TTM Period definition

TTM Period means, on any date, the most recent period of four consecutive fiscal quarters of the Parent ended on or prior to such date (taken as one accounting period) in respect of which financial statements were (or were required to be) delivered pursuant to Section 9.01(1) or 9.02(2). A TTM Period may be designated by reference to the last day thereof (i.e., the “December 31st TTM Period” of a particular year refers to the period of four consecutive fiscal quarters of the Parent ended on December 31st of such year), and a TTM Period shall be deemed to end on the last day thereof.

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TTM Period means any complete trailing twelve-month fiscal period ending on the last day of the most recently completed Holdings’ fiscal quarter (in accordance with the Company Fiscal Year with appropriate adjustments for any Subsidiaries of Holdings that follow a calendar year fiscal year for financial reporting purposes in accordance with the proviso to Section 3.3 of the A&R Holdings LLC Agreement); provided, however, that in no event shall any month included in a TTM Period in which an Earn-Out Qualification occurs be included in another TTM Period for purposes of a subsequent Earn-Out Qualification.

TTM Period means the period consisting of the trailing twelve months ended June 30, 2007.

Examples of TTM Period in a sentence

• After giving effect to each such acquisition and any related incurrence of Indebtedness, the Parent is in compliance with the Financial Covenants on a pro forma basis as of the last day of the most recently ended TTM Period.

• The measurement dates for Merger Agreement EBITDA during the Earnout Period will be measured as of the end of each calendar quarter with respect to the TTM Period ending on such date, and the Shareholders’ right to the payment of any Earnout achieved vests at the time of measurement at the end of the TTM Period.

• Such incremental payments will only be paid as part of the final TTM Period ended December 31, 2022.

• For each concluded TTM Period, the Buyer shall deliver to the Representative its determination of the Merger Agreement EBITDA for such TTM Period, the corresponding Earnout, and the amount payable to each Shareholder (the “Earnout Statement”) by the Earnout Statement Due Dates set forth in Annex V.

• As additional consideration, the Buyer shall pay the Shareholders up to a maximum of $37,500,000 (the “Earnout”) based on the Merger Agreement EBITDA, measured as of a TTM Period (as defined below).

• A Revenue Dispute Notice must set forth in reasonable detail (A) any item on the applicable TTM Revenue Statement which the Securityholder Representative in good faith disputes and (B) the Securityholder Representative’s alternative calculation of Company TTM Revenue for the applicable TTM Period.

• The Earnout Statement will include (1) a presentation of the Company’s results for the TTM Period in accordance with GAAP as consistently applied by the Company, (2) a reconciliation of Non-GAAP EBITDA to Non-GAAP Adjusted EBITDA, and (3) a reconciliation of the Company’s Non-GAAP Adjusted EBITDA (before adjustments set forth in this Agreement) to the Merger Agreement EBITDA.

• Notwithstanding the foregoing, the Buyer will pay any cash payments attributable to Merger Agreement EBITDA exceeding $4,250,000 only in the final Earnout payment relating to the TTM Period ending December 31, 2022.

• If more than one of the milestones set forth in the table above are first achieved in a single TTM Period, then Licensee shall pay to Ocular in such TTM Period all of the payments corresponding to all of the milestones achieved in such TTM Period under this Section 8.03.

• If the Merger Agreement EBITDA exceeds $4,250,000 as of a TTM Period, then Buyer shall pay the Shareholders a pro rata portion of the next corresponding incremental cash payment equal to the amount of the next incremental cash payment multiplied by a percentage equal to the amount that the actual Merger Agreement EBITDA exceeds the prior threshold divided by $1,000,000 (as set forth on Annex II).

More Definitions of TTM Period

TTM Period means the period consisting of the trailing twelve (12) months ended November 24, 2007.

TTM Period has the meaning set forth in Section 3.12(a).

TTM Period means as of any date of determination, the most recently ended period of twelve consecutive calendar months.

TTM Period means the First TTM Period or the Second TTM Period, as applicable

TTM Period means, on any date, the most recent period of four consecutive fiscal quarters of the Parent ended on or prior to such date (taken as one accounting period) in respect of which financial statements were (or were required to be) delivered pursuant to Section 9.01(1) or 9.02