Earnout Dispute Notice definition

Earnout Dispute Notice has the meaning set forth in Section 2(g)(ii).
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Earnout Dispute Notice shall have the meaning as set forth in Section 2.13(b) hereof.
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Earnout Dispute Notice has the meaning set forth in Section 1.14(c).
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Examples of Earnout Dispute Notice in a sentence

  • If an Earnout Dispute Notice is not delivered pursuant to Section 2.4(c)(iii) below, then in no event later than 105 days following December 31, 2005, Parent shall pay or cause to be paid the Earnout Payment Amount in accordance with the terms of this Agreement, subject to the right of offset provisions of Sections 2.4(a), (b) and (d).

  • In the event the Seller Representative delivers an Earnout Dispute Notice, Seller Representative and Buyer shall attempt in good faith to resolve each Disputed Earnout Item, and any resolution agreed by them in writing shall be final, binding and conclusive for all purposes of determining the Earnout Issuance, if any, under this Exhibit G.

  • In the event that Buyer is required to make an Earnout Issuance pursuant to Section 1(a) of this Exhibit G, such Earnout Issuance shall be made in full no later than ten (10) days following the date on which the determination of Earnout EBITDA for the Earnout Period becomes final and binding upon the Parties as provided in this Section 3 of this Exhibit G (including any final resolution of any Disputed Earnout Items raised by Seller Representative in an Earnout Dispute Notice).

  • In the event a Closing Date Dispute Notice or an Earnout Dispute Notice is timely delivered to Buyer by the Domestic Seller Companies, Buyer and the Domestic Seller Companies shall negotiate thereafter for a period of up to 30 days in good faith to resolve any items of dispute.

  • As used herein, the Earnout Calculation, if there shall be no Earnout Dispute Notice delivered pursuant to paragraph (d) above, or as adjusted to reflect any changes agreed to by the parties and the decision of the Accounting Firm, in each case, pursuant to this Section 1.6, are referred to herein as the “Final Earnout Calculation”.


More Definitions of Earnout Dispute Notice

Earnout Dispute Notice shall have the meaning set forth in Section 3.4(b)(ii).
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Earnout Dispute Notice shall have the meaning specified in Section 2.9.3 of the Agreement.
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Earnout Dispute Notice. Section 3.2(c)
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Earnout Dispute Notice has the meaning given in Clause 8.4.6;
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Earnout Dispute Notice is defined in Section 1.6(b).
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Earnout Dispute Notice means a written notice delivered to the Buyer by the Earnout Representatives of the amount, nature and basis of a dispute of the Buyer's determination of the Gross Profits pursuant to Section 1.10 of this Agreement.
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Earnout Dispute Notice has the meaning set forth in Section 1.7(b)(i).
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