Earnout Threshold definition

Earnout Threshold means, with respect to any Earnout Measurement Period an amount equal to $165,000,000.

Earnout Threshold means, for a given Calculation Period, the sum of the figures in the column marked “Earnout Threshold Revenue” on Schedule 3.10 attached hereto for each of the 12 months in that Calculation Period.

Earnout Threshold has the meaning set forth in Section 2.06(a).

Examples of Earnout Threshold in a sentence

• If the Earnout Calculation Statement provides that the 2016 Revenues equal or exceed the Earnout Threshold, Seller shall notify Buyer, no later than two (2) Business Days following the final determination of the Earnout Calculation Statement, of Seller’s desired Earnout Payment type (the “Earnout Election Notice”).

• The contingent consideration was measured on the date of acquisition at a fair value of $49,169 based on management’s judgment as to the probability and timing of achievement of the Earnout Threshold.

• After receipt of the Earnout Calculation Statement, and only in the event that the Earnout Calculation Statement provides that the 2016 Revenues do not equal or exceed the Earnout Threshold, Seller shall have up to thirty (30) days (the “Earnout Review Period”) to review the Earnout Calculation Statement.

• Immediately upon the Corporation’s public issuance of an earnings release for the Corporation’s fiscal quarter ending at the end of the EBITDA Earnout Period that reports EBITDA equal to or in excess of the EBITDA Earnout Threshold, one hundred percent (100%) of the Series B-3 Common Stock shall immediately vest (the “ B-3 Vesting Event”) and shall convert into shares of Class A Common Stock in accordance with Section 8.3(a).

• If the EBITDA is less than the EBITDA Earnout Threshold, all of the Series B-3 Common Stock shall be automatically forfeited for no consideration and shall be cancelled immediately prior to the consummation of such Change of Control in accordance with Section 8.3(a).

More Definitions of Earnout Threshold

Earnout Threshold has the meaning set forth in Schedule 1.6.

Earnout Threshold means, as to the First Earnout, the Company reaching an ARR equal to or greater than $12,000,000 for Fiscal Year 2023, and as to the Second Earnout, the Company reaching an ARR equal to or greater than $20,000,000 Fiscal Year 2024.

Earnout Threshold means that, for the Earnout Period, (i) the EBITDA Margin is no less than the Earnout Target EBITDA Margin, and (ii) the Surviving Corporation’s Cash Flow from Operating Activities is greater than Zero Dollars ($0).

Earnout Threshold means the Initial Earnout Period Threshold, in the case of the Initial Earnout Period, and the Subsequent Earnout Period Threshold, in the case of the Subsequent Earnout Period.

Earnout Threshold means $140 million minus all commercial revenue for the period beginning on [***], as set forth on Exhibit B, which has been prepared in accordance with GAAP and Isis’ internal controls and procedures for financial reporting and delivered pursuant to Section 8.17.

Earnout Threshold shall have the meaning given to such term in Section 2.3(b) hereof.

Earnout Threshold has the meaning set forth on Schedule 2.9.