Earnout Objection Notice definition

Earnout Objection Notice has the meaning set forth in Section 2.08(a)(ii).
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Earnout Objection Notice shall have the meaning set forth in Section 2.4.1 hereof.
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Earnout Objection Notice has the meaning set forth in Section ‎2.6(c).
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Examples of Earnout Objection Notice in a sentence

  • In making such calculation, the Auditor shall consider only those items and amounts in the calculation of the Net Profit which are identified in the Earnout Objection Notice as being items as to which Sellers’ Representative has disagreed and the Auditor may not assign a value to any item greater than the greatest value for such item claimed by either party or less than the smallest value for such item claimed by either party.

  • The failure of Representative to deliver an Earnout Objection Notice within the Earnout Objection Period shall constitute the acceptance by Representative (on behalf of the Sellers) of the Adjusted EBITDA calculation and the amount of Earnout Consideration (and if applicable, the Earnout Bonus Payment) set forth in the Earnout Notice whereupon such amounts shall be final, binding and conclusive for all purposes hereunder.

  • If, within seven days of the date of receipt by Buyer of the Earnout Objection Notice, Buyer and Sellers’ Representative are unable to reach an such agreement, they shall promptly thereafter submit the dispute to independent accountants of nationally recognized standing reasonably satisfactory to both Buyer and Sellers’ Representative (the “Auditor”), who shall resolve finally and exclusively any such dispute.

  • The Earnout Objection Notice shall specify the items and/or the amounts in the applicable Earnout Notice disputed by Sellers and shall describe in reasonable detail the basis for such objection.

  • Frontage Labs and Representative will cooperate in good faith for the 30-day period following receipt by Frontage Labs of the Earnout Objection Notice to attempt to resolve any objections raised in the Earnout Objection Notice.

  • If any objections raised by Representative in its Earnout Objection Notice are not resolved within the 30-day period following the receipt by Frontage Labs of the Earnout Objection Notice, then Frontage Labs and Representative shall submit the objections that are then unresolved to a nationally recognized accounting firm with expertise in accounting matters reasonably acceptable to Frontage Labs and Representative (the “ Neutral Accountant”).

  • If the Sellers’ Representative fails to deliver the Earnout Objection Notice within such seven-day period, the Net Profit set forth in the Earnout Notice shall be final and binding on all parties, including the Sellers’ Representative and Sellers.

  • An Earnout Objection Notice shall specify in reasonable detail the nature of any such disagreement and include all supporting schedules, analyses, working papers and other documentation.

  • If Seller does not deliver an Earnout Objection Notice within such 30-day period, then the Earnout Notice shall be deemed to be accepted by Seller and the respective Earnout Payment shall be paid by Purchaser to Seller within ten (10) Business Days of the end of the 30-day period.

  • If the Company and the Seller Representative are unable to resolve any such disagreements within fifteen (15) days after delivery of the Earnout Objection Notice, the Company and the Seller Representative shall submit the dispute to a Firm.


More Definitions of Earnout Objection Notice

Earnout Objection Notice has the meaning given such term in Section 3.5(f).
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Earnout Objection Notice is defined in Section 2.5(b).
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Earnout Objection Notice as defined in Section 2.8(d)(i).
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Earnout Objection Notice has the meaning set forth in ‎Section 1.8(c)(ii) of this Agreement.
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Earnout Objection Notice shall have the meaning set forth in Section 1.8(d).
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Earnout Objection Notice has the meaning set forth in Clause 7.3. Earnout Objection Notice Date has the meaning set forth in Clause 7.3.
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Related to Earnout Objection Notice

  • Objection Notice has the meaning set forth in Section 2.3(a) of this Agreement.

  • Plan Objection Deadline means the date the Bankruptcy Court establishes as the deadline to File an objection to Confirmation of the Plan.

  • Material Objection Notice has the meaning set forth in Section 4.2 of this Agreement.

  • Closing Notice Has the meaning specified in the NPA. Company: Has the meaning specified in the first paragraph of this Trust Supplement.

  • Rejection Notice has the meaning specified in Section 2.05(b)(v).

  • Claim Objection Deadline means the first Business Day that is 180 days after the Effective Date, as may be extended by order of the Bankruptcy Court.

  • Acquisition Notice has the meaning set forth in Section 2.6(a).

  • Objection Period has the meaning set forth in Section 2.4(d).

  • Dispute Notice has the meaning set forth in Section 2.7(b).

  • Objections Statement has the meaning set forth in Section 2.9(b).

  • Addition Notice With respect to the transfer of Subsequent Mortgage Loans to the Trust Fund pursuant to Section 2.08, a notice of the Depositor's designation of the Subsequent Mortgage Loans to be sold to the Trust Fund and the aggregate principal balance of such Subsequent Mortgage Loans as of the Subsequent Cut-off Date. The Addition Notice shall be given not later than three Business Days prior to the related Subsequent Transfer Date and shall be substantially in the form attached hereto as Exhibit P.

  • Notice of Objection has the meaning set forth in Section 2.4(c).

  • Election Notice has the meaning set forth in Section 11.01(b).

  • Allocation Notice shall have the meaning assigned to such term in Section 11.14(i) hereof.

  • Step-Out Notice has the meaning given to it in Section 8.1.

  • Determination Notice is defined in Section 6.1(b)(i) of the Agreement.

  • Completion Notice means a notice issued by the Developer in accordance with clause 6.1.

  • Seller’s Notice has the meaning set forth in Section 8.5(a).

  • Claims Objection Deadline means the later of: (a) the date that is 180 days after the Effective Date; and (b) such other date as may be fixed by the Bankruptcy Court, after notice and hearing, upon a motion Filed before the expiration of the deadline to object to Claims or Interests.

  • Selection Notice means a notice substantially in the form set out in Part II of Schedule 3 (Requests) given in accordance with Clause 9 (Interest Periods).

  • Nomination Notice means all information and documents that a Nominating Stockholder is required to submit to the Secretary of the Corporation pursuant to Section 1.13(f).

  • Disagreement Notice has the meaning set forth in Section 2.2.3.1(b).

  • Earn-Out Statement has the meaning set forth in Section 2.5(c).

  • Xxxx Dispute Notice means the notice issued by a Party raising a Dispute regarding a Monthly Xxxx or a Supplementary Xxxx issued by the other Party;

  • Notice of Disagreement has the meaning set forth in Section 2.3(c).

  • Transaction Notice means a written request of Seller to enter into a Transaction in a form attached as Exhibit C hereto or such other form as shall be mutually agreed upon between Seller and Purchaser, which is delivered to the Purchaser in accordance with Section 3(c) herein.