Projected EBITDA definition

Projected EBITDA for any fiscal period of the Company shall mean the EBITDA of the Company for such fiscal period set forth on Appendix 2 attached hereto.

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Projected EBITDA means (a) with respect to a termination of employment occurring in Performance Period 1, the actual EBITDA for such Performance Period as of the Measuring Date, multiplied by the Pro Rata Ratio, (b) with respect to a termination of employment occurring in Performance Period 2, the sum of (I) the actual EBITDA for such Performance Period as of the Measuring Date, multiplied by the Pro Rata Ratio plus (II) the EBITDA for Performance Period 1 and (c) with respect to a termination of employment occurring in Performance Period 3, the sum of (I) the actual EBITDA for such Performance Period as of the Measuring Date, multiplied by the Pro Rata Ratio plus (II) the total EBITDA for Performance Period 1 and Performance Period 2.

Projected EBITDA means for purposes of determining compliance with clause (vii)(C) of the definition of Permitted Acquisition, the Consolidated EBITDA relating to the business or Person to be acquired in such Permitted Acquisition for the four fiscal quarter period most recently ended at least 45 days prior to the date of such Permitted Acquisition after giving effect on a pro forma basis to adjustments arising out of cost saving initiatives or synergies attributable to such Permitted Acquisition that are reasonably expected to be realized within six months of such Permitted Acquisition, in each case, calculated (i) in good faith and (ii) in a manner that is reasonably acceptable to the Administrative Agent.

Examples of Projected EBITDA in a sentence

• The Performance Vesting Shares would continue to vest, since (x) actual EBITDA was greater than 85% of applicable Projected EBITDA [i.e., $9.25 million x 85% = $7.86 million, which is less than actual EBITDA of $8 million] and (y) the actual EBITDA Percentage was greater than 85% of the applicable Projected EBITDA Percentage [18.5 x 85% = 15.725%, which is less than the actual EBITDA Percentage of 17%].

• In that event (a) applicable Projected EBITDA would equal $9.25 million [i.e., (3 DIVIDED BY 12 x $10 million) + (9 DIVIDED BY 12 x $9 million)] and (b) the applicable Projected EBITDA Percentage would equal 18.5% [i.e., (3 DIVIDED BY 12 x 20) + (9 DIVIDED BY 12 x 18)].

• Either Manager or Elsinore may terminate this Agreement upon 120 days notice after the second Fiscal Year's audited results are available, provided that cumulative EBITDA for the first two Fiscal Years is less than 80% of the cumulative Projected EBITDA.

• The Provider permits the Consolidated EBITDA, calculated as of the end of each calendar month for the prior calendar quarter (inclusive of such month) to be less than the amount of actual Consolidated EBITDA as of the start of such prior calendar quarter plus 84% of the Projected EBITDA for such calendar quarter; provided, that if the Provider fails such test hereinbefore, the Provider shall have one month to cure such failure and be in full compliance with the test as applied at the end of such month.

• As actual EBITDA for any year during such three year period increases from 80% to 100% or more of Projected EBITDA for such year, the percentage of the Growth Options actually vesting will increase from 50% to 100%.

More Definitions of Projected EBITDA

Projected EBITDA means, in respect of any Projection Period, the projected consolidated earnings of the Group, before interest, taxation, depreciation and amortisation, not taking into account any exceptional or extraordinary items but including the DPO Payments and Profit Share.

Projected EBITDA means the EBITDA of the Company as projected in connection with the confirmation of the Plan, provided that, if such projected EBITDA is materially less than the projected EBITDA as set forth in the projections delivered by the Company to the advisors for the A Holders on September 11, 2003 (the "SEPTEMBER 11 PROJECTED EBITDA"), then the restructuring contemplated by this Term Sheet shall be conditioned on such revised Projected EBITDA being acceptable to the A Holders. If the final accounting treatment of the restructuring of the Leases has a material impact on the Company's EBITDA for any of the periods ending on a Sale Test Date, the Projected EBITDA or applicable percentage will be appropriately adjusted so as to have an effect, and provide protection to the A Holders, that is equivalent to that set forth herein based on the September 11 Projected EBITDA.

Projected EBITDA means such amount set forth for the applicable time period on Schedule VII attached hereto.

Projected EBITDA means projected Consolidated EBITDA for the fiscal year in which the Repurchase Right Notice is given based on the good faith projection of the Company’s senior management and prepared using a methodology consistent with the budget then most recently approved by the Board for the fiscal year in which the Repurchase Right Notice is given.

Projected EBITDA shall have the meaning set forth in Annex III.

Projected EBITDA for the fiscal year in which the termination occurs shall be the average annual "EBITDA" for the three (3) Fiscal Years prior to the date of termination (or, if three fiscal years have not elapsed between the date of this First

Projected EBITDA means, for any period, Consolidated EBITDA for ---------------- such period as set forth on the Projections. 81