Earnings Threshold Sample Clauses

Earnings Threshold. 4.3.1 It is expressly recorded that when the Employee’s earnings are in excess of the earnings threshold stipulated in the BCEA, the Employee will not be entitled to remuneration for any time worked outside ordinary working hours as set out in clause 5 of this contract.
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Earnings Threshold. The Committee shall annually set earnings thresholds based upon a comparison of actual earnings of the Company for a Plan Year to (i) its forecasted earnings for that Plan Year and (ii) the amount of dividends paid during the Plan Year. No Incentive Awards shall be made by the Committee if 8 Company earnings (adjusted for Extraordinary Items) in a Plan Year are below the threshold levels established for that year. The earnings thresholds for each Plan Year shall be set forth in the Appendix of Annual Performance Criteria.
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Earnings Threshold. (a) Except as otherwise agreed in writing by the parties, the parties hereby establish a five (5) year cumulative EBT earnings before taxes (“EBT”) threshold of NINETEEN MILLION AND NO/100 DOLLARS ($19,000,000.00), THREE MILLION EIGHT HUNDRED THOUSAND AND NO/100 DOLLARS ($3,800,000.00) in each Contract Year, as defined in Section 3.2 below (the Threshold”) for the Term of this Agreement, which shall be distributed among the parties following the end of each Contract Year as set forth in Section 3.1(b) and following the end of the Term as set forth in Section 3.1(c). If this Agreement is terminated before the expiration of the Term, the Threshold shall be adjusted on a prorated basis. By way of example, if this Agreement is terminated three years three months into the Term, the Threshold would be adjusted from NINETEEN MILLION AND NO/100 DOLLARS ($19,000,000.00) to TWELVE MILLION THREE HUNDRED FIFTY THOUSAND AND NO/100 DOLLARS ($12,350,000.00), and the distribution schedule set forth in Section 3.1(b) shall be adjusted accordingly. (b) Pursuant to Section 3.1(a), distribution payments, if any, between Cargill and TAI shall be made at the end of each Contract Year as set forth in this Section 3.1(b). In the event that the annual EBT of the Facilities is greater than THREE MILLION EIGHT HUNDRED THOUSAND AND NO/100 DOLLARS ($3,800,000.00) per Contract Year, any amount in excess of THREE MILLION EIGHT HUNDRED THOUSAND AND NO/100 DOLLARS ($3,800,000.00) shall be distributed equally between the parties. In the event that the actual annual EBT of the Facilities is less than -TWO MILLION FIVE HUNDRED THOUSAND DOLLARS ($2,500, 000.00) per Contract Year, Cargill will pay TAI fifty percent (50%) of any shortfall between the actual annual EBT and TWO MILLION FIVE HUNDRED THOUSAND DOLLARS ($2,500,000.00), if any, up to a maximum total of FOUR HUNDRED THOUSAND DOLLARS ($400,000.00) per Contract Year. At the end of each Contract Year, TAI shall provide to Cargill an estimate of EBT for the then completed Contract Year by the end of the third business day in June. Payment due to Cargill or TAI shall be made by wire transfer on or before June 30th of each year. (c) At the end of each Contract Year, the parties will conduct a true-up of the distributions and payments for the Contract Years of the Term to date to ensure that any excess over the Threshold of the actual cumulative EBT of the Facilities is shared equally by the parties. Alternatively, if the actual cumulative EB...
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Earnings Threshold. The restrictive covenants set forth in Sections 7.2(a) and (b) shall apply only in the event that Contractor’s earnings per year from the Company exceed $250,000.00 or the then applicable adjusted earnings threshold established pursuant to RCW 49.62.040, as reported on IRS Form 1099-MISC. For purposes of this Section 7.6, Contractor’s annualized earnings shall be determined as of the date enforcement of the restrictive covenants is sought.
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Earnings Threshold. The restrictions contained in Paragraph 2(A)(a) and the Non-Competition Payment described in Paragraph 2(B), and the Non-Solicitation/Interference with Customers and Non-Solicitation/Interference with Suppliers clauses contained in Paragraphs 5 and 6, shall apply and be enforceable only if, at the time of termination of employment with the Company, Employee had been earning: (i) with respect to Paragraph 2 restrictions, an amount of Annualized Cash Compensation equivalent to or greater than the threshold amount to qualify as a Highly Compensated Worker, as the terms Annualized Cash Compensation, Highly Compensated Worker, and Threshold Amount for Highly Compensated Workers are defined in Colorado Revised Statutes Section 8-2-113 or any equivalent Colorado statutory provision that may be in effect at the time of Employee’s termination of employment with the Company; and/or (ii) with respect to Paragraphs 5 and 6 restrictions, 60% of the amount set forth immediately above in paragraph (a)(i) of this Colorado portion of the Appendix.
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Earnings Threshold in terms of the BCEA, the earnings threshold is determined from time to time and published in the Government Gazette and regulates that employees earning in excess of the noted threshold, are excluded from Sections 9, 10, 11, 12, 14, 15, 16, 17(2) and 18(3) of the BCEA.
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Earnings Threshold. The parties hereby establish a five-year cumulative earnings before long-term interest and income tax ("EBIT") threshold * (the "Threshold"). In the event that the actual five-year cumulative EBIT of the Facilities is greater than the Threshold, the amount over the Threshold shall be distributed equally between the parties. If the actual five-year cumulative EBIT is below the Threshold, Cargill shall pay TAI the difference between the Threshold and the actual five-year cumulative EBIT, less all absorbed losses as described herein. TAI shall absorb fifty percent (50%) of each individual year's loss where the EBIT for the individual year is less than zero. In no event shall the sum of TAI's absorbed losses exceed the total actual five-year cumulative EBIT shortfall from the Threshold. If this Agreement is terminated before the expiration of the Initial Term, or before the expiration of the then current term, the Threshold shall be adjusted on a prorated basis. By way of example, if this Agreement is terminated 3 years 3 months into the Initial Term, the Threshold would be adjusted from * to * .
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Earnings Threshold 
Sample 1

Related to Earnings Threshold

  • Collateral Threshold If the Parties have in place between them an Edison Electric Institute Master Power Purchase and Sale Agreement, and have selected Collateral Threshold Applicable under EEI on the Cover Sheet, then, notwithstanding whether an Event of Default has occurred, the Termination Payment that would be owed to by a Party hereunder will be included in the calculation of each Party’s Termination Payment under (and as defined in) such agreement, and an event of default under such agreement will be an Event of Default hereunder and an Event of Default hereunder will be an event of default under such agreement. If the Parties have in place between them an ISDA Master Agreement with Credit Support Annex, and have selected Collateral Threshold Applicable under ISDA on the Cover Sheet, then, notwithstanding whether an Event of Default has occurred, the Termination Payment that would be owed to by a Party hereunder will be included in the calculation of each Party’s Exposure under (and as defined in) such agreement, and an event of default under such agreement will be an Event of Default hereunder and an Event of Default hereunder will be an event of default under such agreement. If the Parties have elected either of the two foregoing options but at any time do not have in effect between them the referenced other agreements, or such referenced agreements do not provide for the exchange of margin or collateral thresholds, or if the Parties have selected Collateral Threshold Applicable Standalone on the Cover Sheet, if at any time and from time to time, notwithstanding whether an Event of Default has occurred, the Termination Payment that would be owed to by a Party plus that Party’s Independent Amount, if any, exceeds the Collateral Threshold specified, then the Party to whom such amount would be owed, on any Business Day, may request that owing Party to provide Performance Assurance in an amount equal to the amount of such excess, less any Performance Assurance already posted. Such Performance Assurance will be provided within three Business Days of the date of request. On any Business Day, but no more frequently than weekly with respect to letters of credit and daily with respect to cash, if there has been a reduction in the amount of such excess, the posting Party may request that such Performance Assurance be reduced correspondingly by the amount of such excess, if any. Failure to provide such Performance Assurance to the requesting Party within three Business Days of request is an Event of Default. For purposes of this Section, the Termination Payment will be calculated pursuant to Article 5 by the requesting Party as if the posting Party had defaulted and all outstanding Transactions had been liquidated, even if that is not actually the case, and in addition thereto, and include the net amount of all amounts owed but not yet paid between the Parties, whether or not such amounts are due, for performance already provided pursuant to any and all Transactions. A Party holding Performance Assurance in the form of cash posted by the other Party will pay the posting Party interest on such cash, monthly, at the Federal Funds rate of interest.

  • Maximum Leverage Permit, as of any fiscal quarter end, the ratio of (a) Adjusted Portfolio Equity as of such fiscal quarter end to (b) Funded Debt as of such fiscal quarter end, to be less than 5.00 to 1.00.

  • Minimum Shareholders’ Equity The Borrower will not permit Shareholders’ Equity at the last day of any fiscal quarter of the Borrower to be less than $500,000,000 plus 25% of the net proceeds of the sale of Equity Interests by the Borrower and its Subsidiaries after the Ninth Amendment Effective Date (other than proceeds of sales of Equity Interests by and among the Borrower and its Subsidiaries).

  • EBITDA The term “EBITDA” shall mean, with respect to any fiscal period, “Consolidated EBITDA” as defined in the Credit Agreement, provided that the following should also be excluded from the calculation of EBITDA to the extent not already excluded from the calculation of Consolidated EBITDA under the Credit Agreement: (i) Non-Cash Charges (as defined in the Credit Agreement) related to any issuances of equity securities; (ii) fees and expenses relating to the Acquisition; (iii) financing fees (both cash and non-cash) relating to the Acquisition; (iv) covenant-not-to-compete payments to certain members of the Company’s senior management and related expenses; (v) expenses (or any portion thereof) incurred outside of the ordinary course of business that are approved by the Board which the Board determines in its good faith discretion are in the best interest of the Company but which will have a disproportionately adverse impact on the Company’s short term financial performance, affecting the Company’s ability to achieve financial targets related to the vesting of the Class C Units under the Incentive Unit Subscription Agreements or the Company’s annual bonus plan; (vi) costs and expenses incurred in connection with evaluating and consummating acquisitions not contemplated by the Company’s annual plan, as such plan is approved by the Board in good faith; (vii) related party expenditures that are subject to the prior written consent of the Majority Executives pursuant to Section 2.3(a) of the Securityholders Agreement but have failed to receive such consent; (viii) advisors’ fees and expenses incurred outside the ordinary course of business related solely to Vestar’s activities that are unrelated to the Company; (ix) costs associated with any put option or call option contemplated by any Rollover Subscription Agreement or Incentive Unit Subscription Agreement; (x) costs associated with any proposed initial Public Offering or Sale of the Company (as such terms are defined in the Securityholders Agreement); (xi) expenses related to any litigation arising from the Acquisition; (x) management fees and costs related to the activities giving rise to such fees that are paid to, paid for or reimbursed to Vestar and its Affiliates; and (xii) material expenditures or incremental expenditures inconsistent with prior practice (to the extent that prior practice is relevant) required by Board (where Management Managers (as defined in the Securityholders Agreement) unanimously dissent) unless such expenditures are reasonably likely to result in any benefit (whether economic or non-economic) to the Company as determined by the Board in its good faith discretion.

  • Net Operating Income For any Real Estate and for a given period, an amount equal to the sum of (a) the rents, common area reimbursements, and service and other income for such Real Estate for such period received in the ordinary course of business from tenants or licensees in occupancy paying rent (excluding pre-paid rents and revenues and security deposits except to the extent applied in satisfaction of tenants’ or licensees’ obligations for rent and any non-recurring fees, charges or amounts including, without limitation, set-up fees and termination fees) minus (b) all expenses paid or accrued and related to the ownership, operation or maintenance of such Real Estate for such period, including, but not limited to, taxes, assessments and the like, insurance, utilities, payroll costs, maintenance, repair and landscaping expenses, marketing expenses, and general and administrative expenses (including an appropriate allocation for legal, accounting, advertising, marketing and other expenses incurred in connection with such Real Estate, but specifically excluding general overhead expenses of REIT and its Subsidiaries, any property management fees and non recurring charges), minus (c) the greater of (i) actual property management expenses of such Real Estate, or (ii) an amount equal to three percent (3.0%) of the gross revenues from such Real Estate excluding straight line leveling adjustments required under GAAP and amortization of intangibles pursuant to FAS 141R, minus (d) all rents, common area reimbursements and other income for such Real Estate received from tenants or licensees in default of payment or other material obligations under their lease, or with respect to leases as to which the tenant or licensee or any guarantor thereunder is subject to any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution, liquidation or similar debtor relief proceeding.

  • Cash Flow Leverage Ratio The Borrower will not permit the Cash Flow Leverage Ratio on the last day of any fiscal quarter to exceed 3.50 to 1.00.

  • Net Cash Flow The term “Net Cash Flow” shall mean all cash and cash equivalents from all sources on hand as of the last day of the measurement period prior to any distributions to the Partners, and after the payment of all then due expenses of operating and managing the Restaurants, and after payment of all debts and liabilities and after any prepayments of any debts and liabilities that the General Partner, in its reasonable and good faith discretion, elects to cause to be made, and after the establishment of any reserves reasonably deemed necessary by the General Partner for (i) the repayment of any due debts or liabilities, including debts owed to the General Partner; (ii) the working capital requirements; (iii) capital improvements and replacement of furniture, fixtures or equipment; and (iv) any contingent or unforeseen liabilities. In determining Net Cash Flow of each Restaurant there shall be deducted the Supervision Fee and the Accounting Fee as provided in Section 4.7, the Advertising Payment and the Insurance Payment as provided in Section 4.8, and the OSRS Charges as provided in Section 4.2.

  • Measurement Period In this Agreement, unless the contrary intention appears, a reference to:

  • Shareholders’ Equity Permit Gannett’s Total Shareholders’ Equity at any time to be less than $3,500,000,000.

  • Adjusted EBITDA The 2019 adjusted EBITDA for the Affiliated Club Sellers shall total an aggregate of not less than $10,700,000.

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