EBITDA Measurement Period definition

EBITDA Measurement Period means each of the First EBITDA Measurement Period, the Second EBITDA Measurement Period, and the Third EBITDA Measurement Period.
Sample 1Sample 2Sample 3
EBITDA Measurement Period has the meaning given in Section 6.12.
Sample 1Sample 2
EBITDA Measurement Period shall have the meaning set forth in Section 2.1(b)(iii).
Sample 1Sample 2

Examples of EBITDA Measurement Period in a sentence

  • Upon receipt of the final EBITDA Statement for each full EBITDA Measurement Period, Seller shall be entitled to object to the calculation of EBITDA for the applicable EBITDA Measurement Period by delivery to Purchaser of a written notice of objection (a “Notice of Objection”).

  • If EBITDA for the Second EBITDA Measurement Period equals or exceeds $3,150,000 (three million one hundred fifty thousand dollars), Purchaser shall pay to Seller an EBITDA Earn-Out Payment in an amount equal to $3,500,000 (three million five hundred thousand dollars).

  • If EBITDA for the First EBITDA Measurement Period equals or exceeds $4,000,000 (four million dollars), Purchaser shall pay to Seller an EBITDA Earn-Out Payment in an amount equal to $2,625,000 (two million six hundred twenty-five thousand dollars).

  • Notwithstanding the foregoing to the contrary, the provisions of this Section 4(k) shall not apply, and Purchaser shall have no obligation to make any EBITDA Accelerated Payment hereunder, if (i) the Triggering Event occurs on or after January 1, 2013, and (ii) at the time of the Triggering Event, the EBITDA for the trailing twelve (12) month period is less than fifty percent (50%) of the EBITDA target for the most recent EBITDA Measurement Period then ended.

  • With respect to the delivery of the Parent common stock pursuant to this Section 4(e), no fractional shares shall be issued to Sellers, and in lieu of delivery, the value of any fractional share otherwise issuable to any Seller shall be paid in cash valued at the closing price of such common stock for the last trading day of the applicable EBITDA Measurement Period (converted to euros based upon the then applicable exchange rate, as published by the European Central Bank).

  • Notwithstanding the foregoing to the 16 contrary, the provisions of this Section 8(k) shall not apply, and Purchaser shall have no obligation to make any EBITDA Accelerated Payment hereunder, if, (i) the Triggering Event occurs on or after the commencement of the Second EBITDA Measurement Period, and (ii) at the time of the Triggering Event, the EBITDA for the trailing twelve (12) month period is less than $1,600,000 (one million six hundred thousand dollars).

  • Upon receipt of each EBITDA Statement for any portion of an EBITDA Measurement Period, Seller shall be entitled to object to the calculation of EBITDA for such period by delivery to Purchaser of a written notice of objection, and the parties agree to discuss in good faith any modifications to the calculation of such EBITDA.

  • The supported NAF commander will be the additional rater and senior rater/reviewer.

  • If EBITDA for the Third EBITDA Measurement Period equals or exceeds $3,300,000 (three million three hundred thousand dollars), Purchaser shall pay to Seller an EBITDA Earn-Out Payment in an amount equal to $4,875,000 (four million eight hundred seventy-five thousand dollars).

  • Any payment made by Purchaser to Seller pursuant to this Section 8(f)(vii) shall be equal to the amount of the Earn-Out Payment due for the applicable EBITDA Measurement Period, less the amount of any Earn-Out Payment previously paid by Purchaser with respect to such EBITDA Measurement Period.


More Definitions of EBITDA Measurement Period

EBITDA Measurement Period means, with respect to the occurrence of any EBITDA Covenant Trigger Date, the period commencing on the first day of any calendar month (the "First Measurement Month") in which such EBITDA Covenant Trigger Date occurs and ending on (and including) the last day of the first calendar month thereafter in which an EBITDA Covenant Release Date occurs.
Sample 1
EBITDA Measurement Period shall be a period of four (4) consecutive quarter-annual fiscal periods of Borrower ending on the last day of the fourth such period; EXCEPT that the EBITDA Measurement Period ending December 31, 2005 shall consist of the one fiscal quarter ending on that date, the EBITDA Measurement Period ending March 31, 2006 shall consist of the two fiscal quarters ending on that date and the EBITDA Measurement Period ending June 30, 2006 shall consist of the three fiscal quarters ending on that date.
Sample 1
EBITDA Measurement Period means the period commencing on the Initial Date and ending on the EBITDA Trigger Date. The “Initial Date” shall be October 1, 2009. The “Minimum EBITDA Threshold” shall mean cumulative consolidated EBITDA for the Company and its wholly owned subsidiaries for the EBITDA Measurement Period, excluding any revenue related to mortgage banking, of not less than $20,000,000. If on the EBITDA Trigger Date, the Minimum EBITDA Threshold has not been satisfied, the Class B Membership Units shall be cancelled and redeemed by the Company for $0.01.
Sample 1
EBITDA Measurement Period has the meaning set forth on Section 9.02(o) of the Disclosure Schedules.
Sample 1
EBITDA Measurement Period shall be a period of twelve (12) consecutive monthly fiscal periods of Borrower ending on the last day of the twelfth such period; EXCEPT that the EBITDA Measurement Periods ending in 2006 shall consist of the period from January 1, 2006 through and including that date. Commencing with the EBITDA Measurement Period ending January 31, 2007, the EBITDA Measurement Period shall be the previous twelve (12) months. Borrower shall provide Bank with its EBITDA figure on a monthly basis within fifteen (15) days of month end. If Borrower is in compliance with this covenant (commencing with the EBITDA Measurement Period ending February 28, 2007), the definition of “EBITDA Measurement Period” shall change to a period of four (4) consecutive quarterly fiscal periods of Borrower ending on the last day of the fourth such period, and Borrower shall provide Bank with its EBITDA figure on a quarterly basis within fifteen (15) days of quarter end.
Sample 1

Related to EBITDA Measurement Period

  • Performance Measurement Period has the meaning set forth in Section 3.1(e)(ii).

  • Measurement Period shall have the meaning specified in Section 14.01(b)(i).

  • Applicable Measurement Period means the most recently completed four consecutive fiscal quarters of the Issuer immediately preceding the Applicable Calculation Date for which internal financial statements are available.

  • Baseline Period means the 12-month period immediately preceding October 30, 2016.

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

  • Adjusted EBITDA means, for the twelve (12) month period preceding the calculation date, for any Person, the sum of (a) Net Income, plus (b) to the extent deducted in determining Net Income, the sum, without duplication, of such Person’s (i) Interest Expense, (ii) income tax expense, including, without limitation, taxes paid or accrued based on income, profits or capital, including state, franchise and similar taxes and foreign withholding taxes, (iii) depreciation and amortization (including, without limitation, amortization of goodwill and other intangible assets), (iv) extraordinary losses and non-recurring non-cash charges and expenses, (v) all other non-cash charges, expenses and interest (including, without limitation, any non-cash losses in respect of Hedge Agreements, non-cash impairment charges, non-cash valuation charges for stock option grants or vesting of restricted stock awards or any other non-cash compensation charges, and losses from the early extinguishment of Indebtedness), (vi) non-recurring integration costs and expenses resulting from operational changes and improvements (including, without limitation, severance costs and business optimization expenses) and (vii) non-recurring charges and expenses, restructuring charges, transaction expenses (including, without limitation, transaction expenses incurred in connection with any merger or acquisition) and underwriters’ fees, and severance and retention payments in connection with any merger or acquisition, in each case for such period, less extraordinary gains and cash payments (not otherwise deducted in determining Net Income) made during such period with respect to non-cash charges that were added back in a prior period; provided, however, (A) with respect to any Person that became a Subsidiary of the Borrower, or was merged with or consolidated into the Borrower or any of its Subsidiaries, during such period, or any acquisition by the Borrower or any of its Subsidiaries of the assets of any Person during such period, “Adjusted EBITDA” shall, at the option of the Borrower in respect of any or all of the foregoing, also include the Adjusted EBITDA of such Person or attributable to such assets, as applicable, during such period as if such acquisition, merger or consolidation, including any concurrent transaction entered into by such Person or with respect to such assets as part of such acquisition, merger or consolidation, had occurred on the first day of such period and (B) with respect to any Person that has ceased to be a Subsidiary of the Borrower during such period, or any material assets of the Borrower or any of its Subsidiaries sold or otherwise disposed of by the Borrower or any of its Subsidiaries during such period, “Adjusted EBITDA” shall exclude the Adjusted EBITDA of such Person or attributable to such assets, as applicable, during such period as if such sale or disposition of such Subsidiary or such assets had occurred on the first day of such period.

  • 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.”

  • TTM EBITDA means, as of any date of determination, EBITDA of Borrower determined on a consolidated basis in accordance with GAAP, for the 12 month period most recently ended.

  • Adjusted EPS means earnings per share further adjusted for share-based payments, amortization of acquired intangible assets, items outside the normal scope of our ordinary activities (including other items, within selling, general and administrative expenses, losses/(gains) on items held at fair value and remeasurements through profit and loss, impairment losses on tangible assets, and impairment losses on intangible assets) and the related tax effects of these adjustments. Adjusted EPS provides a basis for comparison of our business operations between current, past and future periods by excluding items that we do not believe are indicative of our core operating performance. Adjusted EPS may not be comparable to other similarly titled metrics of other companies.

  • Adjusted Consolidated EBITDA means, for any Computation Period, Consolidated EBITDA for such Computation Period adjusted by giving effect on a pro forma basis to Acquisitions and dispositions completed during such Computation Period.

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

  • Consolidated Total Net Leverage Ratio means, with respect to any Test Period, the ratio of (a) Consolidated Total Net Debt as of the last day of such Test Period to (b) Consolidated EBITDA of the Borrower and its Restricted Subsidiaries for such Test Period.

  • 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.

  • 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.

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

  • Total Net Leverage Ratio means, as of any date of determination, the ratio, on a Pro Forma Basis, of (a) Consolidated Total Indebtedness as of such date to (b) Consolidated EBITDA for the most recently completed Test Period.

  • 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.

  • Adjusted Leverage Ratio means, as of any date, the ratio of (a) Consolidated Total Funded Debt outstanding as of such date minus any Unrestricted Cash over $3,000,000 to (b) EBITDA for the period of four consecutive fiscal quarters ending on such date.

  • EBITDA Target means the Company's projected earnings before interest, taxes, one-time transition expenses, non-cash compensation expense charges, depreciation and amortization, as contained in the Company's budget for the Applicable Period and which is approved by the Board (without reference to any adjustments or revision, upwards or downwards, to such projected earnings which are subsequently approved by the Board as part of any subsequent revision to such budget), and (ii) the term "Financial Results" shall mean the Company's EBITDA calculated by reference to the Company's financial statements for the Applicable Period as filed with the Securities and Exchange Commission (the "SEC").

  • Measurement Date means the most recent Payment Date specified in the first column of the Cumulative Net Loss Rate Table.

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

  • Earnout Period has the meaning set forth in Section 3.6(a).

  • Quarterly (1/Quarter) sampling frequency means the sampling shall be done in the months of March, June, August, and December, unless specifically identified otherwise in the Effluent Limitations and Monitoring Requirements table.

  • Earn-Out Period has the meaning set forth in Section 2.6.1.

  • EBITDA Coverage Ratio defined as EBITDA divided by the aggregate of total interest expense plus the prior period current maturity of long-term debt and the prior period current maturity of subordinated debt.

  • Test Period on any date of determination, the period of four consecutive fiscal quarters of the Borrower (in each case taken as one accounting period) most recently ended on or prior to such date for which financial statements have been or are required to be delivered pursuant to Section 6.1.