EBITDA Excess definition

EBITDA Excess shall have the meaning set forth in Section 2.13(c).
EBITDA Excess means the actual amount of EBITDA in excess of Marquis' EBITDA for the immediately prior TTM period determined as follows: Marquis's actual EBITDA for the first two TTM periods shall be $10,750,000, and thereafter an amount equal to 90% of the previous TTM's EBITDA.
EBITDA Excess for a given year shall mean the lesser of (i) 25% of the EBITDA Target for such fiscal year or (ii) the excess, if any, of EBITDA for such fiscal year over the EBITDA Target for such fiscal year; provided, however, that if the EBITDA Target for a given fiscal year equals or exceeds EBITDA for such year, “EBITDA Excess” as of such date shall be zero; provided further, that the EBITDA Excess for the 2002 fiscal year shall be zero.

Examples of EBITDA Excess in a sentence

  • Borrowings, Capital Expenditure, Debt Service, EBITDA, Excess Cash, Interest Expense, Paid-up Capital and Tangible Net Worth shall be calculated and interpreted on a consolidated basis in accordance with the GAAP applicable to the Original Financial Statements of the Company and shall be expressed in US$ on the basis of the exchange rates used in the latest consolidated quarterly financial statements of the Company.

  • In the event there is no EBITDA Excess Amount, the Earnout shall be $0.

  • To the extent the Company's actual quarterly EBITDA for any quarter exceeds the Target, such excess is hereinafter referred to as the "EBITDA Excess." To the extent the Company's actual quarterly EBITDA for any quarter is less than the Target, such deficiency is hereinafter referred to as the "EBITDA Deficiency".

  • If, after adding the EBITDA Excess to the actual EBITDA attained for the Earliest Prior Period, the EBITDA Target for the Earliest Prior Period would be achieved, then the Option Shares attributable to the Earliest Prior Period shall vest and become exercisable at that time.

  • The Annual EBITDA Excess shall not exceed the "Maximum Annual EBITDA Excess" set forth in Section 3.5.3 below for purposes of calculating the Contingent Deferred Purchase Price Payments.

  • For the avoidance of doubt, once a portion of EBITDA Excess has been applied to any prior Annual Performance Period, it shall not be eligible to be applied to any other Annual Performance Period.

  • Xxxxxxxxx within thirty (30) days after EBITDA and the Annual EBITDA Excess (less corporate allocations) have been calculated in each of the three (3) annual calculation periods with cash payouts to be no later than March 31 of each year, provided that the audited financial statements for the Acquired Business, if required, have been completed.

  • Within the similar time frame following the EBITDA Multiple Amount calculation date for each of the four years thereafter, Buyer shall deliver to Seller a statement specifying the EBITDA Excess Amount and, based thereon, Buyer’s calculation of the Earnout, if any (such statements, together with the First Earnout Statement, are each referred to herein as an “Earnout Statement”).

  • In such case only the portion of the EBITDA Excess necessary to achieve the Annual EBITDA Target for the Earliest Prior Period shall be applied to the Earliest Prior Period and any remaining portion shall be applied, if applicable, to an Annual Performance Period subsequent to the Earliest Prior Period, but prior to the Annual Performance Period of actual achievement, in which Option Shares did not vest due to the failure to achieve the EBITDA Target.

  • Xxxxxxxxx Contingent Deferred Purchase Price payments (the "Contingent Deferred Purchase Price Payments") in an annual amount, if any, equal to EBITDA for the Acquired Business during each of the periods covered in Section 3.5.3 below in excess (the "Annual EBITDA Excess") of $571,428.58 (the "EBITDA Base Amount") multiplied by .175 (the "Annual Payment Rate").


More Definitions of EBITDA Excess

EBITDA Excess has the meaning given to such term in Schedule 18.
EBITDA Excess. Amount shall have the meaning set forth in Section 3B(b);
EBITDA Excess means the amount by which the Company Adjusted EBITDA exceeds the Company 2024 FY EBITDA Minimum at the First Checkpoint Date or the date that the Company’s audited financial statements for fiscal year 2024 are filed with the SEC, as applicable.
EBITDA Excess has the meaning ascribed to it in Section 1.04(c).
EBITDA Excess shall be amended and restated to read in its entirety as follows:
EBITDA Excess means the actual amount of EBITDA in excess of the Base EBITDA.

Related to EBITDA Excess

  • Adjusted EBITDA Margin means Adjusted EBITDA divided by operating revenue;

  • 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.

  • Net Monthly Excess Cash Flow For any Distribution Date the amount remaining for distribution pursuant to subsection 4.02(a)(iii) (before giving effect to distributions pursuant to such subsection).

  • Cumulative Excess Cash Flow means the sum of Excess Cash Flow (but not less than zero in any period) for the fiscal year ending on December 31, 2013 and Excess Cash Flow for each succeeding completed fiscal year.

  • Net Monthly Excess Cashflow With respect to each Distribution Date, the sum of (a) any Overcollateralization Release Amount for such Distribution Date and (b) the excess of (x) Available Funds for such Distribution Date over (y) the sum for such Distribution Date of (A) the Monthly Interest Distributable Amounts for the Class A Certificates and the Mezzanine Certificates, (B) the Unpaid Interest Shortfall Amounts for the Class A Certificates and (C) the Principal Remittance Amount.

  • Monthly Excess Cashflow For any Distribution Date, an amount equal to the sum of the Monthly Excess Interest and Overcollateralization Release Amount, if any, for such date.

  • 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:

  • Quarterly Excess Available Funds Percentage means, with respect to the March 2008 Transfer Date and each Transfer Date thereafter, the percentage equivalent of a fraction the numerator of which is the sum of the Excess Available Funds Percentages with respect to the immediately preceding three Monthly Periods and the denominator of which is three.

  • EBITDA Margin means the ratio between (a) EBITDA and (b) total toll and other concession revenues.

  • Annualized EBITDA means, for the four consecutive quarters ending on each Reporting Date, the Operating Partnership’s Pro Rata Share (as defined below) of earnings before interest, taxes, depreciation and amortization (“EBITDA”), with other adjustments as are necessary to exclude the effect of all realized or unrealized gains and losses related to hedging obligations, items classified as extraordinary items and impairment charges in accordance with generally accepted accounting principles, adjusted to reflect the assumption that (i) any EBITDA related to any assets acquired or placed in service since the first day of such four-quarter period had been earned, on an annualized basis, from the beginning of such period, and (ii) any assets disposed of during such four-quarter period had been disposed of as of the first day of such period and no EBITDA related to such assets had been earned during such period.

  • 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.

  • Adjusted Cash Flow for any fiscal year shall mean Consolidated Net Income of the Borrower for such fiscal year (after provision for taxes) plus the amount of all net non-cash charges (including, without limitation, depreciation, deferred tax expense, non-cash interest expense, amortization and other non-cash charges) that were deducted in arriving at such Consolidated Net Income for such fiscal year, minus the amount of all non-cash gains and gains from sales of assets (other than sales of inventory and equipment in the normal course of business) that were added in arriving at such Consolidated Net Income for such fiscal year.

  • LTM EBITDA means Consolidated EBITDA of the Company measured for the period of the most recent four consecutive fiscal quarters ending prior to the date of such determination for which internal consolidated financial statements of the Company are available, in each case with such pro forma adjustments giving effect to such Indebtedness, acquisition or Investment, as applicable, since the start of such four quarter period and as are consistent with the pro forma adjustments set forth in the definition of “Fixed Charge Coverage Ratio.”

  • Target EBITDA means, for each fiscal year, the EBITDA set forth in the operating budget of the Company, as approved by the Board, for the particular year.

  • Adjusted EBIT means, for any accounting period, net income (or net loss) of NAI and its Subsidiaries (determined on a consolidated basis), plus the amounts (if any) which, in the determination of net income (or net loss) for such period, have been deducted for (a) interest expense, (b) income tax expense (c) rent expense under leases of property, and (d) Permitted Non-Cash Charges.

  • Annualized Consolidated EBITDA means, for any quarter, the product of Consolidated EBITDA for such period of time multiplied by four (4).

  • Consolidated Excess Cash Flow means, for any period, an amount (if positive) equal to:

  • Property EBITDA means for any property owned by Ventas, Inc. or any of its Subsidiaries as of the date of determination, for any period of time, the net income (loss) derived from such property for such period, before deductions for (without duplication):

  • Consolidated Amortization Expense means, for any period, the amortization expense of Borrower and its Subsidiaries for such period, determined on a consolidated basis in accordance with GAAP.

  • Excess Cash Flow Percentage 50%; provided that the Excess Cash Flow Percentage shall be reduced to (a) 25% if the Consolidated Total Leverage Ratio as of the last day of the relevant fiscal year is not greater than 3.75 to 1.00 and (b) to 0% if the Consolidated Total Leverage Ratio as of the last day of the relevant fiscal year is not greater than 2.25 to 1.00.

  • Total Monthly Excess Spread As to any Distribution Date, an amount equal to the excess if any, of (i) the interest on the Mortgage Loans received by the Servicer on or prior to the related Determination Date or advanced by the Servicer for the related Remittance Date (net of Expense Fees) over (ii) the sum of the amounts payable to the Certificates pursuant to Section 4.02(a)(i) on such Distribution Date.

  • Quarterly Excess Spread Percentage means, for each Determination Date, the percentage equivalent of a fraction the numerator of which is the sum of the Excess Spread Percentages with respect to the immediately preceding three Monthly Periods and the denominator of which is three.

  • Annualized Operating Cash Flow means, for any period of three complete consecutive calendar months, an amount equal to Operating Cash Flow for such period multiplied by four.

  • Cumulative Retained Excess Cash Flow Amount means, at any date, an amount, not less than zero in the aggregate, determined on a cumulative basis equal to the aggregate cumulative sum of the Retained Percentage of Excess Cash Flow for all Excess Cash Flow Periods ending after the Closing Date and prior to such date.

  • Consolidated Cash Interest Expense means, for any period, Consolidated Interest Expense for such period, excluding any amount not payable in Cash.

  • Adjusted Revenue means revenue less Digital Platform Fulfilment Revenue.