase price adjustments (such passage of time, events, circumstances and conditions, the “Conditions”).

Contingent Consideration has the meaning given to it in paragraph 1 of Part A of Schedule 5 (Contingent Consideration);

Contingent Consideration means any of the Milestone Payments;