Earn-Out Consideration definition

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

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Earn-Out Consideration has the meaning given to it in Section 2.7(a)(iii).

Earn-Out Consideration has the meaning set forth in Section 2.4(a).

Examples of Earn-Out Consideration in a sentence

• Within sixty (60) calendar days after the Purchaser’s confirmation of the achievement of a Valuation Threshold (the “Payment Deadline”), the Purchaser shall deliver to the Designated Seller the Earn-Out Consideration payable in respect of such Valuation Threshold, together with a written statement describing in reasonable detail the calculation of the valuation and the resulting Earn-Out Consideration.

• The Parties acknowledge and agree that, following the Completion, the Purchaser shall have the right to operate the Company Group and its business in such manner as the Purchaser deems appropriate in its sole discretion, and nothing contained in this Agreement shall be construed to impose on the Purchaser any implied covenant or obligation to operate the Company Group so as to achieve either Valuation Threshold or to maximize the Earn-Out Consideration.

• The Earn-Out Consideration payable pursuant to Clause 6.1 shall, at the sole and absolute discretion of the Purchaser, be satisfied in either (i) cash, in immediately available funds, or (ii) newly issued, fully paid and non-assessable Class A ordinary shares of the Purchaser (the “Earn-Out Shares”).

• The provisions of this Clause 6 shall survive the Completion and shall terminate automatically upon the earlier of (i) the payment in full of all Earn-Out Consideration payable hereunder or (ii) the expiration of the Earn-Out Period without the achievement of either Valuation Threshold.

More Definitions of Earn-Out Consideration

Earn-Out Consideration has the meaning set forth in Section 2.02(d).

Earn-Out Consideration means, collectively, (i) Development Milestone Earn-Out Consideration, (ii) Commercial Milestone Earn-Out Consideration, and (iii) Net Sales Earn-Out Consideration.

Earn-Out Consideration means the 180 million earn-out shares of New Ginkgo common stock, which are subject to forfeiture to the extent that certain vesting conditions are not satisfied on or before the fifth anniversary of the closing of the Business Combination.

Earn-Out Consideration means the potential issuance of up to 15 million additional shares of our common stock pursuant to the Merger Agreement to Daseke stockholders for the

Earn-Out Consideration is defined in Section 2.4(b).

Earn-Out Consideration shall have the meaning set forth in Exhibit E.

Earn-Out Consideration shall have the meaning set forth in Section 1.6(a).