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

  • If the total Earnout Revenues calculated under Section 4.7.1 exceeds EUR [***] as of the time of the interim payment, then to the extent of that excess, TriQuint may at its option make the interim payment here required through the methods and procedures of Section 4.7.4 (Option to Deliver Earnout in shares.).

  • 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”).

  • For a period of one (1) year, commencing on July 1, 2004, and ending on June 30, 2005 (the “Earnout Period”), Buyer shall pay Sellers fifty percent (50%) of the Earnout Revenues, up to a cumulative maximum of Two Million, Five Hundred Thousand Dollars ($2,500,000).

  • Amounts due under Sections 2.10.2 and 2.10.4 shall be finally settled at the time of final settlement of the portion of the Purchase Price determined from Earnout Revenues.

  • 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.

  • The calculation of the Earnout Revenues set forth in the Accountant Determination Notice shall be final and binding on PURCHASER, the holders of the Outstanding TARGET Shares and the Management Members unless PURCHASER or the Stockholders’ Agent shall notify the other within fifteen (15) days after receipt of the Accountant Determination Notice that PURCHASER or the Stockholders’ Agent disputes any matter with respect to such accountants’ calculation.

  • When the Earnout Revenues are multiplied by the applicable rate, the product of such multiplication is the number of Consideration Shares that will be released.

  • 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.

  • Notwithstanding the foregoing, Buyer shall not be obligated to hire such replacements if Earnout Revenues have declined below an annualized rate of Two Million, Five Hundred Thousand Dollars ($2,500,000) for the first year after the Closing or Three Million, Five Hundred Thousand Dollars ($3,500,000) for the second year after the Closing.

  • 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 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:
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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.
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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.”

  • Net Revenues means the difference between:

  • 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 set forth in Section 2.7(a).

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

  • Gross Revenue means:

  • 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, 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.

  • 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 2.5(a).

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

  • EBITDA means, with respect to any Person for any period, the Consolidated Net Income of such Person for such period

  • Consolidated Adjusted EBITDA means, with respect to any Person for any period, the Consolidated Net Income of such Person for such period:

  • Consolidated Working Capital Adjustment means, for any period 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.

  • Adjusted Operating Cash Flow means the net cash provided by operating activities of the Company as reported in the Company’s consolidated statements of cash flows included in its Annual Report on Form 10-K, adjusted to eliminate the effect on operating cash flows of net customer financing cash flows, as reported in the Company’s consolidated statements of cash flows included in its Annual Report on Form 10-K.

  • 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.

  • 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.