Earnout Review Period definition

Earnout Review Period has the meaning set forth in Section 2.4(b).
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Earnout Review Period has the meaning set forth in Section 2.09(b).
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Earnout Review Period shall have the meaning set forth in Section 3.3(d)(ii).
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Examples of Earnout Review Period in a sentence

  • If Seller disputes the calculations set forth in the Interim Earnout Statement, Seller shall deliver, prior to the expiration of the Earnout Review Period, written notice to Buyer setting forth any objection of Seller to such Interim Earnout Statement (an “Earnout Statement of Objections”).

  • On or prior to the last day of the Earnout Review Period, Seller may object to the Earnout Calculation Statement by delivering to Buyer a written statement setting forth Seller’s objections in reasonable detail (the “Statement of Earnout Calculation Objections”).

  • If Seller fails to deliver the Statement of Earnout Calculation Objections before the expiration of the Earnout Review Period, the Earnout Calculation Statement shall be deemed to have been accepted by Seller.

  • If Seller does not deliver an Earnout Statement of Objections to Buyer prior to the expiration of the Earnout Review Period, then the Interim Earnout Statement prepared and delivered by Buyer shall be deemed final.

  • If the Seller delivers an Earnout Statement of Objections prior to the expiration of an applicable Earnout Review Period and Buyer agrees with the calculations set forth on the Earnout Statement of Objections, then the Interim Earnout Statement shall be revised to reflect such agreement and shall be deemed final.

  • During the Earnout Review Period, the Buyer shall deliver, or cause the Company to deliver, such financial statements and books and records and supporting documentation as may be reasonably requested by such Rollover Sellers to confirm in all material respects the Company’s calculation of the Earnout Payment.

  • Prior to the expiration of the Earnout Review Period, the Sellers’ Representative may object to the Earnout Calculation set forth in the Earnout Calculation Statement for the applicable EBIT Year by delivering a written notice of objection signed by the Sellers’ Representative (an “ Earnout Calculation Objection Notice ”) to Buyer.

  • If the Member delivers an Earnout Dispute Notice to Holdco prior to the expiration of the Earnout Review Period, then Holdco and the Member shall negotiate in good faith to reach agreement on any items disputed in the Earnout Dispute Notice within the thirty (30)-day period commencing upon the delivery to Holdco of the Earnout Dispute Notice.

  • If the Sellers’ Representative fails to deliver the Adjusted EBITDA Earnout Statement of Objections before the expiration of the Adjusted EBITDA Earnout Review Period, the Adjusted EBITDA Earnout Payment as calculated by Buyer and set forth in the Adjusted EBITDA Earnout Statement shall be deemed final and to have been accepted by the Sellers’ Representative and the Seller Members.

  • If Seller fails to deliver the Earnout Statement of Objections before the expiration of the Earnout Review Period, the Revenue, Earnout Shares and Earnout Payment reflected in the Earnout Statement shall be deemed to have been accepted by Seller as of the last day of the Earnout Review Period.


More Definitions of Earnout Review Period

Earnout Review Period. Section 2.7(b) “Earnout Statement” Section 2.7(a) “EBITDA” Section 2.2 “Effective Time” Section 2.5(a)
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Earnout Review Period is defined in Section 1.4(b).
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Related to Earnout Review Period

  • Review Period has the meaning set forth in Section 2.04(c)(i).

  • Title Review Period shall have the meaning set forth in Section 4.3.

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

  • Dispute Period shall have the meaning specified in Section 9.3(a).

  • Plan Objection Deadline means the date the Bankruptcy Court establishes as the deadline to File an objection to Confirmation of the Plan.

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

  • Claim Determination Period means a calendar year. However, it does not include any part of a year during which a person has no coverage under This Plan, or any part of a year before the date this COB provision or a similar provision takes effect.

  • Dispute Notice means a written notice served by one Party on the other stating that the Party serving the notice believes that there is a Dispute;

  • Inspection Period means the period beginning on the Effective Date and expiring at 5:00 p.m. eastern time on the forty-fifth day after the Effective Date.

  • Study Period means the period commencing at 9:00 a.m. on the date hereof, and continuing through 5:00 p.m. on the Closing Date.

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

  • 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.

  • Xxxx Dispute Notice means the notice issued by a Party raising a Dispute regarding a Monthly Xxxx or a Supplementary Xxxx issued by the other Party;

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

  • Final Adjustment Statement has the meaning set forth in Section 2.6(c).

  • Objection Date means the date by which Settlement Class Members must mail their objection to the settlement for that objection to be effective. The postmark date shall constitute evidence of the date of mailing for these purposes.

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

  • Adjustment Statement has the meaning set forth in Section 2.6(a).

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

  • Objection Deadline means the date identified in the Preliminary Approval Order and Class Notice by which a Settlement Class Member must serve written objections, if any, to the Settlement to be able to object to the Settlement. The Objection Deadline shall be no later than 30 days before the Final Approval Hearing.

  • Initial determination means the first child custody determination concerning a particular child.

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

  • Estimated Closing Statement has the meaning set forth in Section 2.4(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.

  • Closing Working Capital Statement has the meaning set forth in Section 2.04(b)(i).

  • Due Diligence Period has the meaning set forth in Section 4.1(a).