EBITDA Measurement Period definition

EBITDA Measurement Period has the meaning given in Section 6.12.
EBITDA Measurement Period shall have the meaning set forth in Section 2.1(b)(iii).

Examples of EBITDA Measurement Period in a sentence

  • Within 15 days of the date of the Transaction Notice, Management Company may advise the Board and MB in writing of Management Company’s acceptance of the terms of the Transaction and any Class A Membership Units (prior to the EBITDA Trigger Date) or Class A and Class B Membership Units (after the EBITDA Trigger Date if the Minimum EBITDA Threshold has been satisfied for the EBITDA Measurement Period) Management Company desires to include in the Transaction.

  • In the event the Management Condition is not satisfied at any time during the third year following the Initial Date, one-third of that percentage amount of Class A Membership Units and Class B Membership Units owned by the Management Company equal to that percentage of shares of common stock of the Management Company owned by the Management Principals shall be repurchased, unless the Minimum EBITDA Threshold shall have been satisfied for the EBITDA Measurement Period as of the EBITDA Trigger Date.

  • If EBITDA for the Second EBITDA Measurement Period equals or exceeds $3,150,000 (three million one hundred fifty thousand dollars), Purchaser shall pay to Seller an EBITDA Earn-Out Payment in an amount equal to $3,500,000 (three million five hundred thousand dollars).

  • Share based paymentThe cost of equity-settled transactions with employees is measured by reference to the fair value of the equity instruments at the date when they are granted.

  • The Committee will measure and certify the level of achievement of the EBITDA Milestones as of the end of each fiscal year within the EBITDA Measurement Period.

  • If Purchaser or its parent company is sold prior to the end of the 12 month period described in Section 3(b) above (such period of less than 12 months being referred to herein as the "Short EBITDA Measurement Period"), the Noncompetition Payment shall be an amount equal to 80% of EBITDA for the Short EBITDA Measurement Period, up to a maximum of $2,227,000, reduced as set forth in Section 3(c) and the second sentence of Section 3(d) hereof, and shall be paid at, or promptly after, the closing of such sale.

  • Any payment made by Purchaser to Seller pursuant to this Section 8(f)(vii) shall be equal to the amount of the Earn-Out Payment due for the applicable EBITDA Measurement Period, less the amount of any Earn-Out Payment previously paid by Purchaser with respect to such EBITDA Measurement Period.

  • Upon written notice to Seller, Purchaser may set-off any amount to which it may be entitled under this Section 6.8 after a final determination of the EBITDA for the First EBITDA Measurement Period against amounts otherwise payable under Section 1.7. Neither the exercise of, nor the failure to exercise, such right of set-off will constitute an election of remedies or limit any party in any manner in the enforcement of any other remedies that may be available to it.

  • The Additional Purchase Price paid in respect of Year One, Year Two or Year Three (each an "EBITDA Measurement Period"), if any, shall be paid to the Members in shares of Common Stock pursuant to Section 1.5(b).

  • EBITDA for purposes of calculating the Noncompetition Payment shall be determined within 60 days of the end of the 12-month Measurement EBITDA period or the Short EBITDA Measurement Period as defined below.


More Definitions of EBITDA Measurement Period

EBITDA Measurement Period shall be a period of four (4) consecutive quarter-annual fiscal periods of Borrower ending on the last day of the fourth such period; EXCEPT that the EBITDA Measurement Period ending December 31, 2005 shall consist of the one fiscal quarter ending on that date, the EBITDA Measurement Period ending March 31, 2006 shall consist of the two fiscal quarters ending on that date and the EBITDA Measurement Period ending June 30, 2006 shall consist of the three fiscal quarters ending on that date.
EBITDA Measurement Period means, with respect to the occurrence of any EBITDA Covenant Trigger Date, the period commencing on the first day of any calendar month (the "First Measurement Month") in which such EBITDA Covenant Trigger Date occurs and ending on (and including) the last day of the first calendar month thereafter in which an EBITDA Covenant Release Date occurs.
EBITDA Measurement Period means the period commencing on the Initial Date and ending on the EBITDA Trigger Date. The “Initial Date” shall be October 1, 2009. The “Minimum EBITDA Threshold” shall mean cumulative consolidated EBITDA for the Company and its wholly owned subsidiaries for the EBITDA Measurement Period, excluding any revenue related to mortgage banking, of not less than $20,000,000. If on the EBITDA Trigger Date, the Minimum EBITDA Threshold has not been satisfied, the Class B Membership Units shall be cancelled and redeemed by the Company for $0.01.
EBITDA Measurement Period has the meaning set forth on Section 9.02(o) of the Disclosure Schedules.
EBITDA Measurement Period shall be a period of twelve (12) consecutive monthly fiscal periods of Borrower ending on the last day of the twelfth such period; EXCEPT that the EBITDA Measurement Periods ending in 2006 shall consist of the period from January 1, 2006 through and including that date. Commencing with the EBITDA Measurement Period ending January 31, 2007, the EBITDA Measurement Period shall be the previous twelve (12) months. Borrower shall provide Bank with its EBITDA figure on a monthly basis within fifteen (15) days of month end. If Borrower is in compliance with this covenant (commencing with the EBITDA Measurement Period ending February 28, 2007), the definition of “EBITDA Measurement Period” shall change to a period of four (4) consecutive quarterly fiscal periods of Borrower ending on the last day of the fourth such period, and Borrower shall provide Bank with its EBITDA figure on a quarterly basis within fifteen (15) days of quarter end.

Related to EBITDA Measurement Period

  • Performance Measurement Period has the meaning set forth in Section 3.1(e)(ii).

  • Measurement Period shall have the meaning specified in Section 14.01(b)(i).

  • Applicable Measurement Period means the most recently completed four consecutive fiscal quarters of the Issuer immediately preceding the Applicable Calculation Date for which internal financial statements are available.

  • Baseline Period means the period used to determine the baseline emission rate for each regulated pollutant under OAR 340 division 222.

  • Adjusted EBITDA Margin means Adjusted EBITDA divided by operating revenue;

  • Adjusted EBITDA means, with respect to any Person for any period, the Consolidated Net Income of such Person for such period plus, without duplication, to the extent the same was deducted in calculating Consolidated Net Income:

  • LTM EBITDA means Consolidated EBITDA of the Company measured for the period of the most recent four consecutive fiscal quarters ending prior to the date of such determination for which consolidated financial statements of the Company are available, in each case with such pro forma adjustments giving effect to such Indebtedness, acquisition or Investment, as applicable, since the start of such four quarter period and as are consistent with the pro forma adjustments set forth in the definition of “Fixed Charge Coverage Ratio.”

  • TTM EBITDA means, as of any date of determination, EBITDA of Borrower determined on a consolidated basis in accordance with GAAP, for the 12 month period most recently ended.

  • Adjusted EPS means earnings per share further adjusted for share-based payments, amortization of acquired intangible assets, items outside the normal scope of our ordinary activities (including other items, within selling, general and administrative expenses, losses/(gains) on items held at fair value and remeasurements through profit and loss, impairment losses on tangible assets, and impairment losses on intangible assets) and the related tax effects of these adjustments. Adjusted EPS provides a basis for comparison of our business operations between current, past and future periods by excluding items that we do not believe are indicative of our core operating performance. Adjusted EPS may not be comparable to other similarly titled metrics of other companies.

  • Adjusted Consolidated EBITDA means, with respect to the Borrower and the Subsidiaries on a consolidated basis for any period, the Consolidated Net Income of the Borrower and the Subsidiaries for such period plus

  • EBITDA means earnings before interest, taxes, depreciation and amortization.

  • Consolidated Total Net Leverage Ratio means, with respect to any Test Period, the ratio of (a) Consolidated Total Net Debt as of the last day of such Test Period to (b) Consolidated EBITDA for such Test Period.

  • Adjusted EBIT means, for any accounting period, net income (or net loss) of NAI and its Subsidiaries (determined on a consolidated basis), plus the amounts (if any) which, in the determination of net income (or net loss) for such period, have been deducted for (a) interest expense, (b) income tax expense (c) rent expense under leases of property, and (d) Permitted Non-Cash Charges.

  • Cumulative EBITDA means, as of any date of determination, EBITDA of the Company from the Existing Notes Issue Date to the end of the Company’s most recently ended full fiscal quarter prior to such date, taken as a single accounting period.

  • EBITDA Margin means the ratio between (a) EBITDA and (b) total toll and other concession revenues.

  • Total Net Leverage Ratio means, with respect to any Test Period, the ratio of (a) Consolidated Total Indebtedness net of Unrestricted Cash as of the last day of such Test Period to (b) Consolidated EBITDA for such Test Period.

  • Annualized EBITDA means, for the four consecutive quarters ending on each Reporting Date, the Operating Partnership’s Pro Rata Share (as defined below) of earnings before interest, taxes, depreciation and amortization (“EBITDA”), with other adjustments as are necessary to exclude the effect of all realized or unrealized gains and losses related to hedging obligations, items classified as extraordinary items and impairment charges in accordance with generally accepted accounting principles, adjusted to reflect the assumption that (i) any EBITDA related to any assets acquired or placed in service since the first day of such four-quarter period had been earned, on an annualized basis, from the beginning of such period, and (ii) any assets disposed of during such four-quarter period had been disposed of as of the first day of such period and no EBITDA related to such assets had been earned during such period.

  • Adjusted Leverage Ratio means, on any date, the ratio of (a) Total Debt as of such date to (b) Adjusted Consolidated EBITDA for the period of four consecutive fiscal quarters of the Borrower most recently ended as of such date, all determined on a consolidated basis in accordance with GAAP.

  • EBITDA Target means the Company's projected earnings before interest, taxes, one-time transition expenses, non-cash compensation expense charges, depreciation and amortization, as contained in the Company's budget for the Applicable Period and which is approved by the Board (without reference to any adjustments or revision, upwards or downwards, to such projected earnings which are subsequently approved by the Board as part of any subsequent revision to such budget), and (ii) the term "Financial Results" shall mean the Company's EBITDA calculated by reference to the Company's financial statements for the Applicable Period as filed with the Securities and Exchange Commission (the "SEC").

  • Measurement Date means the most recent Payment Date specified in the first column of the Cumulative Net Loss Rate Table.

  • Annualized Consolidated EBITDA means, for any quarter, the product of Consolidated EBITDA for such period of time multiplied by four (4).

  • Earnout Period has the meaning set forth in Section 2.5(a)(iii).

  • Quarterly (1/Quarter) sampling frequency means the sampling shall be done in the months of March, June, August, and December, unless specifically identified otherwise in the Effluent Limitations and Monitoring Requirements table.

  • Earn-Out Period has the meaning set forth in Section 2.5(a).

  • EBITDA Coverage Ratio defined as EBITDA divided by the aggregate of total interest expense plus the prior period current maturity of long-term debt and the prior period current maturity of subordinated debt.

  • Test Period means, at any time, the four consecutive fiscal quarters of Borrower then last ended (in each case taken as one accounting period) for which financial statements have been or are required to be delivered pursuant to Section 5.01(a) or (b).