Earnout Revenues definition

Earnout Revenues shall have the meaning ascribed to such term in Section 3.1(b) hereof.
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Earnout Revenues. The term “Earnout Revenues” shall mean all revenues recognized by Buyer or an entity controlling, controlled by or under common control with Buyer, less credits, chargebacks and comparable adjustments to revenue, in connection with the sale, licensing and other exploitation of the Earnout Products. For purposes of the foregoing, Buyer will determine when revenues are received through application of generally accepted accounting principles in a manner consistent with its policies and practices for recognizing when revenues are received for its other products.
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Earnout Revenues shall have the meaning provided in Section 3.6(a) hereof.
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Examples of Earnout Revenues in a sentence

  • In the event that the Earn-out Revenues information is not specified in Sungy’s Quarterly Reports, it shall be determined based upon Sungy’s internal accounting records.

  • For purposes of the foregoing, the following shall not be included in, or if previously included may be deducted from, Earnout Revenues: (i) separately stated shipping, handling, insurance or like charges; (ii) any sales tax or ad valorum tax; or (iii) any amounts refunded or credited for defective or DOA units or units otherwise returned by a customer.

  • Buyer shall account to Sellers for Earnout Revenues in calendar quarterly periods.

  • The “Contingent Purchase Price” shall be determined based on the Earnout Revenues achieved during each of the two (2) calendar years ended December 31, 2010 and December 31, 2011 (with such periods referred to herein as “Earnout Year One” and “Earnout Year Two,” respectively), and shall be paid in two (2) annual installments (each, an “Earnout Installment”), as set forth below.

  • For example, if Earnout Revenues are Two Million Dollars ($2,000,000), then the Earnout shall be Six Hundred and Sixty Thousand Dollars ($660,000), and if Earnout Revenues are One Million Six Hundred Thousand Dollars ($1,600,000), then no Earnout shall be earned.

  • Upon the final determination of Final Earnout Revenues or Final Business EBITDA pursuant to this Section 2.14, the parties hereto agree to comply with the applicable provisions set forth in Schedule 2.14(c).

  • For those Earnout Components that can operate independently of any Buyer products or components which are not Earnout Components, the Earnout Revenues shall be the greater of: (i) the actual separately stated price charged by Buyer; or (ii) the Nominal Earnout Price.

  • Within forty-five (45) days after the last day of each quarter, Buyer will furnish to Sellers a report specifying the Earnout Revenues for such quarter and the payments earned with respect thereto (an “Earnout Report”).

  • In such event, if the PURCHASER and the Stockholders’ Agent cannot agree on the calculation of the Earnout Revenues within thirty (30) days after PURCHASER’s receipt of such notice, then a mutually acceptable independent public accountant agreed upon by PURCHASER and the Stockholders’ Agent, will make such calculation as soon thereafter as practicable.

  • All amounts to be reconciled hereunder shall be reconciled no later than [***], provided that if the calculation of Earnout Revenues earned through [***] shows a net balance earned by Infineon as of that date, that net balance will be paid as an interim payment on or before [***], and credited against the amounts finally due under this paragraph.


More Definitions of Earnout Revenues

Earnout Revenues means, for the period commencing January 1, 2005 and ending December 31, 2005, the sales, net of returns, of the Business excluding (i) the sales, net of returns, attributable to the "Your Entertainment System" or "YES!" product line of the Business and (ii) the sales, net of returns, attributable to sales from the Business to the Seller and its Affiliates in excess of historic annual amounts.
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Earnout Revenues means, with respect to an Earnout Year, the Revenues of the Company or its successor entity or business unit, if applicable, during such Earnout Year, as recorded on the financial statements of the Company or its successor entity or business unit, if applicable.
Sample 1
Earnout Revenues means Purchaser's gross revenues during the Earnout Period, plus any revenue paid before the Earnout Period as pre-payments or fees for initiation of development, and subtracting from that sum actual returns and/or accounts actually written off, and derived from the following: (i) With respect to any new license of Splash Site on a stand-alone basis, Earnout Revenues shall be all royalty, license and services, and integration fees associated therewith; (ii) With respect to any add-on license of Splash Site to existing Netopia Virtual Office ("NVO") hosting partners, either (a) Earnout Revenues shall be the add-on royalty and/or license fees associated therewith or (b) in the event Splash Site is added with no incremental licensing fee, Earnout Revenues shall be attributed 50-50; (iii) With respect to any license of NVO and Splash Site to new hosting partners on an integrated basis, Earnout Revenues shall be attributed 50-50; (iv) With respect to any addition of Splash Site to Netopia's existing Hosted Services, Earnout Revenues shall be based upon the incremental monthly fees attributed to Splash Site (e.g. current $20/month services include only form based editing. Current plans call for Java-based editing to be priced at $25-30/month, yielding $5-$10/month revenue attribution for Splash Site). In the event competitive requirements cause Java-based editing to be added to $20/month services with no incremental charge, then Earnout Revenues shall be twenty percent (20%) of revenues from such Hosted Services; and (v) With respect to any new NVO Hosted Services with integrated Java-based Splash Site editing, Earnout Revenues shall be attributed 50-50.
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Related to Earnout Revenues

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

  • Operating Revenue Cash Flows means the Company’s cash flow from ownership and/or operation of (i) Properties, (ii) Loans, (iii) Permitted Investments, (iv) short-term investments, and (v) interests in Properties, Loans and Permitted Investments owned by any Joint Venture or any partnership in which the Company or the Partnership is, directly or indirectly, a co-venturer or partner.

  • Net Revenues means revenues less related expenses, including

  • Earnout Payment has the meaning set forth in Section 2.3(b).

  • Earnout Payments has the meaning set forth in Section 2.2(a).

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

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

  • 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.

  • 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.

  • Adjusted Revenue means revenue less Digital Platform Fulfilment Revenue.

  • Earnout Amount has the meaning provided in Section 2.9(b).

  • Earnout Period has the meaning specified in Section 2.03(a).

  • M&O Revenue means (i) those revenues which the District receives from the levy of its annual ad valorem maintenance and operations tax pursuant to Section 45.002 of the TEXAS EDUCATION CODE, or other lawful authority, and Article VII § 3 of the TEXAS CONSTITUTION, plus (ii) all State revenues to which the District is or may be entitled under the applicable provisions of the TEXAS EDUCATION CODE or any other statutory provision as well as any amendment or successor statute to these provisions, as applicable, less

  • Gross Revenue means all of the earnings and revenues received by the RECIPIENT from the maintenance and operation of the Utility and all earnings from the investment of money on deposit in the Loan Fund, except (i) Utility Local Improvement Districts (ULID) Assessments, (ii) government grants, (iii) RECIPIENT taxes, (iv) principal proceeds of bonds and other obligations, or (v) earnings or proceeds (A) from any investments in a trust, Defeasance, or escrow fund created to Defease or refund Utility obligations or (B) in an obligation redemption fund or account other than the Loan Fund until commingled with other earnings and revenues of the Utility or (C) held in a special account for the purpose of paying a rebate to the United States Government under the Internal Revenue Code.

  • 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;

  • Operating Revenues means, without duplication, all revenues and receipts of the Borrowers from operation of the Properties or otherwise arising in respect of the Properties which are properly allocable to the Properties for the applicable period in accordance with GAAP, including, without limitation, all hotel receipts, revenues and credit card receipts collected from guest rooms, restaurants and bars (including without limitation, service charges for employees and staff), mini-bars, meeting rooms, banquet rooms, apartments, parking and recreational facilities, health club membership fees, food and beverage wholesale and retail sales, service charges, convention services, special events, audio-visual services, boat cruises, travel agency fees, internet booking fees, telephone charges, laundry services, vending machines and otherwise, all rents, revenues and receipts now existing or hereafter arising or created out of the sale, lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Properties or personalty located thereon, or rendering of service by any of the Borrowers or any operator or manager of the hotel or commercial space (including, without limitation, from the rental of any office space, retail space, guest rooms or other space, halls, stores and deposits securing reservations of such space (only to the extent such deposits are not required to be returned or refunded to the depositor)), proceeds from rental or business interruption insurance relating to business interruption or loss of income for the period in question and any other items of revenue which would be included in operating revenues under the Uniform System; but excluding proceeds from the sale of FF&E, abatements, reductions or refunds of real estate or personal property taxes relating to the Properties, dividends on insurance policies relating to the Properties, condemnation proceeds arising from a temporary taking of all or a part of any Properties, security and other deposits until they are forfeited by the depositor, advance rentals until they are earned, proceeds from a sale, financing or other disposition of the Properties or any part thereof or interest therein and other non-recurring revenues as determined by Lender, insurance proceeds (other than proceeds from rental or business interruption insurance), other condemnation proceeds, capital contributions or loans to any of the Borrowers, disbursements to any of the Borrowers from the Reserves, sales, use and occupancy taxes collected from customers or patrons of the Properties to be remitted to the applicable taxing authorities, and gratuities or service charges collected on behalf of and remitted to employees or contractors of the Properties.

  • 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.

  • 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.

  • Earn-Out Amount has the meaning set forth in Section 2.07(a).

  • Earn-Out Payment has the meaning set forth in Section 2.07(a)(i).

  • Earn-Out Payments has the meaning set forth in Section 2.3(a).

  • EBITDA means, with respect to any Person for any period, the net income for such Person for such period plus the sum of the amounts for such period included in determining such net income in respect of (i) interest expense, (ii) income tax expense, and (iii) depreciation and amortization expense, in each case as determined in accordance with GAAP.

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

  • Consolidated Working Capital Adjustment means, for any period of determination on a consolidated basis, the amount (which may be a negative number) by which Consolidated Working Capital as of the beginning of such period exceeds (or is less than) Consolidated Working Capital as of the end of such period.

  • Cumulative EBITDA means, as of any date of determination, EBITDA of the Company from the Existing Notes Issue Date to the end of the Company’s most recently ended full fiscal quarter prior to such date, taken as a single accounting period.

  • 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.