Consolidated Gross Profits definition

Consolidated Gross Profits means, for any period, the Gross Profits of the Borrower and its Consolidated Subsidiaries.
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Consolidated Gross Profits means in respect of any Gross Profits Earn-Out Period, the consolidated gross profits of the Group, including sales to the Purchaser Parent and its Affiliates (other than the Group Companies) to the extent set forth in the second sentence of Article 7.5(f)(i), for such Gross Profits Earn-Out Period, in each case derived from sales of products or services outside of North America and excluding sales to North America, computed on a pro forma consolidated basis in accordance with GAAP, in a manner that is consistent with the Company’s practice in calculating consolidated gross profits before the Closing to the extent that such past practice is in accordance with GAAP, disregarding, for all purposes of computing Consolidated Gross Profits in respect of the relevant Gross Profits Earn-Out Period, all amounts paid by any Group Company resulting from a settlement or other arrangement in relation to the pending litigation between Ameriscan and StarTrak Information Technologies LLC. The terms “Group” and “Group Company” as used in this definition in respect of any Gross Profits Earn-Out Period shall mean (i) the Company and its consolidated subsidiaries during such Gross Profits Earn-Out Period (the “European Group Companies”) and (ii) Ameriscan and its consolidated subsidiaries (if any) during such Gross Profits Earn-Out Period (the “Ameriscan Group Companies”). For the avoidance of doubt, Consolidated Gross Profits for any Earn-Out Period shall not include sales by the European Group Companies to the Ameriscan Group Companies, or sales by the Ameriscan Group Companies to the European Group Companies. For purposes of this definition relevant sales of products and services include, subject to the provisions of the preceding sentence, those created from the Group’s sales of Group Products and Purchaser Products outside of North America. For the avoidance of doubt, the Consolidated Gross Profits in respect of any Gross Profits Earn-Out Period shall not include the results of the Purchaser Parties themselves or any Affiliate or subsidiary of the Purchaser Parent (such as ORBCOMM Europe LLC) which is not a member of the Group, as determined pursuant to the second sentence of this definition, during the relevant Gross Profits Earn-Out Period.
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Examples of Consolidated Gross Profits in a sentence

  • The Purchaser Parties shall procure that the Gross Profits Arbitrating Accounting Firm shall have access to all of the books and records of the Group Companies, including work papers, as necessary in order to determine or comment on the Consolidated Gross Profits for the relevant Gross Profits Earn-Out Period, and the Gross Profits Earn-Out Consideration payable in respect of such Gross Profits Earn-Out Period.

  • In resolving such objections, the Gross Profits Arbitrating Accounting Firm shall apply the provisions of this Agreement concerning the determination of the Consolidated Gross Profits for the relevant Gross Profits Earn-Out Period.

  • Notwithstanding anything to the contrary in this Agreement, any disputes regarding the determination of the Consolidated Gross Profits for any Gross Profits Earn-Out Period and the Gross Profits Earn-Out Consideration payable in respect of such Gross Profits Earn-Out Period shall be resolved as set forth in this Article 2.8(d) and not in any other manner.

Related to Consolidated Gross Profits

  • Consolidated Cash Taxes means, for any period, for the Borrower and its Subsidiaries on a consolidated basis, the aggregate of all taxes, as determined in accordance with GAAP, to the extent the same are paid in cash during such period.

  • Consolidated Cash Flow means, with respect to any specified Person for any period, the Consolidated Net Income of such Person for such period plus, without duplication:

  • Consolidated Net Interest Expense means, with respect to any Person for any period, (a) gross interest expense of such Person and its Subsidiaries for such period determined on a consolidated basis and in accordance with GAAP (including, without limitation, interest expense paid to Affiliates of such Person), less (b) the sum of (i) interest income for such period and (ii) gains for such period on Hedging Agreements (to the extent not included in interest income above and to the extent not deducted in the calculation of gross interest expense), plus (c) the sum of (i) losses for such period on Hedging Agreements (to the extent not included in gross interest expense) and (ii) the upfront costs or fees for such period associated with Hedging Agreements (to the extent not included in gross interest expense), in each case, determined on a consolidated basis and in accordance with GAAP.

  • Consolidated Revenue means for any period the total revenues of the Company and its Subsidiaries, determined in accordance with GAAP.

  • Consolidated Revenues means, for any period, the consolidated net revenue of the Company and the Restricted Entities for such period determined in accordance with GAAP.