Retention Liability definition
Retention Liability means any liability incurred by the Borrower (and not guaranteed by any Subsidiary of the Borrower) in connection with a Permitted Acquisition if such liability (a) is contingent upon the revenues earned by the Acquired Entity or Business acquired pursuant to such Permitted Acquisition and (b) is not secured by a Lien upon any property of the Borrower or any of its Subsidiaries.
Retention Liability means any liability incurred solely by the Borrower (and not guaranteed by any Subsidiary of the Borrower) in connection with a Permitted Acquisition if (a) such liability is contingent upon the revenues earned by the Person or business acquired in such Permitted Acquisition for a period never exceeding six fiscal years, (b) the amount of such liability for any such fiscal year can never be greater than 40% of such revenues for such fiscal year, (c) such liability constitutes (together with any cash advance paid by the Borrower thereon and any Capital Stock (excluding Disqualified Stock) of the Borrower issued in connection therewith) the sole Acquisition Consideration for such Permitted Acquisition, (d) the Accrued Retention Liability with respect to such Permitted Acquisition is reflected as a liability on the balance sheet of the Borrower as of the effective date of such Permitted Acquisition and adjusted semi-annually (and discounted at no more than 8% per annum) at all times for as long as such liability is outstanding, whether or not such liability is then contingent, and (e) is not secured by a Lien upon any property of the Borrower or any of its Subsidiaries.
Examples of Retention Liability in a sentence
In no event shall the Retention Liabilities exceed the amounts set forth on Schedule 7.8. In connection with the payment of any Retention Liabilities, and in any event within the first two payroll cycles following the one year anniversary of the Closing Date, the Company shall make such Retention Liability Payments (less required withholdings) to the applicable designated employees.