Revenue Performance Requirement Sample Clauses

Revenue Performance Requirement. 20 10.4 Operation of Audio Conferencing Business During Measurement Year............................................20 10.5 Threshold...................................................20 10.6
Sample 1Sample 2
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Revenue Performance Requirement. In order to more fully secure the revenues to be derived from the Purchased Assets and the Audio Conferencing Business, the parties agree that twenty percent (20.000%) of the Equity Consideration will be held in escrow (the "Escrow Shares") and will be released to the Seller, or its successor stockholders only upon the satisfaction of the performance conditions described below. If the Audio Conferencing Business Revenues determined to have been earned by Purchaser during the twelve (12) month period beginning with the first day of the first full month after Closing Date (the "Measurement Year") equals or exceeds the audited Audio Conferencing Revenues of Seller during the Valuation Period (the "Target Revenues") (i.e., estimated to be $4.8 Million), then all of the Escrow Shares then being held in Escrow shall be released to Seller without further claim by Purchaser. However, if the Audio Conferencing Business Revenues earned by Purchaser during the Measurement Year as certified by Purchaser's auditors are less than the Target Revenues, then Purchaser shall be entitled to a return of five percentage points (5%) of the Escrow Shares for each one percentage point (1%) that actual revenues earned by Purchaser are less than the Target Revenues. By way of example but not limitation, if Audio Conferencing Business Revenues earned by Purchaser are 10% percent less than the Target Revenues, then Purchaser shall be entitled to receive back 50% of the Escrow Shares.
Sample 1
Revenue Performance Requirement. In order to more fully secure the revenues to be derived from the Purchased Assets and the Audio Conferencing Business, the parties agree that twenty percent (20.000%) of the Equity Consideration will be held in escrow (the "Escrow Shares") and will be released to the Seller, or its successor stockholders only upon the satisfaction of the performance conditions described below. If the Audio Conferencing Business Revenues determined to have been earned by Purchaser during the twelve (12) month period beginning with the first day of the first full month after Closing Date (the "Measurement Year") equals or exceeds the audited Audio Conferencing Revenues of Seller during the Valuation Period (the "Target Revenues") (i.e., estimated to be $4.8 Million), then all of the Escrow Shares then being held in Escrow shall be released to Seller without further claim by Purchaser. However, if the Audio Conferencing Business Revenues earned by Purchaser during the Measurement Year as certified by Purchaser's auditors are less than the Target Revenues, then Purchaser shall be entitled to a return of five percentage points (5%) of the Escrow Shares for each one percentage point (1%) that actual revenues earned by Purchaser are less than the Target Revenues. By way of example but not limitation, if Audio Conferencing Business Revenues earned by Purchaser are 10% percent less than the Target Revenues, then Purchaser shall be entitled to receive back 50% of the Escrow Shares. 10.4 OPERATION OF AUDIO CONFERENCING BUSINESS DURING MEASUREMENT YEAR. During the Measurement Year Purchaser covenants that it will operate the Audio Conferencing Business in the ordinary course of business using its best business judgment consistent with the operation and policies of Seller in conducting such business prior to Closing and, to the extent consistent therewith, with no less diligence and effort than would be applied in the absence of this Agreement, use all commercially reasonable efforts to seek to preserve intact the current business organizations, and use all commercially reasonable efforts to preserve its relationships with customers, suppliers, distributors, employees, contractors and others having business dealings.
Sample 1

Related to Revenue Performance Requirement

  • Performance Requirements A. There is no guaranteed minimum amount of work which will be ordered under this Contract. B. The total Contract amount will not exceed $4,900,000. C. This is a Contract for work specified in individual Job Orders. Work ordered prior to but not completed by the expiration of the Contract period, and any additional work required as a result of unforeseen conditions encountered during construction up to six (6) months after the contract expiration date, will be completed with all provisions of this Contract still in force. Performance time for each Job Order issued under this Contract will be determined in accordance with the Contract. This performance time will be determined and agreed upon by both Parties for each individual Job Order. Contractor must self-perform 20% of the Work under this Contract for ‘A’ and ‘B’ licenses. Contractor must self-perform 75% of the Work under this Contract, unless otherwise approved by the County, for ‘C’ licenses. D. This is an indefinite-quantity Contract for the supplies or services specified and effective for the period stated. Work or performance shall be made only as authorized by Job Orders issued in accordance with the ordering procedures clause. The Contractor agrees to furnish to the County when and if ordered, the supplies or services specified in the Contract up to and including the quantity designated in the Job Orders issued as the maximum designated in the Contract.

  • Prohibition of Performance Requirements 1. The provisions of the Agreement on Trade-Related Investment Measures in Annex 1A to the WTO Agreement (TRIMs), which are not specifically mentioned in or modified by this Agreement, shall apply, mutatis mutandis, to this Agreement. 2. Member States shall undertake joint assessment on performance requirements no later than 2 years from the date of entry into force of this Agreement. The aim of such assessment shall include reviewing existing performance requirements and considering the need for additional commitments under this Article.

  • Quarterly Contractor Performance Reporting Customers shall complete a Contractor Performance Survey (Exhibit I) for each Contractor on a Quarterly basis. Customers will electronically submit the completed Contractor Performance Survey(s) to the Department Contract Manager no later than the due date indicated in Contract Exhibit D, Section 17, Additional Special Contract Conditions. The completed Contractor Performance Survey(s) will be used by the Department as a performance-reporting tool to measure the performance of Contractors. The Department reserves the right to modify the Contractor Performance Survey document and introduce additional performance-reporting tools as they are developed, including online tools (e.g. tools within MyFloridaMarketPlace or on the Department's website).

  • Ongoing Performance Measures The Department intends to use performance-reporting tools in order to measure the performance of Contractor(s). These tools will include the Contractor Performance Survey (Exhibit H), to be completed by Customers on a quarterly basis. Such measures will allow the Department to better track Vendor performance through the term of the Contract(s) and ensure that Contractor(s) consistently provide quality services to the State and its Customers. The Department reserves the right to modify the Contractor Performance Survey document and introduce additional performance-reporting tools as they are developed, including online tools (e.g. tools within MFMP or on the Department's website).

  • Service Requirement Except as otherwise provided in Section 6(e) of the Plan or Section 2 of this Agreement, this Option may be exercised only while you continue to provide Service to the Company or any Affiliate, and only if you have continuously provided such Service since the Grant Date of this Option.

  • Employee Performance Review When a formal review of an employee’s performance is made, the employee concerned shall be given an opportunity to discuss, sign and make written comments on the review form in question and the employee is to receive a signed copy to indicate that its contents have been read. An employee shall be entitled to a minimum of two (2) work days to review the performance review prior to providing any response to the Employer, verbally or in writing, with respect to the evaluation.

  • Performance Levels (a) The Performance Levels which apply to the performance by the respective Parties of their obligations under this Agreement are set out in Part 1 of Schedule 5. A failure by either Party to achieve the relevant Performance Level will not constitute a breach of this Agreement and the only consequences of such failure as between the Parties shall be the consequences set out in this Clause 5.6. (b) If the Operator does not comply with the Operator Performance Level then the Access Holder must pay to QR Network the amount determined in accordance with Schedule 5 as part of the invoice issued by QR Network for Access Charges and other charges for the Billing Period immediately following QR Network becoming entitled to that amount. Where there is no next Billing Period, the Operator must pay such amount to QR Network within fourteen (14) days after receipt of a Tax Invoice from QR Network. (c) If QR Network does not comply with the QR Network Performance Level then QR Network will credit to the Access Holder the amount determined in accordance with Schedule 5 by way of a deduction from the invoice issued by QR Network for Access Charges and other charges for the Billing Period immediately following the Access Holder becoming entitled to that amount. Where there is no next Billing Period, QR Network must pay such amount to the Access Holder within fourteen (14) days after receipt of a Tax Invoice from the Access Holder. (d) The Parties must, if requested by either Party, meet to review the Performance Levels subject to such review not occurring within six (6) Months after the Commitment Date or any previous review of the Performance Levels. If either Party notifies the other that it considers that the Performance Levels are no longer appropriate, the Parties may agree on varied Performance Levels and any associated variations to the Agreement including the Base Access Charges and the Train Service Description. If the Parties are unable to agree to such variations, then the existing Performance Levels shall continue to apply unless varied by QR Network in accordance with the provisions of Clause 5.6(e). (e) In the event that the Access Holder and/or the Operator (i) does not comply in any material respect with the Train Service Description; and (ii) the Access Holder fails to demonstrate to the reasonable satisfaction of QR Network when requested to do so, that the Access Holder will consistently comply with the Train Service Description for the remainder of the Term then, following consultation with the Access Holder, QR Network will be entitled to: (iii) vary the Train Service Description to a level it reasonably expects to be achievable by the Access Holder for the remainder of the Term having regard to the extent of previous compliance with the Train Service Description (ignoring, for the purpose of assessing previous compliance, any non-compliance to the extent that the non-compliance was attributable to a Railway Operator (other than the Access Holder) or to QR Network); and (iv) vary the Agreement (including, without limitation, the Operator Performance Level and the Base Access Charges) to reflect the impact of the change in the Train Service Description. (f) The Access Holder shall be entitled to dispute any variation proposed by QR Network pursuant to Clause 5.6(e) and such dispute will be referred to an expert for resolution in accordance with Clause 17.3.

  • Annual Performance Review The Employee’s performance of his duties under this Agreement shall be reviewed by the Board of Directors or a committee of the Board of Directors at least annually and finalized within thirty (30) days of the receipt of the annual audited financial statements. The Board of Directors or a committee of the Board of Directors shall additionally review the base salary, bonus and benefits provided to the Employee under this Agreement and may, in their discretion, adjust the same, as outlined in Addendum B of this Agreement, provided, however, that Employee’s annual base salary shall not be less than the base salary set forth in Section 4(A) hereof.

  • CONTRACTOR PERFORMANCE AUDIT The Contractor shall allow the Authorized User to assess Contractor’s performance by providing any materials requested in the Authorized User Agreement (e.g., page load times, response times, uptime, and fail over time). The Authorized User may perform this Contractor performance audit with a third party at its discretion, at the Authorized User’s expense. The Contractor shall perform an independent audit of its Data Centers, at least annually, at Contractor expense. The Contractor will provide a data owner facing audit report upon request by the Authorized User. The Contractor shall identify any confidential, trade secret, or proprietary information in accordance with Appendix B, Section 9(a), Confidential/Trade Secret Materials.

  • Annual Performance Evaluation On either a fiscal year or calendar year basis, (consistently applied from year to year), the Bank shall conduct an annual evaluation of Executive’s performance. The annual performance evaluation proceedings shall be included in the minutes of the Board meeting that next follows such annual performance review.

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