Earnout Obligation definition

Earnout Obligation an obligation to pay the seller in an acquisition a future payment that is contingent upon the financial performance of the business acquired in such acquisition exceeding a specified benchmark level and that becomes payable when such excess financial performance is achieved.

Earnout Obligation means those contingent obligations of a Restricted Subsidiary incurred in favor of a seller (or other third party entitled thereto) under or with respect to any Permitted Acquisition.

Earnout Obligation means, with respect to any Person, any earn-out, purchase price adjustment or similar obligation incurred by such Person in connection with any Acquisition (in each case, valued at the maximum potential amount thereof).

Examples of Earnout Obligation in a sentence

• ClearBlue has reserved 132,634 shares of NaviSite common stock to satisfy, if required, the Earnout Obligation.

• To the extent, ClearBlue is not required to satisfy the Earnout Obligation or the number of shares reserved by ClearBlue is greater than the number of shares issued in satisfaction of the Earnout Obligation, ClearBlue will issue to Martin prior to ClearBlue's dissolution .75% of such shares.

• This study does not clearly separate the differences between the needs and requirements of the three investigated industries wholesale and distribution, discrete manufacturing and spare parts.

• Pledgee has executed and delivered a Release of Lien (the "Release of Lien") to the Escrow Agent releasing and terminating its security interest in the Pledged Securities and which Release of Lien is to be held in escrow by the Escrow Agent until the Earnout Obligation is fully and finally resolved.

• Assignor agrees that it shall promptly deliver to Assignee such additional bills of sale, endorsements, consents, assignments and other good and sufficient instruments of conveyance and assignment as the parties and their respective counsel shall deem reasonably necessary or appropriate to sell, transfer, assign, and convey to Assignee the Assigned Earnout Obligation.

More Definitions of Earnout Obligation

Earnout Obligation means a contingent obligation to make a cash payment to a non-Affiliate Person based upon the future earnings or performance of an acquired business.

Earnout Obligation means all obligations of Seller to make the Earnout Payment (as defined in the Merger Agreement) under the Merger Agreement, including but not limited to pursuant to Section 2.7 of the Merger Agreement to the Effective Time Holders (as defined in the Merger Agreement).

Earnout Obligation means, with respect to any Person, any earn-out, purchase price adjustment or similar obligation incurred by such Person in connection with any Acquisition (in each case, valued at the maximum potential amount thereof). “Effective Date” has the meaning specified therefor in Section 5.01. “Employee Plan” means an employee benefit plan within the meaning of Section 3(3) of ERISA (other than a Multiemployer Plan), regardless of whether subject to ERISA, that any Loan Party or any of its ERISA Affiliates maintains, sponsors or contributes to or is obligated to contribute to. “Environmental Claim” means any complaint, summons, citation, notice, directive, order, claim, litigation, investigation, judicial or administrative proceeding, judgment, letter or other communication from any Person or Governmental Authority involving any alleged or actual (a) violation of or liability under any Environmental Law; or (b) manufacture, use, handling, generation, transportation, storage, treatment, Release, threatened Release or disposal or exposure to any Hazardous Materials.

Earnout Obligation has the meaning set forth in the definition of “Indebtedness” herein.

Earnout Obligation. “Foreign Subsidiary”; “Initial Public Offering”; “Investments”; “Management Fees”; “MDP Holder”; “Net Payment Amount”; “Permitted Acquisition”; “Permitted Capital Stock”; “Permitted Disposition”; “Permitted Foreign Subsidiaries”; “Pro Forma Cost Reductions”; “Projections”; “Recovery Event”; “Reinvestment Deferred Amount”; Reinvestment Event”; “Reinvestment Notice”; “Restricted Payments”; “Sale Leaseback Transaction”; “Subordinated PIK Debt” and “Transaction Bonuses”.

Earnout Obligation means the earnout obligation of the Borrower with respect to Alfa Lighting, Inc., such earnout obligation not to exceed $4,000,000.

Earnout Obligation means those contingent obligations of a Restricted Subsidiary incurred in favor of a seller (or other third