First Year Revenue definition

First Year Revenue means (A) all revenue recognized by Parent, the Surviving Corporation or any of their respective affiliates, in accordance with generally accepted accounting principles, applied on a basis consistent with the Company's financial statements, with respect to the Business, during the period commencing on the Closing Date and ending on the one year anniversary of the Closing Date (such period the “First Year” and such anniversary, the "Twelve Month Anniversary") (the "First Year Gross Revenue"), minus (B) any First Year Bad Debt Expense (as defined herein). "First Year Bad Debt Expense" means, subject to the immediately following sentence, an amount equal to the product of (X) (1) the amount recorded by Parent or the Surviving Corporation as actual write-offs of revenue of the Business during the First Year divided by First Year Gross Revenue (such quotient expressed as a percent) minus (2) one percent multiplied by (Y) First Year Gross Revenue, but only to the extent such product exceeds one percent (1.0%) of the First Year Gross Revenue. Notwithstanding anything in this Agreement to the contrary, in the event First Year Bad Debt Expense exceeds nine percent (9.0%) of the First Year Gross Revenue, First Year Bad Debt expense shall be deemed to equal eight percent (8.0%) of the First Year Gross Revenue.

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First Year Revenue means (A) all revenue recognized by Parent, the Surviving Corporation or any of their respective affiliates, in accordance with generally accepted accounting principles, applied on a basis consistent with the Company's financial statements, with respect to the Business, during the period commencing on 180 day anniversary of the Closing Date and ending on the eighteen month anniversary of the Closing Date (such period the “First Year” and such anniversary, the "Eighteen Month Anniversary") (the "First Year Gross Revenue"), minus (B) any First Year Bad Debt Expense (as defined herein). "First Year Bad Debt Expense" means, subject to the immediately following sentence, an amount equal to the product of (X) (1) the amount recorded by Parent or the Surviving Corporation as actual write-offs of revenue of the Business during the First Year divided by First Year Gross Revenue minus (2) 0.01 multiplied by (Y) First Year Gross Revenue, but only to the extent such product exceeds one percent (1.0%) of the First Year Gross Revenue. Notwithstanding anything in this Agreement to the contrary, in the event the amount recorded by Parent or the Surviving Corporation as actual write-offs of revenue of the Business during the First Year exceeds nine percent (9.0%) of the First Year Gross Revenue, First Year Bad Debt expense shall be deemed to equal eight percent (8.0%) of the First Year Gross Revenue.

First Year Revenue shall have the meaning set forth in Section 1.4(a).

Examples of First Year Revenue in a sentence

The total Earn-Out Payment due the Selling Members will be the sum of the amounts (reading left to right) located on the horizontal axis, adjacent to the EBITDA margin earned for the Second Year, beginning with the Revenue Attained column immediately to the right of the column corresponding to the First Year Revenue attainment, and extending to the right up to and including the intersection with the vertical axis corresponding to the Revenue amount attained by the Company for the Second Year.
In the event Company does not achieve its First Year Revenue goal of $24 million, Company may make up the shortfall in Second Year but at the 22% EBITDA rate.
When and in the event the gross sales reflected on the Gross Sales Statement (as defined herein) is less than $832,000, representing +- 85% of the First Year Revenue, the parties agree to adjust the Purchase Price as follows: Gross Sales equal to or greater than $832,000 - No adjustment Gross Sales less than $832,000 - An adjustment equal to $1.30 of every dollar of Gross Sales less than $832,000; provided however, that the maximum total adjustment shall, in no event, exceed $250,000.00.
If the First Year Revenue equals or exceeds $56.5 million, on the applicable Settlement Date, the Purchaser shall pay to the Seller $7 million.
The fees and expenses of the Independent Accountant shall be paid by the party whose estimate of the Closing Date Net Working Capital, the First Year Revenue, the Second Year Revenue, and the Third Year Revenue, as applicable, is furthest from the Independent Accountant’s calculation of the same.
In the event the First Anniversary Payment was adjusted pursuant to paragraph (b) above on account of a First Year Deficit Adjustment and the First Year Revenue and the Second Year Revenue exceed Sixty Two Million Dollars ($62,000,000) in the aggregate, the Second Anniversary Payment shall be adjusted upward in an amount equal to the First Year Deficit Adjustment.
The revenue target for sales people new to the channel will be prorated as follows: Hired During First Year Revenue Target First quarter 17,000 Second quarter 12,750 Third quarter 8,500 Fourth quarter 4,250 This agreement will expire with our current contract on October 14, 2006 or when it is superseded by a new agreement, which ever is sooner.
No First Year Contingent Payment shall be made if Fee Revenue for the First Year is equal to or less than Threshold First Year Revenue.
The Purchaser and the Seller shall have the right to dispute the calculation of the First Year Revenue (and any items therein) and make any proposed adjustments thereto as provided in Section 1.5(c).
All adjustments proposed by the Seller shall be set out in detail in a written statement delivered to the Purchaser (the “Adjustment Statement”) and shall be incorporated into the Closing Date Balance Sheet, the First Year Revenue, the Second Year Revenue, and the Third Year Revenue, as applicable, unless the Purchaser shall object in writing to such proposed adjustments within five (5) days of receipt of the Adjustment Statement.

More Definitions of First Year Revenue

First Year Revenue means gross revenues of the Company for the period beginning on 1st September 2006 and ending on the First Anniversary, determined in accordance with UK GAAP.

First Year Revenue means the Gross Sales (as

First Year Revenue means the sum of (i) the aggregate Adjusted Client Revenues during the First Year Measurement Period in respect of Clients other than ▇▇▇▇ Clients and ▇▇▇▇ Parties with respect to which Fee Revenues had been included in the calculation of Closing Total Revenue; (ii) the product of (A) the aggregate annualized Fee Revenue during the First Year Measurement Period attributable to contracts that were Non-Transferred ▇▇▇▇ Contracts as of the first anniversary of the Closing and (B) the Adjustment Ratio; (iii) the Adjusted Migrated Revenues during the First Year Measurement Period; (iv) the Terminated Revenues; (v) the Restructuring Revenues as of the first anniversary of the Closing; and (vi) the Referral Revenues. For the purpose of this definition, neither sub-clause (i) nor sub-clause (ii) shall include any revenue that is Excluded Revenue during the First Year Measurement Period in respect of contracts that are Excluded Contracts as of first anniversary of the Closing Date or the Adjusted Contract Revenue during the First Year Measurement Period in respect of a Client Contract (or an extension, replacement or renewal thereof) that, as of the first anniversary of the Closing Date, is an RFP Contract, and there shall be no duplication of revenues among sub-clauses (i), (ii), (iii), (iv), (v), and (vi).