Earnout Net Revenues definition

Earnout Net Revenues shall have the meaning specified in Section 2.9.1 of the Agreement.
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Earnout Net Revenues means revenues generated from the sale, license or other transfer of products related to, derived from, or using the Acquired Assets, the Transferred Intellectual Property Rights, the Transferred Tangible Assets, the Transferred Technology, or Inventory (such products, the "Earnout Products") by the Buyer or by any business unit or subsidiary of Buyer and recognized by Buyer during the Earnout Period (including any revenues generated from services, warranties and maintenance) in accordance with generally accepted accounting principals ("GAAP") and in a manner consistent with Buyer's revenue recognition policies less the sum of amounts (i) collected for sales, use, excise, customs, value-added, withholding or other taxes or duties (other than on net income); (ii) paid or credited for rebates, discounts, returns, refunds or other allowances; (iii) collected for freight, shipping, handling or other transaction fees (including credit card processing fees); and (iv) commissions or other sales incentives.
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Examples of Earnout Net Revenues in a sentence

  • Subject to the provisions of Section 1.8(b)(ii) below, Buyer shall make quarterly payments to Seller in an amount equal to the Earnout Net Revenues multiplied by 0.10 for each Earnout Period until the sum of all quarterly payments equals $1,750,000; provided, however, that Buyer's payment in the final Earnout Period under this Section 1.8(b) may be in an amount less than the Earnout Net Revenues multiplied by 0.10, so long as the sum of all quarterly payments equals $1,750,000.

  • Sub will use commercially reasonable efforts to maximize the Earnout Net Revenues consistent with Buyer's past practice.

  • Subject to the provisions of Section 1.8(b)(ii) below, Buyer shall make quarterly payments to Seller in an amount equal to the Earnout Net Revenues multiplied by 0.10 for each Earnout Period until the sum of all quarterly payments equals $1,750,000; provided, however, that Buyer’s payment in the final Earnout Period under this Section 1.8(b) may be in an amount less than the Earnout Net Revenues multiplied by 0.10, so long as the sum of all quarterly payments equals $1,750,000.

Related to Earnout Net Revenues

  • Net Revenue means an entity’s total revenue less its operating expenses, interest paid, depreciation, and taxes. “Net Revenue” is synonymous with “Profit.”

  • Net Revenues means the difference between:

  • Gross Revenue means:

  • Total Revenues means revenues from all taxes and fees, excluding revenue from funds managed by local government on behalf of a specific third party, and does not include the proceeds from borrowing or asset sales.

  • Net Sales Revenue shall have the meaning as set out in Schedule "A"

  • Gross Profits means the gross profits calculated under section 4;

  • Gross Revenues means all amounts actually collected as rents or other charges for the use and occupancy of the Properties, but shall exclude interest and other investment income of Owner and proceeds received by Owner for a sale, exchange, condemnation, eminent domain taking, casualty or other disposition of assets of Owner.

  • Sales Revenue means receipts from the sale, lease, or rental of goods, services, or property;

  • Gross Profit means the sum produced by adding to the “net profit” the amount of the Insured “standing charges”, or if there be no “net profit”, the amount of the Insured “standing charges” less such a proportion of any net trading loss as the amount of the Insured “standing charges” bears to all the “standing charges” of the business.

  • CAISO Revenues means the credits, fees, payments, revenues, interest or similar benefits, including imbalance energy payments, that are directly assigned by the CAISO to the CAISO Global Resource ID for the Generating Facility for, or attributable to, Scheduling or deliveries from the Generating Facility under this Agreement.

  • future net revenue means a forecast of revenue, estimated using forecast prices and costs or constant prices and costs, arising from the anticipated development and production of resources, net of the associated royalties, operating costs, development costs, and abandonment and reclamation costs;

  • Gross Operating Revenues means, for any period of time for any Hotel Property, without duplication, all income and proceeds of sales of every kind (whether in cash or on credit and computed on an accrual basis) received by the owner (or, if such Hotel Property is ground leased, the ground lessee) of such Hotel Property or the applicable Operating Lessee or Manager for the use, occupancy or enjoyment of such Hotel Property or the sale of any goods, services or other items sold on or provided from such Hotel Property in the ordinary course of operation of such Hotel Property, including, without limitation, all income received from tenants, transient guests, lessees, licensees and concessionaires and other services to guests at such Hotel Property, and the proceeds from business interruption insurance, but excluding the following: (i) any excise, sales or use taxes or similar governmental charges collected directly from patrons or guests, or as a part of the sales price of any goods, services or displays, such as gross receipts, admission, cabaret or similar or equivalent taxes; (ii) receipts from condemnation awards or sales in lieu of or under threat of condemnation; (iii) proceeds of insurance (other than business interruption insurance); (iv) other allowances and deductions as provided by the Uniform System in determining the sum contemplated by this definition, by whatever name, it may be called; (v) proceeds of sales, whether dispositions of capital assets, FF&E or equipment (other than sales of Inventory in the ordinary course of business); (vi) gross receipts received by tenants, lessees (other than Operating Lessees), licensees or concessionaires of the owner (or, if such Hotel Property is ground leased, the ground lessee) of such Hotel Property; (vii) consideration received at such Hotel Property for hotel accommodations, goods and services to be provided at other hotels although arranged by, for or on behalf of, and paid over to, the applicable Manager; (viii) tips, service charges and gratuities collected for the benefit of employees; (ix) proceeds of any financing; (x) working capital provided by the Parent Guarantor or any Subsidiary of the Parent Guarantor or the applicable Operating Lessee; (xi) amounts collected from guests or patrons of such Hotel Property on behalf of tenants of such Hotel Property and other third parties; (xii) the value of any goods or services in excess of actual amounts paid (in cash or services) provided by the applicable Manager on a complimentary or discounted basis; and (xiii) other income or proceeds resulting other than from the use or occupancy of such Hotel Property, or any part thereof, or other than from the sale of goods, services or other items sold on or provided from such Hotel Property in the ordinary course of business. Gross Operating Revenues shall be reduced by credits or refunds to guests at such Hotel Property.

  • Operating Revenue means amounts accrued or charge to customers, cli- ents, and tenants, for the sale of prod- ucts manufactured or purchased for re- sale, for services, and for rentals of property held primarily for leasing to others. It includes both reimbursable costs and fees under cost-type con- tracts and percentage-of-completion sales accruals except that it includesonly the fee for management contracts under which the contractor acts essen- tially as an agent of the Government in the erection or operation of Govern- ment-owned facilities. It excludes inci- dental interest, dividends, royalty, and rental income, and proceeds from the sale of assets used in the business.

  • Earnout Period has the meaning set forth in Section 2.5(a)(iii).

  • Total Revenue bears the same meaning assigned to this expression in the Codes of Good Practice on Black Economic Empowerment, issued in terms of section 9(1) of the Broad-Based Black Economic Empowerment Act and promulgated in the Government Gazette on 9 February 2007;

  • Gross Rooms Revenue means all revenues derived from the sale or rental of Guest Rooms (both transient and permanent) of the Hotel, including revenue derived from the redemption of points or rewards under the loyalty programs in which the Hotel participates, amounts attributable to breakfast (where the guest room rate includes breakfast), Mandatory Guest Fees, late cancellation fees, and guaranteed no- show revenue and credit transactions, whether or not collected, at the actual rates charged, less allowances for any Guest Room rebates and overcharges, and will not include taxes collected directly from patrons or guests. Group booking rebates, if any, paid by you or on your behalf to third-party groups for group stays must be included in, and not deducted from, the calculation of Gross Rooms Revenue.

  • Adjusted Revenue means revenue less Digital Platform Fulfilment Revenue.

  • TIF Revenues means incremental ad valorem taxes generated on the Redevelopment Project Property by the Project which are to be allocated to and paid to the Authority pursuant to the Act.

  • Operating Revenues means, for any, period, the gross revenues arising from the ownership and operation of the Properties during such period, including proceeds of any business interruption or rental loss insurance and amounts released from reserves, but specifically excluding Capital Proceeds, Capital Contributions and proceeds of Indebtedness.

  • Earnout Amount has the meaning set forth in Section 2.7(a).

  • Earnout has the meaning set forth in Section 2.9(a).

  • Tax Revenues means the Personal Income Taxes and such other revenues, including Alternative Revenues (but excluding Building Aid), as the Authority may derive directly from the State from taxes imposed by the City or the State and collected by the State.

  • Sublicense Revenues means [***].

  • Project Revenue means all net rents, proceeds, revenue and other income derived by the City by virtue of any lease, sale, conveyance or other disposition of any part of the Project, plus all sums received by the City as a result of damage to or destruction or condemnation of the Project, but shall not mean any part of the Tax Revenue.

  • Adjusted EBITDA means, with respect to any Person for any period, the Consolidated Net Income of such Person for such period plus, without duplication, to the extent the same was deducted in calculating Consolidated Net Income: