Measurement Revenue definition

Measurement Revenue means, (i) the total gross revenue for the months of April 2006, May 2006 and June 2006, multiplied by (ii) 4, from any store operated by Parent, any direct or indirect Subsidiary of Parent, the Company or any direct or indirect Subsidiary of the Company which would be impacted by any of the items listed in (A)(i), (ii) or (iii) in the definition of “Detriment.”
Measurement Revenue means the annualized revenue of the Business based on all completed calendar months after June 30, 2012 and prior to the date on which TSA Preparedness occurs; provided, that, for purposes of this definition, the date on which TSA Preparedness occurs shall be no later than the Closing Date. For example, (i) if TSA Preparedness occurs in November 2012, revenue of the Business for the four months of July 2012, August 2012, September 2012 and October 2012 shall be multiplied by 3 to derive the annualized revenue of the Business for purposes of the Measurement Revenue, (ii) if TSA Preparedness occurs in February 2013, revenue for the Business for the seven months of July 2012, August 2012, September 2012, October 2012, November 2012, December 2012 and January 2013 shall be multiplied by 1.7143 to derive the annualized revenue of the Business for purposes of the Measurement Revenue, and (iii) if TSA preparedness occurs after June 30, 2013, the Measurement Revenue shall be the revenue of the Business for the most recently completed last twelve months.

Examples of Measurement Revenue in a sentence

  • The Independent Accounting Firm shall make its determination as reasonably promptly as possible, but in no event later than thirty (30) days following submission of the Measurement Revenue Disputed Items by each Party.

  • The Parties shall submit to the Independent Accounting Firm all materials and back-up related to the Measurement Revenue Disputed Items, including an aggregate estimate of the value of the Measurement Revenue Disputed Items, and each Party shall have the opportunity to present any material related to the Measurement Revenue Disputed Items to the Independent Accounting Firm and to discuss the Measurement Revenue Disputed Items with the Independent Accounting Firm.

  • In the event that the Purchase Price adjustment pursuant to this Section 3.6, based on the Final Measurement Revenue Amount, is greater than the amount of such adjustment, if any, made to the Purchase Price paid at the Closing, based on the Estimated Measurement Revenue Amount, the Seller shall pay to the Purchaser an amount equal to the Post-Closing Measurement Revenue Adjustment.

  • Any payments made pursuant to this Section 3.6(h) shall be made within five (5) Business Days following the determination of the Final Measurement Revenue Amount and shall be by wire transfer of immediately available funds to the address disclosed by the Purchaser or the Seller, as applicable, with respect thereto.

  • If the Parties cannot resolve the Measurement Revenue Disputed Items within fifteen (15) days following the delivery of the Measurement Revenue Objection Letter, then the Measurement Revenue Disputed Items shall be submitted to the Independent Accounting Firm within five (5) Business Days thereafter.

  • The Purchaser and the Seller shall use their commercially reasonable efforts to resolve any differences set forth in the Measurement Revenue Objection Letter (the “Measurement Revenue Disputed Items”).

  • In the event that the Purchase Price adjustment pursuant to this Section 3.6, based on the Final Measurement Revenue Amount, is less than the amount of such adjustment made to the Purchase Price paid at the Closing, based on the Estimated Measurement Revenue Amount, the Purchaser shall pay to the Seller an amount equal to the Post-Closing Measurement Revenue Adjustment.