Gross Profit Adjustment Sample Clauses

Gross Profit Adjustment. 1.2.1. During the initial 12 month period and the following 13th through the 24th month, following consummation of the stock purchase pursuant to this Agreement, SELLERS shall be entitled to an additional purchase price (Earn Out), not to exceed $100,000.00 for each 12 month period computed as follows: For purposes of this Article 1, Gross Profit shall mean Revenues less Direct Costs. Revenues herein shall mean sales of products or services less returns, allowances and discounts. Direct Costs shall mean the costs associated with reproduction and packaging of software and the cost of equipment, supplies and accessories purchased for resale. For purposes of the Gross Profit adjustment computation, Gross Profit of COMPANY shall be deemed to be the percentage of the combined Gross Profits of COMPANY and DR Software, Inc. for fiscal 1996 represented by the Gross Profits of COMPANY calculated as follows:
Sample 1
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Gross Profit Adjustment. If, after giving effect to the Transfer, the various businesses of Antilles Wireless and Wireless World conducted through use of the Licenses (as defined in Section 2) (including, without limitation, wireless distribution of TV programming, wireless internet access and wireless data transmission and telephony businesses) shall generate an aggregate Gross Profit (as defined below) of less than $6,000,000 for the Measurement Period (as defined below), then Prior shall return to ATN cash equal to (a) one-fourth of the deficiency in such Gross Profit up to a maximum repayment of $1,500,000 (ie, in the event of an aggregate Gross Profit of zero or less) plus (b) interest on such 25% of the deficiency amount at the Prime Rate for the period from the Closing Date to the date of return of such cash to ATN. At the Closing Prior shall pledge to ATN 242,424 shares of ATN common stock as collateral security for his obligations pursuant to this Section 1.3 and Section 8.2
Sample 1
Gross Profit Adjustment. For the six (6) month period beginning ----------------------- October 1, 1997, and ending March 31, 1998, for every dollar of Gross Profit in excess of $603,000.00, SELLER shall receive a multiple of five (5) times such excess subject to a maximum payment (the "Earn-Out Payment") of $250,000.00. For purposes of this paragraph "Gross Profit" shall be defined and calculated as set forth on EXHIBIT X- 0 by BDO Xxxxxxx, L.L.P. (the "Accountants"). Fifty ------------ percent (50%) of the Earn-Out Payment, if any, due to SELLER shall be made by PURCHASER on or before June 30, 1998, by delivery of a certified check or wire transfer of funds to an account specified by SELLER. The other fifty percent (50%) of the Earn-Out Payment shall be paid to SELLER by delivery of a promissory note in the face amount of such fifty percent (50%) of the Earn-Out Payment and providing terms identical in the form of the Long-Term Note, which note shall be dated as of March 31, 1998. In the event SELLER disagrees with PURCHASER's calculation of the Earn-Out Payment, SELLER shall have the right, upon reasonable notice, to examine PURCHASER's books and records relating to the Assets and Assumed Liabilities.
Sample 1

Related to Gross Profit Adjustment

  • Year-End Adjustment If necessary, on or before the last day of the first month of each fiscal year, an adjustment payment shall be made by the appropriate party in order that the amount of the investment advisory fees waived or reduced and other payments remitted by the Adviser to the Fund or Funds with respect to the previous fiscal year shall equal the Excess Amount.

  • Audit Adjustment If any audit of the records, books or accounts relating to the Properties discloses an overpayment or underpayment of Management Fees, Owner or Manager shall promptly pay to the other party the amount of such overpayment or underpayment, as the case may be. If such audit discloses an overpayment of Management Fees for any fiscal year of more than the correct Management Fees for such fiscal year, Manager shall bear the cost of such audit.

  • Royalty Adjustments The following adjustments shall be made, on a Licensed Product-by-Licensed Product and country-by-country basis, to the royalties payable pursuant to this Section 5.5:

  • CPI Adjustment The fixed fees and other fees expressed as stated dollar amounts in this schedule and in the Agreement shall be increased annually commencing on the one-year anniversary date of the Effective Date by the percentage increase since the Effective Date in consumer prices for services as measured by the United States Consumer Price Index entitled "All Services Less Rent of Shelter" or a similar index should such index no longer be published.

  • Annual Adjustment At the end of each Fiscal Year and following receipt by Manager of the annual accounting referred to in Article 10, an adjustment will be made to such annual account, if necessary and if available, so that the appropriate amount shall have been deposited in the Reserve.

  • Payment and Year-End Adjustment Amounts accrued pursuant to this Agreement shall be payable to the Adviser as of the last day of each month. If necessary, on or before the last day of the first month of each fiscal year, an adjustment payment shall be made by the appropriate party in order that the actual Fund Operating Expenses of a Fund for the prior fiscal year (including any reimbursement payments hereunder with respect to such fiscal year) do not exceed the Maximum Annual Operating Expense Limit.

  • Annual Adjustments Base Rent shall be increased on each annual anniversary of the first day of the first full month during the Term of this Lease (each an “Adjustment Date”) by multiplying the Base Rent payable immediately before such Adjustment Date by the Rent Adjustment Percentage and adding the resulting amount to the Base Rent payable immediately before such Adjustment Date. Base Rent, as so adjusted, shall thereafter be due as provided herein. Base Rent adjustments for any fractional calendar month shall be prorated.

  • Tax Adjustment During each Lease Year commencing with the Lease -------------- Year 1998, Tenant shall pay, as Additional Charges, an amount (hereinafter referred to as the "TAX ADJUSTMENT AMOUNT") equal to Tenant's Share of the excess of Taxes for each such Lease Year over the amount of Taxes for the Base Year; except that Tenant shall be required to pay only a pro rata amount of the Tax Adjustment Amount for the Lease Year in which the last days of the Term occur, pro rated on a per diem basis. The Tax Adjustment Amount with respect to each Lease Year shall be paid in monthly installments in advance on the first day of each and every calendar month during such Lease Year, commencing January 1, 1998, in an amount estimated from time to time by Landlord and communicated by written notice to Tenant. As soon as practicable following the close of the 1998 and subsequent Lease Years, and receipt of actual tax bills, Landlord shall deliver to Tenant a statement setting forth (a) the actual Tax Adjustment Amount for such Lease Year; (b) the total of the estimated monthly installments of the Tax Adjustment Amount paid to Landlord for such Lease Year; and (c) the amount of any excess or deficiency with respect to such Lease Year. Tenant shall pay any deficiency to Landlord as shown by such statement within thirty (30) days after receipt of such statement. If the total of the estimated monthly installments paid by Tenant during any Lease Year exceeds the actual Tax Adjustment Amount due from Tenant for such Lease Year, at Landlord's option such excess shall be either credited against payments next due hereunder or refunded by Landlord, provided Tenant is not then in default hereunder.

  • True-Up Adjustments From time to time, until the Retirement of the Recovery Bonds, the Servicer shall identify the need for True-Up Adjustments and shall take all reasonable action to obtain and implement such True-Up Adjustments, all in accordance with the following:

  • Salary Adjustment The Executive's Base Salary will be reviewed from time to time in accordance with the established procedures of the Company for adjusting salaries for similarly situated employees and may be adjusted in the sole discretion of the Company.

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