Funko Earnout means, collectively, the Funko 2015 Earnout and the Funko 2016 Earnout.
Earnout has the meaning set forth in Section 2.9(a).
Earnout Period has the meaning set forth in Section 2.5(a)(iii).
Earn-Out means any bona fide contingent obligation to make “earn-out” payments to one or more prior owners of any Person, business or division, the capital stock of which, or all or substantially all of the assets of which, have been acquired by the Borrower or any of its Subsidiaries, which “earn-out” payment obligation is contingent upon, or varies in amount based upon, the performance of the Person or of the assets so acquired, as such performance is measured by one or more financial, business or other performance criteria.
Earnout Payment has the meaning set forth in Section 2.3(b).
Earnout Amount has the meaning set forth in Section 2.7(a).
Earnout Payments has the meaning specified in Section 2.7.
Minimum Cash Balance means $10,000,000 minus (i) $500,000, (ii) any amounts to be paid to holders of Allowed Ongoing Trade Claims of New Permian Corp., and (iii) any amounts to be paid to holders of Allowed Cure Amounts pursuant to Section 8.4(ii).
Net earned premium as used herein is defined as gross earned premium of the Company for the classes of business reinsured hereunder, less the earned portion of premiums ceded by the Company for reinsurance which inures to the benefit of this Contract.
Final Average Earnings means (a) divided by (b) as follows:
Earn-Out Period has the meaning set forth in Section 2.5(a).
Earn-Out Payment has the meaning set forth in Section 2.5(a).
Earn-Out Amount has the meaning set forth in Section 2.07(a).
Earnout Consideration shall have the meaning specified in Section 2.03(b).
Earn-Out Consideration is defined in Section 2.5(c).
Estimated Cash has the meaning set forth in Section 2.4(a).
Minimum Cash Amount shall have the meaning set forth in Section 6.2(iv).
Closing Amount has the meaning set forth in Section 2.2(a).
Interim Payment has the meaning specified in Section 10.1.
Earn-Out Payments has the meaning set forth in Section 2.3(a).
Required Capital Amount has the meaning set forth in Section 5(e) of this Supplement.
Earn-Outs means unsecured liabilities of a Loan Party arising under an agreement to make any deferred payment as a part of the Purchase Price for a Permitted Acquisition, including performance bonuses or consulting payments in any related services, employment or similar agreement, in an amount that is subject to or contingent upon the revenues, income, cash flow or profits (or the like) of the target of such Permitted Acquisition.
Closing Cash Amount has the meaning set forth in Section 2.2.
Closing Cash Consideration has the meaning set forth in Section 2.6(a)(i).
Estimated Closing Cash has the meaning set forth in Section 2.4(a).
Actual Cash Value means purchase price less depreciation.
Final Closing Cash shall have the meaning set forth in Section 2.11(g).