Maximum Net Losses Sample Clauses

Maximum Net Losses. Not suffer any net loss in excess of the following amounts (dollar amounts in brackets (< $ >) are negative amounts signifying losses) for the following periods:
Sample 1
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Maximum Net Losses. In the event that NewCo incurs net after tax losses which exceed nine hundred twenty five thousand dollars ($925,000) for the five (5) month period commencing on August 1, 2000 and ending December 31, 2000 (the "Maximum Net Losses Target"), Escrow Shares with a value equal to the difference between the Maximum Net Losses Target and the amount of net after tax losses actually incurred by the Purchased Business for the five (5) month period commencing on August 1, 2000 and ending December 31, 2000 (the "Net Losses Shortfall Amount"), shall be released by the Escrow Agent to Xxxx. The parties hereby agree that in determining net after tax losses such amount shall not include any interest expense for interest related to long term debt or other financing (other than interest expenses for interest related to letters of credit in an amount consistent with the past ordinary business practices of W2Com) in an aggregate principal amount in excess of two million five hundred thousand dollars ($2,500,000) or amortization relating to the increase in the goodwill of the Purchased Business resulting from the consummation of the transactions contemplated under the Asset Purchase Agreement. The Revenue Shortfall Amount and the Net Losses Shortfall Amount shall be determined on the basis of the audited financial statements of NewCo and the transfer of Escrow Shares to Xxxx with a value equal to the Revenue Shortfall Amount or the Net Losses Shortfall Amount, shall be made by the Escrow Agent to Xxxx within five (5) business days of the delivery by Xxxx of the audited financial statements of NewCo for the year ending December 31, 2000 to the Escrow Agent, CYMI and W2COM. For purposes of this Escrow Agreement, Escrow Shares shall be valued at the average closing price of shares of Xxxx on the NASDAQ National Market or such other United States national securities exchange on which the shares of Xxxx are then authorized for listing and are traded on the fourteen (14) trading days prior to the transfer of such shares to Xxxx.
Sample 1

Related to Maximum Net Losses

  • Net Losses After giving effect to the special allocations set forth in Section 6.1(d), Net Losses for each taxable period and all items of income, gain, loss and deduction taken into account in computing Net Losses for such taxable period shall be allocated as follows:

  • Net Loss After giving effect to the special allocations set forth in Section 6.1(d), Net Loss for each taxable period and all items of income, gain, loss and deduction taken into account in computing Net Loss for such taxable period shall be allocated as follows:

  • Timing and Amount of Allocations of Net Income and Net Loss Net Income and Net Loss of the Partnership shall be determined and allocated with respect to each Partnership Year of the Partnership as of the end of each such year. Subject to the other provisions of this Article 6, an allocation to a Partner of a share of Net Income or Net Loss shall be treated as an allocation of the same share of each item of income, gain, loss or deduction that is taken into account in computing Net Income or Net Loss.

  • Intent to Limit Charges to Maximum Lawful Rate In no event shall the interest rate or rates payable under this Agreement, plus any other amounts paid in connection herewith, exceed the highest rate permissible under any law that a court of competent jurisdiction shall, in a final determination, deem applicable. Borrower and the Lender Group, in executing and delivering this Agreement, intend legally to agree upon the rate or rates of interest and manner of payment stated within it; provided, however, that, anything contained herein to the contrary notwithstanding, if said rate or rates of interest or manner of payment exceeds the maximum allowable under applicable law, then, ipso facto, as of the date of this Agreement, Borrower is and shall be liable only for the payment of such maximum as allowed by law, and payment received from Borrower in excess of such legal maximum, whenever received, shall be applied to reduce the principal balance of the Obligations to the extent of such excess.

  • PROFITS/LOSSES For financial accounting and tax purposes, the Company's net profits or net losses shall be determined on an annual basis and shall be allocated to the Members in proportion to each Member's relative capital interest in the Company as set forth in Schedule 2 as amended from time to time in accordance with U.S. Department of the Treasury Regulation 1.704-1.

  • Allocations of Net Income and Net Loss Except as otherwise provided in this Agreement, after giving effect to the special allocations in subparagraph 1(c) and paragraph 2, Net Income, Net Loss and, to the extent necessary, individual items of income, gain, loss or deduction, of the Partnership for each fiscal year or other applicable period of the Partnership shall be allocated among the General Partner and Limited Partners in accordance with their respective Percentage Interests.

  • Maximum Payments Nothing contained herein shall be deemed to establish or require the payment of a rate of interest or other charges in excess of the maximum permitted by applicable law. In the event that the rate of interest required to be paid or other charges hereunder exceed the maximum permitted by such law, any payments in excess of such maximum shall be credited against amounts owed by the Borrower to the Holder and thus refunded to the Borrower.

  • Allocations of Net Profits and Net Losses Except as otherwise set forth herein, Net Profits and Net Losses shall be allocated for each Fiscal Year to the Members in proportion to their respective Capital Accounts.

  • Allocation of Net Profits and Net Losses As of the last day of each Fiscal Period, any Net Profits or Net Losses for the Fiscal Period shall be allocated among and credited to or debited against the Capital Accounts of the Members in accordance with their respective Investment Percentages for such Fiscal Period.

  • Allocation of Net Income and Net Loss Net Income or Net Loss of the Partnership shall be determined as of the end of each calendar year and as of the end of any interim period extending through the day immediately preceding any (i) disproportionate Capital Contribution, (ii) disproportionate distribution, (iii) Transfer of a Partnership Interest in accordance with the terms of this Agreement, or (iv) Withdrawal Event. If a calendar year includes an interim period, the determination of Net Income or Net Loss for the period extending through the last day of the calendar year shall include only that period of less than twelve (12) months occurring from the day immediately following the last day of the latest interim period during the calendar year and extending through the last day of the calendar year. For all purposes, including income tax purposes, Net Income, if any, of the Partnership for each calendar year or interim period shall be allocated among the Partners in proportion to their respective Partnership Percentages for the calendar year or interim period. In the event of a Net Loss for a particular calendar year or interim period, then, for such calendar year or interim period, the Net Loss for such calendar year or interim period shall be allocated among the Partners in proportion to their respective Partnership Percentages for the calendar year or interim period.

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