EBITDA Add-Backs definition

EBITDA Add-Backs means those items listed in Section 4.04(a) of the Disclosure Schedule.
View Source
EBITDA Add-Backs means with respect to a period, to the extent EBITDA for such period has been reduced by the following amounts, and without duplication, the sum of (i) all costs and expenses of the Company and the Company Subsidiaries in connection with the Merger and related transactions occurring at the Closing, (ii) all severance costs of the Company and the Company Subsidiaries accrued in respect of individuals who are involuntarily terminated at the direction of Parent during the Performance Period, net of reduced employee compensation, benefits and payroll taxes as a result of such termination for the month in which any such termination occurs, and (iii) the amount of any intercompany transaction by and between the Company or any Company Subsidiary, on the one hand, and Parent or any Parent Subsidiary, on the other hand, to the extent such transaction is not made on an arm’s length basis.
View Source

Examples of EBITDA Add-Backs in a sentence

  • Limited EBITDA Add-Backs (sum of (xiv) and (xv) and Pro Forma Adjustment) Total EBITDA ((1.

  • EBITDA for each of the first three calendar months of 2005, including any applicable EBITDA Add-Backs for such month, shall be determined in good faith by Parent.

  • Parent shall deliver written notice of its determination of the EBITDA, and any applicable EBITDA Add-Backs, for a month to the Company Stockholders Representatives by the tenth calendar day after the end of such month (or, for the month of January, by the fifteenth calendar day after the end of such month), or as promptly practicable thereafter, which notice shall provide in reasonable detail the basis of its determination.

  • By:________________________ Name: Title: ASSOCIATED RODEO RIDERS ON WHEELS By:________________________ Name: Title: SCHEDULE 1 ---------- EBITDA Add-Backs ---------------- Description Amount ----------- ------ Reserve 100% for sale of slow moving inventory $321,495 Increased reserve for advertising receivables $221,626 Increased reserve for magazine returns $161,687 Increased reserve for pension plan $ 65,000 -------- Total Add-back $769,808 Sch.

  • To the extent that, during the time period covered by the Interim Financial Statements, the EBITDA Add-Backs and EBITDA Deductions were inappropriately received, incurred or paid by Seller, the Interim Financial Statements fairly represent the results of the operations of the Business through the date thereon on a cash basis, as modified by the EBITDA Add-Backs and EBITDA Deductions.

  • The Company Stockholders Representatives shall be entitled to designate a representative to participate with Parent in the determination of the EBITDA for such calendar months, including any applicable EBITDA Add-Backs for such month.

  • No issue, or substantially similar issue, which has been resolved by Deloitte & Touche in connection with the determination of EBITDA, including EBITDA Add-Backs, with respect to a month shall be the basis for a disagreement with Parent’s determination of EBITDA, including EBITDA Add-Backs, in any subsequent month.

  • To the extent that the items represented by the EBITDA Add-Backs and EBITDA Deductions vary from GAAP, the Audited Financial Statements (i) vary from GAAP, and, (ii) fairly present the financial condition of the Seller as of the respective dates they were prepared and the results of the operations of the Seller for the periods indicated, as modified by the EBITDA Add-Backs and EBITDA Deductions.