Earnout Objection Notice definition

Earnout Objection Notice has the meaning set forth in Section 2.8.
Earnout Objection Notice shall have the meaning set forth in Section 2.4.1 hereof.
Earnout Objection Notice has the meaning set forth in Clause 7.3. Earnout Objection Notice Date has the meaning set forth in Clause 7.3.

Examples of Earnout Objection Notice in a sentence

  • If the Sellers’ Representative fails to deliver the Earnout Objection Notice within such seven-day period, the Net Profit set forth in the Earnout Notice shall be final and binding on all parties, including the Sellers’ Representative and Sellers.

  • Frontage Labs and Representative will cooperate in good faith for the 30-day period following receipt by Frontage Labs of the Earnout Objection Notice to attempt to resolve any objections raised in the Earnout Objection Notice.

  • If, within seven days of the date of receipt by Buyer of the Earnout Objection Notice, Buyer and Sellers’ Representative are unable to reach an such agreement, they shall promptly thereafter submit the dispute to independent accountants of nationally recognized standing reasonably satisfactory to both Buyer and Sellers’ Representative (the “Auditor”), who shall resolve finally and exclusively any such dispute.

  • The answer will be scored as either a Yes or No. No points will be awarded.• Quality (Totality of features and characteristics of a service, project or product that indicated its ability to satisfy the requirements of the grant program).

  • In making such calculation, the Auditor shall consider only those items and amounts in the calculation of the Net Profit which are identified in the Earnout Objection Notice as being items as to which Sellers’ Representative has disagreed and the Auditor may not assign a value to any item greater than the greatest value for such item claimed by either party or less than the smallest value for such item claimed by either party.

  • The failure of Representative to deliver an Earnout Objection Notice within the Earnout Objection Period shall constitute the acceptance by Representative (on behalf of the Sellers) of the Adjusted EBITDA calculation and the amount of Earnout Consideration (and if applicable, the Earnout Bonus Payment) set forth in the Earnout Notice whereupon such amounts shall be final, binding and conclusive for all purposes hereunder.

  • If any objections raised by Representative in its Earnout Objection Notice are not resolved within the 30-day period following the receipt by Frontage Labs of the Earnout Objection Notice, then Frontage Labs and Representative shall submit the objections that are then unresolved to a nationally recognized accounting firm with expertise in accounting matters reasonably acceptable to Frontage Labs and Representative (the “ Neutral Accountant”).

  • If an Earnout Objection Notice is timely delivered by Sellers’ Representative pursuant to Section 5(b), Buyer and Sellers’ Representative shall negotiate in good faith to agree upon the disputed items and/or amounts.

  • Each project shall identify on the basis of the specific needs of the participating cluster organisations which training modules (and case studies) should be followed as part of their training activities.

  • During the 60−day period following the delivery of an Earnout Objection Notice in compliance with this paragraph, the Buyer and the Seller shall seek in good faith to resolve any disputes with respect to the matters specified in the Earnout Objection Notice.


More Definitions of Earnout Objection Notice

Earnout Objection Notice has the meaning given such term in Section 3.5(f).
Earnout Objection Notice is defined in Section 2.5(b).
Earnout Objection Notice shall have the meaning set forth in Section 1.8(d).
Earnout Objection Notice has the meaning set forth in Section 1.6(c).
Earnout Objection Notice as defined in Section 2.8(d)(i).
Earnout Objection Notice has the meaning set forth in ‎Section 1.8(c)(ii) of this Agreement.

Related to Earnout Objection Notice

  • Objection Notice has the meaning set forth in Section 2.3(a) of this Agreement.

  • Plan Objection Deadline means the deadline established by the Bankruptcy Court for filing objections to confirmation of the Plan.

  • Material Objection Notice has the meaning set forth in Section 4.2 of this Agreement.

  • Closing Notice Has the meaning specified in the NPA. Company: Has the meaning specified in the first paragraph of this Trust Supplement.

  • Rejection Notice has the meaning specified in Section 2.05(b)(v).

  • Claim Objection Deadline means the first Business Day that is 180 days after the Effective Date, as may be extended by order of the Bankruptcy Court.

  • Acquisition Notice has the meaning set forth in Section 2.6(a).

  • Objection Period has the meaning set forth in Section 2.4(d).

  • Dispute Notice has the meaning set forth in Section 2.7(b).

  • Objections Statement has the meaning set forth in Section 1.02(d).

  • Addition Notice With respect to the transfer of Subsequent Mortgage Loans to the Trust Fund pursuant to Section 2.08, a notice of the Depositor's designation of the Subsequent Mortgage Loans to be sold to the Trust Fund and the aggregate principal balance of such Subsequent Mortgage Loans as of the Subsequent Cut-off Date. The Addition Notice shall be given not later than three Business Days prior to the related Subsequent Transfer Date and shall be substantially in the form attached hereto as Exhibit P.

  • Notice of Objection has the meaning set forth in Section 2.4(c).

  • Election Notice has the meaning set forth in Section 11.01(b).

  • Allocation Notice shall have the meaning assigned to such term in Section 11.14(i) hereof.

  • Step-Out Notice has the meaning given to it in Section 8.1.

  • Determination Notice is defined in Section 6.1(b)(i) of the Agreement.

  • Completion Notice means a notice issued by the Developer in accordance with clause 6.1.

  • Seller’s Notice has the meaning set forth in Section 8.5(a).

  • Claims Objection Deadline means the later of: (a) the date that is 180 days after the Effective Date; and (b) such other date as may be fixed by the Bankruptcy Court, after notice and hearing, upon a motion Filed before the expiration of the deadline to object to Claims or Interests.

  • Selection Notice means a notice substantially in the form set out in Part II of Schedule 3 (Requests) given in accordance with Clause 9 (Interest Periods).

  • Nomination Notice means all information and documents that a Nominating Stockholder is required to submit to the Secretary of the Corporation pursuant to Section 1.13(f).

  • Disagreement Notice has the meaning specified in Section 2.04(c).

  • Earn-Out Statement has the meaning set forth in Section 2.5(c).

  • Notice of Disagreement has the meaning set forth in Section 2.3(c).

  • Transaction Notice means a written request of Seller to enter into a Transaction in a form attached as Exhibit C hereto or such other form as shall be mutually agreed upon between Seller and Purchaser, which is delivered to the Purchaser in accordance with Section 3(c) herein.