Company ARR definition

Company ARR means the recurring subscription revenue attributable to contracts related to sales or licensing of any Company products or services and booked by the Company during the applicable measurement period; provided, that, Company ARR shall: (a) where GAAP is applicable to the determination of Company ARR, Company ARR shall be determined in accordance with GAAP consistent with past practices but only to the extent such past practices were consistent with GAAP, and where GAAP is not applicable to the determination of Company ARR, Company ARR shall be determined consistent with past practices; (b) not include any initial deployment, set up, or other similar fees or fees payable for professional services rendered; and (c) be reduced by any write-off, whether or not such write-off amounts to a complete cancellation, and by any recurring subscription fee amounts that are more than 60 days past due.
Company ARR means the net recurring annual fees for the Company’s software-as-a-service subscriptions and managed services booked by the Company during the applicable measurement period and included in firm, non-cancellable contracts (other than customary termination provisions) that have a term of at least one year, so long as the initial subscription or managed service billing contemplated by any such contract has occurred by its terms.

Examples of Company ARR in a sentence

  • With respect to the First Earnout Payment, Purchaser shall prepare a detailed calculation with supporting documentation of the Company ARR for the fiscal year ended December 31, 2023 and any resulting First Earnout Payment (the “Earnout Statement”) and provide the Earnout Statement to Seller on or before January 31, 2024.

  • If Purchaser breaches the covenant in sub-clause (i) of this Section 1.4(e), the sole remedy shall be an adjustment to the Company ARR to reflect the Company ARR that would have resulted had such breach not occurred.

  • If Seller fails to deliver the Earnout Objection Statement before the expiration of the Earnout Review Period, the calculation of Company ARR and the resulting First Earnout Payment reflected in the Earnout Statement shall be deemed to have been accepted by Seller and shall be final, conclusive and binding on the parties.

  • Subject to the terms of this Section 1.4, following the Closing, Seller shall be eligible to receive contingent payments (each, an “Earnout Payment,” and collectively, the “Earnout Payments”) on the terms set forth in this Section 1.4. The first Earnout Payment (the “First Earnout Payment”) shall be equal to the amount by which (i) six times the Company ARR for the fiscal year ended December 31, 2023 exceeds (ii) the Closing ARR Amount.

  • Until December 31, 2023, (i) Purchaser agrees that it shall not take any action specifically and solely intended to reduce the Earnout Payment, and (ii) Purchaser and the Company shall maintain adequate records and segregate business operations to the extent reasonably necessary to allow the accurate calculation of Company ARR in accordance with the provisions of this Agreement and the accurate calculation of the Earnout Payments.