Revenue Threshold. If at any time (i) during Year One the ----------------- amount of Transaction Revenues received by N2P during such year exceeds **** Dollars (US$****) or (ii) during each of Years Two through Four of this Agreement, the amount of the Transaction Revenues received by N2P exceed **** Dollars (US$****) (for each such Year, the "Revenue Threshold"), then N2P will pay ICQ, in partial consideration for ICQ's marketing and distribution efforts hereunder, the Revenue Share with respect to the incremental Transaction Revenues received during any such Year above the Revenue Threshold for such Year (the "Incremental Transaction Revenues"). N2P will pay all of the foregoing amounts within thirty (30) days following the end of the Year in which the applicable Transaction Revenues were received. At the end of each such Year, the calculation of Transaction Revenues for purposes of this Section 7.3.1 shall recommence. N2P shall have the right to collect and retain all Transaction Revenues other than the Revenue Share paid to or retained by ICQ. To the extent mutually agreed upon by the Parties in writing in connection with any Billing Transition, ICQ shall be responsible (following any such Billing Transition) for calculating the Revenue Share and for paying N2P its portion of such Revenue Share as contemplated by this Section 7.3.1.

Revenue Threshold. Save that this clause 2.8 shall not apply if this Agreement is terminated by the Buyer pursuant to clause 14.2 prior to the expiry of the first Initial Term under clause 14.1, the Extension Period referred to in clause 2.4 shall be [****] if the Total Aggregate Receipts (defined below) equals or exceeds [****] if the Total Aggregate Receipts equals or exceeds [****] and is less than [****] if the Total Aggregate Receipts equals or exceeds [****] and is less than [****] if the Total Aggregate Receipts equals or exceeds [****] and is less than [****], and [****] if the Total Aggregate Receipts is less than [****]. “

Revenue Threshold. Verio Quarterly Service Fees and Coagulation Manufacturing Revenues for the immediately preceding fiscal quarter of the Borrower shall not be less than $2,500,000 in the aggregate.

Revenue Threshold. As defined in Section 5.2. Search Engine. Computer software which crawls the Internet, downloads and analyzes text and other data, sorts and organizes the data, creates an index of accessible data, and, after receiving a particular search request (in the form of a word Query), locates material accessible in the database, and presents the results of the search.

Revenue Threshold. If at any time during each of Years One through Three or the Renewal Term of this Agreement the amount of Transaction Revenues received by N2P during such Year exceeds [****] (for each such Year, the "Revenue Threshold"), then N2P will pay AOL, in partial consideration for AOL's marketing and distribution efforts hereunder, [****]. N2P will pay all of the foregoing amounts within [****] following the end of the Year in which the applicable Transaction Revenues were received. At the end of each such Year, the calculation of Transaction Revenues for purposes of this Section 7.3.1 shall recommence. N2P shall have the right to collect and retain all [****] other than the [****] paid to or retained by AOL. To the extent mutually agreed upon by the Parties in writing in connection with any Billing Transition, AOL shall be responsible (following any such Billing Transition) for calculating the [****] and for paying N2P its portion of such [****] as contemplated by this Section 7.3.1.

Revenue Threshold. Borrower shall have achieved total revenue, as determined in accordance with GAAP, during the immediately preceding three (3) calendar months of at least Fourteen Million Dollars ($14,000,000).

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Threshold Neither the Sellers nor the Purchasers shall be required to make any indemnification payment pursuant to Section 8.1 or 8.2, respectively, until such time as the total amount of all Damages that have been directly or indirectly suffered or incurred by an Indemnified Party, or to which an Indemnified Party has or otherwise becomes subject to, exceeds $50,000 in the aggregate. At such time as the total amount of such Damages exceeds $50,000 in the aggregate, the Indemnified Party shall be entitled to be indemnified against the full amount of such Damages (and not merely the portion of such Damages exceeding $50,000).
Minimum Adjusted EBITDA As of any date of determination from and after April 1, 2008, if Borrowers do not have Net Debt in an amount less than $4,000,000 at all times during the most recently completed fiscal quarter, then Borrowers shall not fail to achieve Adjusted EBITDA, measured on a quarter-end basis, of at least the required amount set forth in the following table for the applicable period set forth opposite thereto (and the failure to do so shall be deemed an Event of Default): Applicable Amount Applicable Period $(1,234,000) For the 3 month period ending March 31, 2008 $(1,246,000) For the 6 month period ending June 30, 2008 $(200,000) For the 9 month period ending September 30, 2008 $(839,000) For the 12 month period ending December 31, 2008 $(750,000) For the 12 month period ending March 31, 2009 17 Applicable Amount Applicable Period $(500,000) For the 12 month period ending June 30, 2009 $(150,000) For the 12 month period ending September 30, 2009 $150,000 For the 12 month period ending December 31, 2009 $350,000 For the 12 month period ending March 31, 2010 $550,000 For the 12 month period ending June 30, 2010 $750,000 For the 12 month period ending September 30, 2010 $950,000 For the 12 month period ending December 31, 2010 and for each 12 month period ending as of the last day of each fiscal quarter thereafter
Adjustment of Minimum Quarterly Distribution and Target Distribution Levels (a) The Minimum Quarterly Distribution, First Target Distribution, Second Target Distribution, Third Target Distribution, Common Unit Arrearages and Cumulative Common Unit Arrearages shall be proportionately adjusted in the event of any distribution, combination or subdivision (whether effected by a distribution payable in Units or otherwise) of Units or other Partnership Securities in accordance with Section 5.10. In the event of a distribution of Available Cash that is deemed to be from Capital Surplus, the then applicable Minimum Quarterly Distribution, First Target Distribution, Second Target Distribution and Third Target Distribution, shall be adjusted proportionately downward to equal the product obtained by multiplying the otherwise applicable Minimum Quarterly Distribution, First Target Distribution, Second Target Distribution and Third Target Distribution, as the case may be, by a fraction of which the numerator is the Unrecovered Capital of the Common Units immediately after giving effect to such distribution and of which the denominator is the Unrecovered Capital of the Common Units immediately prior to giving effect to such distribution.
Minimum Revenue Borrower and its Subsidiaries shall have annual Revenue from sales of the Product (for each respective calendar year, the “Minimum Required Revenue”):
EBITDA With respect to REIT and its Subsidiaries for any period (without duplication): (a) Net Income (or Loss) on a Consolidated basis, in accordance with GAAP, exclusive of the following (but only to the extent included in determination of such Net Income (Loss)): (i) depreciation and amortization expense; (ii) Interest Expense; (iii) income tax expense; (iv) Acquisition Closing Costs and extraordinary or non-recurring gains and losses (including, without limitation, gains and losses on the sale of assets) and income and expense allocated to minority owners; and (v) other non-cash items to the extent not actually paid as a cash expense; plus (b) such Person’s pro rata share of EBITDA of its Unconsolidated Affiliates as provided below. With respect to Unconsolidated Affiliates and Subsidiaries of Borrower that are not Wholly Owned Subsidiaries, EBITDA attributable to such entities shall be excluded but EBITDA shall include a Person’s Equity Percentage of Net Income (or Loss) from such Unconsolidated Affiliates or such Subsidiary of Borrower that is not a Wholly Owned Subsidiary plus its Equity Percentage of (i) depreciation and amortization expense; (ii) Interest Expense; (iii) income tax expense; (iv) Acquisition Closing Costs and extraordinary or non-recurring gains and losses (including, without limitation, gains and losses on the sale of assets) and income and expense allocated to minority owners; and (v) other non-cash items to the extent not actually paid as a cash expense.
Maximum Annual Operating Expense Limit The Maximum Annual Operating Expense Limit with respect to each Fund shall be the amount specified in Schedule A based on a percentage of the average daily net assets of each Fund.
Minimum Shareholders’ Equity The Borrower will not permit Shareholders’ Equity at the last day of any fiscal quarter of the Borrower to be less than $500,000,000 plus 25% of the net proceeds of the sale of Equity Interests by the Borrower and its Subsidiaries after the Ninth Amendment Effective Date (other than proceeds of sales of Equity Interests by and among the Borrower and its Subsidiaries).
Maximum Leverage Permit, as of any fiscal quarter end, the ratio of (a) Adjusted Portfolio Equity as of such fiscal quarter end to (b) Funded Debt as of such fiscal quarter end, to be less than 5.00 to 1.00.
Adjusted EBITDA The 2019 adjusted EBITDA for the Affiliated Club Sellers shall total an aggregate of not less than $10,700,000.
Measurement Period (b) In this Agreement, unless the contrary intention appears, a reference to:

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