Eligible Net Revenues definition

Eligible Net Revenues means, with respect to any period, aggregate revenue of the Company Group during such period derived from the sale of the products listed on Section 1.1(b) of the Disclosure Schedule, determined using GAAP consistently applied, less (without duplication) (a) discounts, contingent payments, allowances, rebates, returns, refunds and/or credits relating to or originating from sales during such period, and (b) any bad debt write-offs of the Company Group relating to or originating from Eligible Net Revenues, net of bad debt reserves, in each case as reasonably determined in good faith by Buyer.
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Eligible Net Revenues means, with respect to the Earnout Period, aggregate revenue of the Business during the Earnout Period to the extent such revenue is derived from sales of ethanol, butane, polycarbon, propane and any other hydrocarbon products, as well as dry ice (solid CO2), less (i) discounts, allowances, rebates, returns and credits arising during such Earnout Period and (ii) any bad debt write-offs of the Business relating to or originating from sales during the Earnout Period, as determined in good faith by Parent after notice and an opportunity for comment is provided to the Member Representative.
Sample 1
Eligible Net Revenues means, with respect to any period, aggregate revenue of the Company Group during such period derived from the sale of (A) the products offered by Company Group prior to the Closing as listed on Section 1.1(b) of the Disclosure Schedule, (B) any new distillation or solvent recovery product developed by the Company following Closing, and (C) any new product developed by the Company following Closing that is derived primarily from the products listed on listed on Section 1.1(b) of the Disclosure Schedule, in each case determined using GAAP consistently applied, less (without duplication) (i) discounts, contingent payments, allowances, rebates, returns, refunds and/or credits relating to or originating from sales during such period, and (ii) any bad debt write-offs of the Company Group relating to or originating from Eligible Net Revenues, net of bad debt reserves, in each case as reasonably determined in good faith by Buyer.
Sample 1

Examples of Eligible Net Revenues in a sentence

  • Buyer shall have sole discretion with regard to all matters relating to the operation of the Business; provided, however, Buyer shall not intentionally, directly or indirectly, take any actions in bad faith or that would have the primary purpose of deferring, delaying or impairing Eligible Net Revenues for purposes of the Earn-Out Consideration calculations.

  • The resolution of the dispute and the calculation of Eligible Net Revenues that is the subject of the Earnout Calculation Objection Notice by the Independent Accountant shall be final and binding on the parties hereto.

  • For the avoidance of doubt, if the Eligible Net Revenues of the Business during such fiscal year is less than $18,500,000.00, then the Members will not be entitled to any 2023 Earn-Out Consideration.

  • For the avoidance of doubt, if the Eligible Net Revenues of the Business during such fiscal year is less than $13,000,000.00, then the Members will not be entitled to any 0000 Xxxx-Xxx Consideration.

  • If Member Representative timely delivers an Earnout Calculation Objection Notice, Parent and Member Representative shall negotiate in good faith to resolve the disputed items and agree upon the resulting amount of the Eligible Net Revenues for the Earnout Period.

  • The fees and expenses of the Independent Accountant shall be borne by Member Representative and Parent in proportion to the amounts by which their respective calculations of Eligible Net Revenues differ from Eligible Net Revenues as finally determined by the Independent Accountant.

  • Subject to Section 2.15(g), any Earnout Shares that Parent is required to issue pursuant to Section 2.15(a) hereof shall be issued no later than ten (10) Business Days following the date upon which the determination of Eligible Net Revenues for the applicable Calculation Period becomes final and binding upon the parties as provided in Section 2.15(c) (including any final resolution of any dispute raised by Member Representative in an Earnout Calculation Objection Notice).

  • On or before the date which is thirty (30) calendar days after the last day of the Earnout Period (the “Earnout Calculation Delivery Date”), Parent shall prepare and deliver to Member Representative a written statement (the “Earnout Calculation Statement”) setting forth in reasonable detail its determination of Eligible Net Revenues for the Earnout Period and its calculation of the resulting Earnout Shares issuable pursuant to this Section 2.15 (the “Earnout Calculation”).

  • For the avoidance of doubt, if the Eligible Net Revenues of the Business during such fiscal year is less than $17,500,000.00, then the Owners will not be entitled to any 2023 Earn-Out Consideration.

  • Unless the Owner Representative, within thirty (30) days after receipt of the Earn-Out Report, notifies Buyer in writing that it objects to the computation of the Eligible Net Revenues of the Business and the Earn-Out Consideration set forth in the Earn-Out Report, the Earn-Out Report shall be deemed accepted by the Owner Representative and Buyer and will be binding and conclusive for all purposes of this Agreement.


More Definitions of Eligible Net Revenues

Eligible Net Revenues means, with respect to any period, aggregate revenue of the Acquired Subsidiaries during such period determined using GAAP consistently applied, less (without duplication) (i) discounts, contingent payments, allowances, rebates, returns, refunds and/or credits relating to or originating from sales during such period, and (ii) any bad debt write-offs of the Acquired Subsidiaries relating to or originating from Eligible Net Revenues, net of bad debt reserves, in each case as reasonably determined in good faith by Buyer.
Sample 1
Eligible Net Revenues means the Tufts Net Revenues, less the Tufts Bad Debt Expense.
Sample 1

Related to Eligible Net Revenues

  • Net Revenues means revenues less related expenses, including

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

  • 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.

  • Eligible revenue means the property tax increment and any

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

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

  • 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.

  • 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.

  • 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 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.

  • Gross Sales means the sum total of all retail sales of tangible personal property or services as

  • 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.

  • 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.

  • 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;

  • 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

  • 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.

  • System Revenues means all rates, rents, fees, charges,

  • 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.

  • 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.

  • 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.

  • Adjusted Gross Sales means for either party distributing and selling Product (in this Section the “Selling Party”):

  • Adjusted gross receipts means the gross receipts less winnings paid to wagerers.

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

  • Original M&O Revenue means the total State and local Maintenance and Operations Revenue that the District would have received for such school year, calculated in accordance with TEXAS EDUCATION CODE Section 48.256(d), had this Agreement not been entered into by the Parties and the Applicant’s Qualified Property had been subject to the District’s ad valorem maintenance and operations tax without any limitation on value at the rate applicable for such Tax Year. For purposes of this calculation, the Consultant (as defined in Section 4.5) will base its calculations upon (1) the total Taxable Values for each applicable Tax Year as certified by the Appraisal District for all taxable accounts in the District for the District’s maintenance and operations ad valorem tax purposes, save and except for the Applicant’s Qualified Property subject to this Agreement, plus (2) the total Taxable Values for such applicable Tax Year as certified by the Appraisal District for the Applicant’s Qualified Property subject to this Agreement for the District’s debt service (interest and sinking fund) ad valorem tax purposes (which total Taxable Values for the Applicant’s Qualified Property subject to this Agreement shall be used in lieu of the total Taxable Values for such applicable Tax Year as certified by the Appraisal District for the Applicant’s Qualified Property subject to this Agreement for the District’s maintenance and operations ad valorem tax purposes).

  • Annual Net Sales means, with respect to any Calendar Year, the aggregate amount of the Net Sales for such Calendar Year.

  • Sales Tax Revenues means taxes collected under the Virginia Retail Sales and Use Tax Act