Third Measurement Period Sample Clauses

Third Measurement Period. With respect to the third Measurement Period, which commences on July 1, 2008, the following Consolidated EBITDA thresholds and Earnout Payments are applicable: (1) If the Consolidated EBITDA is at least $15,200,000, but less than $20,700,000, then THK shall issue shares of THK Common Stock to the Shareholders having a value for purposes of this Section 8.1(c)(1) equal to $2,363,505 (less the Bonus Pool Amount). The number of shares to be issued will be equal to the quotient obtained by dividing $2,363,505 (less the Bonus Pool Amount) by the preset value per share of $2.00. (2) If the Consolidated EBITDA is at least $20,700,000, but less than $27,800,000, then THK shall issue shares of THK Common Stock to the Shareholders having a value for purposes of this Section 8.1(c)(2) equal to $2,571,133 (less the Bonus Pool Amount). The number of shares to be issued will be equal to the quotient obtained by dividing $2,571,133 (less the Bonus Pool Amount) by the preset value per share of $2.00. (3) If the Consolidated EBITDA is equal to or exceeds $27,800,000, then THK shall issue shares of THK Common Stock to the Shareholders having a value for purposes of this Section 8.1(c)(3) equal to $5,382,083 (less the Bonus Pool Amount). The number of shares to be issued will be equal to the quotient obtained by dividing $5,382,083 (less the Bonus Pool Amount) by the preset value per share of $2.00. For purposes of this Section 8.1(c), the value per share of THK’s common stock shall remain at $2.00 per share even though such shares may then be trading at a higher or lower price.
Sample 1
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Third Measurement Period. During the Measurement Period from but not including April 16, 2014 to and including April 15, 2015, at such time as the VWAP of the Common Stock for a period of 60 consecutive trading days during such Measurement Period exceeds $5.25 per share (the “Third VWAP Target”); provided, that (i) if the VWAP Target for a particular Measurement Period is not met during such Measurement Period, then the Installment Pair issuable if the VWAP Target for such Measurement Period had been satisfied shall be automatically forfeited, (ii) there shall be no acceleration into an earlier Measurement Period of any Installment Pair applicable to a subsequent Measurement Period even if the VWAP Target for a subsequent Measurement Period is met in an earlier Measurement Period, and (iii) to the extent that the Other Purchaser Purchase Right terminates without being fully exercised for the Initial Purchase Right Shares (as defined in the Other Purchase Agreement) prior to the Initial Expiration Date (as defined in the Other Purchase Agreement) (the percentage of such Initial Purchase Right Shares not purchased, the “Expired Percentage”), the number of shares issuable in each Purchase Right Shares Installment shall be proportionately reduced by a percentage equal to the Expired Percentage.
Sample 1
Third Measurement Period. With respect to the third Measurement Period, which commences on July 1, 2008, the following Consolidated EBITDA thresholds and Earnout Payments are applicable: (1) If the Consolidated EBITDA is at least $15,200,000, but less than $20,700,000, then THK shall issue shares of THK Common Stock to the Shareholders and Non-Party Shareholder having a value for purposes of this Section 8.1(c)(1) equal to $2,363,505 (less the Bonus Pool Amount). The number of shares to be issued will be equal to the quotient obtained by dividing $2,363,505 (less the Bonus Pool Amount) by the preset value per share of $2.00. (2) If the Consolidated EBITDA is at least $20,700,000, but less than $27,800,000, then THK shall issue shares of THK Common Stock to the Shareholders and Non-Party Shareholder having a value for purposes of this Section 8.1(c)(2) equal to $4,288,649 (less the Bonus Pool Amount). The number of shares to be issued will be equal to the quotient obtained by dividing $4,288,649 (less the Bonus Pool Amount) by the preset value per share of $2.00. (3) If the Consolidated EBITDA is equal to or exceeds $27,800,000, then THK shall issue shares of THK Common Stock to the Shareholders and Non-Party Shareholder having a value for purposes of this Section 8.1(c)(3) equal to $6,276,482 (less the Bonus Pool Amount). The number of shares to be issued will be equal to the quotient obtained by dividing $6,276,482 (less the Bonus Pool Amount) by the preset value per share of $2.00. For purposes of this Section 8.1(c), the value per share of THK’s common stock shall remain at $2.00 per share even though such shares may then be trading at a higher or lower price.
Sample 1

Related to Third Measurement Period

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

  • Mileage Measurement Where required, the mileage measurement for LIS rate elements is determined in the same manner as the mileage measurement for V&H methodology as outlined in NECA Tariff No. 4.

  • AGREEMENT PERIOD The terms of this Agreement and the performance of the parties hereto shall commence, or be deemed to have commenced, the 1st day of January 2020 and will continue through the 31st day of December 2020, both dates inclusive, unless sooner terminated or extended as provided for herein.

  • Development Period The Contractor may commence pre-construction activities like utility shifting, boundary wall construction or any other activity assigned to the Contractor by the Authority to enable construction of the Project Highway immediately after signing of the Agreement, to the extent that such work is ready for execution. The Parties agree that these works may be taken up and completed to the extent feasible by the Contractor, before declaration of the Appointed Date, but no claim against the Authority for delay shall survive during this period and that the undertaking of these works by the Contractor shall not count towards the Scheduled Construction Period of the project which starts counting only from the Appointed Date. No construction activity of the Project Highway shall be undertaken during the development period.

  • Usage Measurement Usage measurement for calls shall begin when answer supervision or equivalent Signaling System 7 (SS7) message is received from the terminating office and shall end at the time of call disconnect by the calling or called subscriber, whichever occurs first.

  • 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.

  • Measurement Should the State terminate this contract as herein provided, no fees other than fees due and payable at the time of termination shall thereafter be paid to the Engineer. In determining the value of the work performed by the Engineer prior to termination, the State shall be the sole judge. Compensation for work at termination will be based on a percentage of the work completed at that time. Should the State terminate this contract under paragraph (4) or (5) above, the Engineer shall not incur costs during the thirty-day notice period in excess of the amount incurred during the preceding thirty days.

  • Settlement Period (a) For recording time worked, there shall be a settlement period of four weeks. (b) The settlement period shall commence at the beginning of a pay period.

  • Evaluation Period Until 5:00 p.m. Eastern time on August 16, 2002 (the "Evaluation Period"), Purchaser and its authorized agents and representatives (for purposes of this Article V, the "Licensee Parties") shall have the right, subject to the right of any Tenants, to enter upon the Real Property at all reasonable times during normal business hours to perform an inspection of the Real Property, the Improvements and the Personal Property. Purchaser will provide to Seller notice (for purposes of this Section 5.1(a), an "Entry Notice") of the intention of Purchaser or the other Licensee Parties to enter the Real Property at least 24 hours prior to such intended entry and specify the intended purpose therefor and the inspections and examinations contemplated to be made and with whom any Licensee Party will communicate. At Seller's option, Seller may be present for any such entry and inspection. Purchaser shall not communicate with or contact any of the Tenants or any of the Authorities without the prior written consent of Seller, which consent shall not be unreasonably withheld or delayed. If Purchaser shall elect to communicate with any of the Authorities and Seller consents thereto, Purchaser shall give Seller prior notice thereof, and Seller and Seller's representatives shall have the right, but not the obligation, to attend, and participate in, all such meetings. Notwithstanding anything to the contrary contained herein, no so-called Phase II environmental physical testing or sampling shall be conducted during any such entry by Purchaser or any Licensee Party upon the Real Property without Seller's specific prior written consent, which consent shall not be unreasonably withheld or unduly delayed. TIME IS OF THE ESSENCE with respect to the provisions of this Section 5.1.

  • Performance Measurement The Uniform Guidance requires completion of OMB-approved standard information collection forms (the PPR). The form focuses on outcomes, as related to the Federal Award Performance Goals that awarding Federal agencies are required to detail in the Awards.

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