FY 2018 Earn-Out Payment definition

FY 2018 Earn-Out Payment means the earn-out payment, if any, that the Founding Sellers shall receive under Section 3.7.2 of this Annex 3.7 provided that the conditions
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Examples of FY 2018 Earn-Out Payment in a sentence

  • Determination of the Earn-Out PaymentNo later than sixty (60) days after the end of each of the FY 2017 and the FY 2018 (in respect of the FY 2017 Earn-Out Payment and the FY 2018 Earn-Out Payment, respectively), the Purchaser shall deliver to the Founding Sellers its good faith determination of the EBITDA for the FY 2017 and of the EBITDA for the FY 2018, including the supporting documentation of such determination (the “ Purchaser EBITDA Determination”).

  • Maximum amount of the Earn-Out Payment For the avoidance of doubt, the FY 2017 Earn-Out Payment and the FY 2018 Earn-Out Payment shall not exceed, individually or in the aggregate, the Earn-Out Payment Maximum.

  • For the avoidance of doubt, and notwithstanding anything herein to the contrary, the FY 2018 Earn-Out Payment payable to the Founding Sellers equals “X” only so long as “X” plus “N” does not exceed the Earn-Out Payment Maximum; and if “X” plus “N” does exceed such amount, then the aggregate FY 2018 Earn-Out Payment shall be deemed to equal the Earn-Out Payment Maximum minus “N” for all purposes hereunder.

  • The aim of the present study was to conduct a multi-case study to a fill gap in the literature regarding how families experience this dilemma.Chapter 2 begins with a notated, comprehensive strategy describing the iterative literature search process.

  • If EBITDA of the Company for the FY 2018 is greater than the FY 2018 Target EBITDA, then the Founding Sellers (and not, for the avoidance of doubt, the Investor Sellers) shall be entitled to receive the FY 2018 Earn-Out Payment for the amount resulting from the following formula: X = (E-the FY 2018 Target EBITDA) x 4.5, subject to adjustment as described below Where “X” is the aggregate amount of the FY 2018 Earn-Out Payment payable to the Founding Sellers and “E” is the EBITDA for the FY 2018.

Related to FY 2018 Earn-Out Payment

  • Earn-Out Payment has the meaning set forth in Section 2.5(a).

  • Earn-Out Payments has the meaning set forth in Section 2.3(a).

  • Earnout Payment has the meaning set forth in Section 2.3(b).

  • Earnout Payments has the meaning set forth in Section 2.2(a).

  • Earn-Out Amount has the meaning set forth in Section 2.07(a).

  • Earnout Amount has the meaning set forth in Section 2.5.1b).

  • Earn-Out Period has the meaning set forth in Section 2.6.1.

  • 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 Period has the meaning set forth in Section 3.6(a).

  • Deferred Sales Charge Payment Dates means the dates specified for deferred sales fee installments under "Investment Summary--Fees and Expenses" in the Prospectus for the Trust.

  • Bonus Payment means a cash payment in an amount equal to the sum of (i) all Excise Taxes payable by the Executive, plus (ii) all additional Excise Taxes and federal or state income taxes to the extent such taxes are imposed in respect of the Bonus Payment, such that the Executive shall be in the same after-tax position and shall have received the same benefits that he would have received if the Excise Taxes had not been imposed. For purposes of calculating any income taxes attributable to the Bonus Payment, the Executive shall be deemed for all purposes to be paying income taxes at the highest marginal federal income tax rate, taking into account any applicable surtaxes and other generally applicable taxes which have the effect of increasing the marginal federal income tax rate and, if applicable, at the highest marginal state income tax rate, to which the Bonus Payment and the Executive are subject. An example of the calculation of the Bonus Payment is set forth below. Assume that the Excise Tax rate is 20%, the highest federal marginal income tax rate is 40% and the Executive is not subject to state income taxes. Further assume that the Executive has received an excess parachute payment in the amount of $200,000, on which $40,000 ($200,000 x 20%) in Excise Taxes are payable. The amount of the required Bonus Payment is thus computed to be $100,000, i.e., the Bonus Payment of $100,000, less additional Excise Taxes on the Bonus Payment of $20,000 (i.e., 20% x $100,000) and income taxes of $40,000 (i.e., 40% x $100,000), yields $40,000, the amount of the Excise Taxes payable in respect of the original excess parachute payment.

  • True-Up Amount means the difference between the ABO calculated by using the member’s actual creditable service and the actual final average compensation as of the member’s effective date in the FRS Investment Plan and the ABO initially transferred.

  • AHYDO Catch-Up Payment means any payment, including payments made on subordinated debt obligations, in each case to the extent such payment is necessary to avoid the application of Section 163(e)(5) of the Code.

  • 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.

  • Monthly Debt Service Payment Amount means, for each Monthly Payment Date, an amount equal to the amount of interest which is then due on all the Components of the Loan in the aggregate for the Interest Period during which such Monthly Payment Date occurs.

  • Incentive Payment means the payment to a STGU, including an AOBC Generation Unit, for RPS class I Renewable Generation Attributes and/or Environmental Attributes produced by these units, calculated pursuant to Section 7.0 below.

  • Annual Payment The total amount payable to the Settlement Fund Administrator by the Settling Distributors on the Payment Date each year, as calculated by the Settlement Fund Administrator pursuant to Section IV.B.1.e. For the avoidance of doubt, this term does not include the Additional Restitution Amount or amounts paid pursuant to Section X.

  • Earnout has the meaning set forth in Section 2.9(a).

  • Interim Payment has the meaning specified in Section 10.1.

  • Bonus Payments means that portion of the bonus payments received by the

  • CVR Payment Amount has the meaning set forth in Section 2.4(a).

  • Tax Distribution Amount means, with respect to a Member’s Units, whichever of the following applies with respect to the applicable Tax Distribution, in each case in amount not less than zero:

  • Payment Amount as defined in Section 3.5.

  • Maximum Contribution Amount shall equal the excess of (i) the aggregate proceeds received by such Holder pursuant to the sale of such Registrable Notes or Exchange Notes over (ii) the aggregate amount of damages that such Holder has otherwise been required to pay by reason of such untrue or alleged untrue statement or omission or alleged omission. No person guilty of fraudulent misrepresentation (within the meaning of Section 11(f) of the Securities Act) shall be entitled to contribution from any Person who was not guilty of such fraudulent misrepresentation. The Holders’ obligations to contribute pursuant to this Section 8(d) are several in proportion to the respective principal amount of the Registrable Securities held by each Holder hereunder and not joint. The Company’s and Subsidiary Guarantors’ obligations to contribute pursuant to this Section 8(d) are joint and several. The indemnity and contribution agreements contained in this Section 8 are in addition to any liability that the Indemnifying Parties may have to the Indemnified Parties.

  • Cash Contribution Amount means the aggregate amount of cash contributions made to the capital of the Company described in the definition of “Contribution Indebtedness.”