Out Years definition
Examples of Out Years in a sentence
For the avoidance of doubt, Earn Out Payments shall be payable in respect of the following Earn Out Years: (i) the Closing Date through 12/31/2020, (ii) 01/01/2021 through 12/31/2021, (iii) 01/01/2022 through 12/31/2022, (iv) 01/01/2023 through 12/31/2023, and (v) 01/01/2024 through the forty-eight (48) month anniversary of the Closing Date.
Pre-Tax Income Priority Amounts for each of the Earn Out Years shall be as follows: (i) $2.5 million from the Closing Date through 12/31/2020, (ii) $10.0 million from 01/01/2021 through 12/31/2021, (iii) $12.5 million from 01/01/2022 through 12/31/2022, (iv) $15.625 million from 01/01/2023 through 12/31/2023, and (v) $14.625 million from 01/01/2024 through the forty-eight (48) month anniversary of the Closing Date.
The amount of Contingent Stock Consideration which shall be payable to the Seller shall be calculated based on the Company’s performance in the three Earn Out Years following the Closing Date.
In the event the Earn Out Hurdle is met or exceeded in any particular Earn Out Year, the MHI Partnership shall receive as the Earn Out one hundred percent (100%) of the Pre-Tax Income for that Earn Out Year in excess of the Earn Out Hurdle up to an amount equal to that Earn Out Year's Minimum Pre-Tax Income Budget Threshold.
The schedule for Primary Actions scheduled in the Near Term and Out Years is contained in Section 7.
During the first two Earn Out Years, the Earn Out Advance shall be $32,000 per quarter.
Upon the payment of an Earn Out Payment contemplated pursuant to Section 2.7(b)(ii) (if due hereunder), or if any such payment is equal to zero, in each case, as finally determined pursuant to the terms hereof, Buyer shall have no obligations to make any additional Earn Out Payments for any subsequent Earn Out Years (if any).
In no event shall the payments made under this Section 2.6 exceed (i) with respect to the Earn Out Payment for any individual Earn Out Year, an aggregate amount equal to (x) the Non-Managed Account Payment Target, plus (y) the amount of any Non-Managed Account Catch-Up Payment Amount if payable in such Earn Out Year, or (ii) $150,000,000 in the aggregate for all Earn Out Years.
The amount of Contingent Cash Consideration which shall be payable to the Seller shall be calculated based on the Company’s performance in the three Earn Out Years following the Closing Date.