Incremental Adjusted EBITDA definition

Incremental Adjusted EBITDA means the amount by which the Adjusted EBITDA exceeds $18,200,000. An Applicable Earnout Amount shall become payable to the Company Shareholders pursuant to Section 2.3 of the Agreement, as calculated in accordance with this Schedule 2.3, if, and only if, both the Total Revenue for the Earnout Period and the Adjusted EBITDA meets or exceeds the amounts set forth in the table below:
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Incremental Adjusted EBITDA means the amount by which the Adjusted EBITDA exceeds $18,200,000.
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Incremental Adjusted EBITDA has the meaning ascribed to it on Schedule 2.3.
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Examples of Incremental Adjusted EBITDA in a sentence

  • For illustrative purposes only, if the Company generates an Adjusted EBITDA Amount of Eleven Million Five Hundred Thousand Dollars ($11,500,000), the Incremental Adjusted EBITDA Amount would be equal to Two Million Seven Hundred Thousand Dollars ($2,700,000), and the Adjusted EBITDA Earnout Payment would equal Twenty-Seven Million Dollars ($27,000,000).

  • The Independent Accountant shall issue a written report of its review, setting forth in reasonable detail its calculation of the Adjusted EBITDA, the Incremental Adjusted EBITDA and the Total Revenue for the Earnout Period, which calculation with respect to matters solely involving the application of accounting principles or Tax rules shall be conclusive and binding on the parties to this Agreement and the Company Shareholders and shall be the sole and exclusive means of resolving such disputes.

  • Immediately following the Earnout Period, the Representatives shall have full access to the books and records (including financial statements) of the Company during regular business hours to the extent necessary to verify Parent’s computations of the Adjusted EBITDA, the Incremental Adjusted EBITDA, Total Revenue for the Earnout Period and the Applicable Earnout Amount.

  • The parties shall cause the Independent Accountant to review, subject to limitations of the previous sentence, as promptly as practicable, the calculation of the Adjusted EBITDA, the Incremental Adjusted EBITDA and the Total Revenue for the Earnout Period and to make, subject to the limitations of the previous sentence, such corrections thereto as it deems appropriate consistent with the terms of this Agreement.