Excess Returns definition
Examples of Excess Returns in a sentence
If the Sellers’ Representative elects to dispute the Excess Returns Amount set forth in the Excess Returns Notice, in whole or in part, then Sellers’ Representative shall provide a written notice to the Buyer within 10 Business Days of delivery by the Buyer of the Excess Returns Notice, which shall specify the estimated amount thereof in dispute and set forth in reasonable detail the basis of its objections thereto (“Returns Dispute Notice”).
Promptly upon Purchaser’s receipt of any Excess Returns and Chargebacks Purchaser shall notify Seller in writing and provide documentary evidence of such Excess Returns and Chargebacks and Seller shall pay to Purchaser in cash, by wire transfer of immediately available funds within two Business Days following Seller’s receipt of such documentary evidence of such Excess Returns and Chargebacks, the aggregate value thereof.
Upon reasonable notice, the Buyer shall make available to the Sellers’ Representative and its agents and representatives during normal business hours all of the books, records, personnel and workpapers that are reasonably necessary for the Sellers’ Representative to understand the preparation of the Excess Returns Notice.
The value of the Underperformance Carryforward Amount shall be carried forward to subsequent Calculation Periods and charged against Excess Returns, if any, generated in subsequent Calculation Periods.
For purposes hereof, "Margin" shall mean the excess of the sales revenue received with respect to such Excess Returns over Seller's cost of goods sold of such Excess Returns.
With respect to the returns of products of merchantable quality during the first three months after Closing relating to the sales made prior to the Closing in excess of the Returns Limit (the "Excess Returns"), the Seller shall be responsible for and shall indemnify and hold harmless Purchasers from and against (on a dollar-for-dollar basis) the Margin (as defined below) associated with such Excess Returns.
For purposes hereof, "Margin" shall mean the excess of the sales revenue received with respect to such Excess Returns over ▇▇▇▇▇▇▇▇'▇ cost of goods sold of such Excess Returns.