Determination of Revenue Sample Clauses

Determination of Revenue. Cap (RC) The Revenue Cap (RC) for each Financial Year (or where there is a Review Event after 1 July, for each period "i" in the Financial Year) is calculated as follows: RC  ARRxART  INCR NCT where: ARR is the Annual Revenue Requirement; ART is the Aggregate Reference Tonnage; NCT is the Notional Contracted Tonnage; and INCR is the sum of any relevant Increments approved by the QCA in respect of prior Financial Years pursuant to Schedule 2, Part B, clause 4(d).
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Determination of Revenue. Revenue shall be determined by the Company in accordance with Generally Accepted Accounting Principles of the United States of America (“GAAP”). As soon as reasonably practicable after the date of acceptance by the Audit Committee of the Board of Directors of the annual financial statements for the third fiscal year of the Performance Period (i.e., 2022), revenue growth over the Performance Period shall be determined by the Company (the “Determination Date”).
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Determination of Revenue. Within sixty (60) days after each calendar ------------------------ month following the Closing Date, up to and including the Final Month, Parent shall, or shall cause the Surviving Company to, prepare and deliver to the Holder Representative a written statement (each, a "Revenue Statement") setting ----------------- forth the Surviving Company Revenue and the Total Revenue for the period commencing on the Closing Date and ending on the last day of such calendar month (each such period is referred to herein as a "Review Period"). Parent shall give ------------- the Holder Representative reasonable access during normal business hours to all of the workpapers generated by Parent or the Surviving Company in connection with the preparation of such Revenue Statement. Within thirty (30) days after receipt of each Revenue Statement, the Holder Representative shall provide written notice to Parent that either (a) such Revenue Statement is acceptable or (b) the Holder Representative objects to the Revenue Statement, identifying which specific items that the Holder Representative objects to and the basis for such objection in reasonable detail (an "Objection Notice"). If the Holder ---------------- Representative approves in writing a Revenue Statement or fails to deliver to Parent a proper Objection Notice with respect to a Revenue Statement within the required 30-day period, such Revenue Statement shall be deemed final and the Surviving Company Revenue and the Total Revenue set forth in such Revenue Statement shall be deemed the Surviving Company Revenue and the Total Revenue, respectively, for the applicable Review Period for purposes of this Agreement. If Parent receives a proper Objection Notice to a Revenue Statement within the required 30-day period, then Parent and the Holder Representative shall use good faith efforts for ten (10) days thereafter to resolve such dispute. The parties hereto agree that, if Parent and the Holder Representative fail to resolve such dispute within such ten-day period, a nationally recognized accounting firm, independent of Parent, Surviving Company and the Holders, mutually acceptable to Parent and the Holder Representative (the "Unaffiliated Firm"), shall be ----------------- retained to review such Revenue Statement and the items to which the Holder Representative objected and make a determination with respect to the disputed items to arrive at the Surviving Company Revenue and Total Revenue for the applicable Review Period, w...
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Determination of Revenue. Cap (RC) For each Terminal Component, the Revenue Cap (RC) for each Financial Year (or where there is a Review Event after 1 July, for each period "i" in the Financial Year) is calculated as follows: where: RC = ARRxART + INCR NCT ARR is the Annual Revenue Requirement; ART is the Aggregate Reference Tonnage; NCT is the Notional Contracted Tonnage; and INCR is the sum of any relevant Increments approved by the QCA in respect of prior Financial Years pursuant to Schedule 2, Part B, section 4(d), in each case, in respect of a Terminal Component.
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Determination of Revenue. Cap (RC) For each Terminal Component, the Revenue Cap (RC) for each Financial Year (or where there is a Review Event after 1 July, for each period "i" in the Financial Year) is calculated as follows: where: RC  ARRxART NCT  INCR - ETS ARR is the Annual Revenue Requirement; ART is the Aggregate Reference Tonnage; NCT is the Notional Contracted Tonnage; INCR is the sum of any relevant Increments approved by the QCA in respect of prior Financial Years pursuant to Schedule 2, Part B, section 4(d), and ETS is, where the Revenue Cap is being altered by a Review Event resulting from an Early Termination of an Access Agreement, the value of security which was held by DBCT Management in respect of that Access Agreement at the time of Early Termination, to the extent that DBCT Management is entitled under that Access Agreement to call on that security. in each case, in respect of the Terminal Component.
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Determination of Revenue. Promptly following the conclusion of the Company’s annual year-end audit for calendar year 2005, (but no later than April 1, 2006), the Buyer will deliver to the Shareholders an income statement of the Company for such year, prepared in accordance with GAAP, and a schedule (the “Revenue Schedule”) setting forth the Revenue of the Company for the Earnout Period. The income statement and Revenue Schedule shall be accompanied by certifications from the Company’s Chief Financial Officer and the Buyer’s Chief Financial Officer, in each case attesting that the income statement and the Revenue Schedule were prepared as required by this Agreement.
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Determination of Revenue 
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Related to Determination of Revenue

  • Determination of Rates Promptly after the determination of any interest rate provided for herein or any change therein, the Administrative Agent shall notify the Lenders to which such interest is payable and the Borrower thereof. Each determination by the Administrative Agent of an interest rate or fee hereunder shall, except in cases of manifest error, be final, conclusive and binding on the parties.

  • Determination of Gross-Up Payment Subject to sub-paragraph (c) below, all determinations required to be made under this Section 6, including whether a Gross-Up Payment is required and the amount of the Gross-Up Payment, shall be made by the firm of independent public accountants selected by the Company to audit its financial statements for the year immediately preceding the Change in Control (the "Accounting Firm") which shall provide detailed supporting calculations to the Company and the Executive within 30 days after the date of the Executive's termination of employment. In the event that the Accounting Firm is serving as accountant or auditor for the individual, entity or group affecting the Change of Control, the Executive may appoint another nationally recognized accounting firm to make the determinations required under this Section 6 (which accounting firm shall then be referred to as the "Accounting Firm"). All fees and expenses of the Accounting Firm in connection with the work it performs pursuant to this Section 6 shall be promptly paid by the Company. Any Gross-Up Payment shall be paid by the Company to the Executive within 5 days of the receipt of the Accounting Firm's determination. If the Accounting Firm determines that no Excise Tax is payable by the Executive, it shall furnish the Executive with a written opinion that failure to report the Excise Tax on the Executive's applicable federal income tax return would not result in the imposition of a penalty. Any determination by the Accounting Firm shall be binding upon the Company and the Executive. As a result of the uncertainty in the application of Section 4999 of the Code at the time of the initial determination by the Accounting Firm, it is possible that Gross-Up Payments which will not have been made by the Company should have been made ("Underpayment"). In the event that the Company exhausts its remedies pursuant to sub-paragraph (c) below, and the Executive is thereafter required to make a payment of Excise Tax, the Accounting Firm shall promptly determine the amount of the Underpayment that has occurred and any such Underpayment shall be paid by the Company to the Executive within 5 days after such determination. Amended and Restated Change in Control Agreement

  • Determination of Fair Market Value For purposes of this Section 10.2, “fair market value” of a share of Common Stock as of a particular date (the “Determination Date”) shall mean:

  • Determination of Amount In lieu of the payment of the Exercise Price multiplied by the number of Units for which this Purchase Option is exercisable (and in lieu of being entitled to receive Common Stock and Warrants) in the manner required by Section 2.1, the Holder shall have the right (but not the obligation) to convert any exercisable but unexercised portion of this Purchase Option into Units ("Conversion Right") as follows: upon exercise of the Conversion Right, the Company shall deliver to the Holder (without payment by the Holder of any of the Exercise Price in cash) that number of shares of Common Stock and Warrants comprising that number of Units equal to the quotient obtained by dividing (x) the "Value" (as defined below) of the portion of the Purchase Option being converted by (y) the Current Market Value (as defined below). The "Value" of the portion of the Purchase Option being converted shall equal the remainder derived from subtracting (a) (i) the Exercise Price multiplied by (ii) the number of Units underlying the portion of this Purchase Option being converted from (b) the Current Market Value of a Unit multiplied by the number of Units underlying the portion of the Purchase Option being converted. As used herein, the term "Current Market Value" per Unit at any date means the remainder derived from subtracting (x) the exercise price of the Warrants multiplied by the number of shares of Common Stock issuable upon exercise of the Warrants underlying one Unit from (y) the Current Market Price of the Common Stock multiplied by the number of shares of Common Stock underlying the Warrants and the Common Stock issuable upon exercise of one Unit. The "Current Market Price" of a share of Common Stock shall mean (i) if the Common Stock is listed on a national securities exchange or quoted on the Nasdaq National Market, Nasdaq SmallCap Market or NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), the last sale price of the Common Stock in the principal trading market for the Common Stock as reported by the exchange, Nasdaq or the NASD, as the case may be; (ii) if the Common Stock is not listed on a national securities exchange or quoted on the Nasdaq National Market, Nasdaq SmallCap Market or the NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), but is traded in the residual over-the-counter market, the closing bid price for the Common Stock on the last trading day preceding the date in question for which such quotations are reported by the Pink Sheets, LLC or similar publisher of such quotations; and (iii) if the fair market value of the Common Stock cannot be determined pursuant to clause (i) or (ii) above, such price as the Board of Directors of the Company shall determine, in good faith.

  • Determination of Net Asset Value The Trustees shall cause the Net Asset Value of Shares of each Series or Class to be determined from time to time in a manner consistent with applicable laws and regulations. The Trustees may delegate the power and duty to determine Net Asset Value per Share to one or more Trustees or officers of the Trust or to a custodian, depository or other agent appointed for such purpose. The Net Asset Value of Shares shall be determined separately for each Series or Class at such times as may be prescribed by the Trustees or, in the absence of action by the Trustees, as of the close of regular trading on the New York Stock Exchange on each day for all or part of which such Exchange is open for unrestricted trading.

  • Determination of Amounts Whenever a Priority Debt Representative shall be required, in connection with the exercise of its rights or the performance of its obligations hereunder, to determine the existence or amount of any First-Out Obligations (or the existence of any commitment to extend credit that would constitute First-Out Obligations), or Second-Out Obligations, or the existence of any Lien securing any such obligations, or the Shared Collateral subject to any such Lien, it may request that such information be furnished to it in writing by the other Priority Debt Representative and shall be entitled to make such determination on the basis of the information so furnished; provided, however, that if a Priority Debt Representative shall fail or refuse reasonably promptly to provide the requested information, the requesting Priority Debt Representative shall be entitled to make any such determination by such method as it may, in the exercise of its good faith judgment, determine, including by reliance upon a certificate of the Borrower. Each Priority Debt Representative may rely conclusively, and shall be fully protected in so relying, on any determination made by it in accordance with the provisions of the preceding sentence (or as otherwise directed by a court of competent jurisdiction) and shall have no liability to the Borrower or any of their subsidiaries, any Priority Secured Party or any other Person as a result of such determination.

  • Determination of Net Asset Value, Net Income and Distributions Subject to applicable federal law including the 1940 Act and Section 3.6 hereof, the Trustees, in their sole discretion, may prescribe (and delegate to any officer of the Trust or any other Person or Persons the right and obligation to prescribe) such bases and time (including any methodology or plan) for determining the per Share or net asset value of the Shares of the Trust or any Series or Class or net income attributable to the Shares of the Trust or any Series or Class, or the declaration and payment of dividends and distributions on the Shares of the Trust or any Series or Class and the method of determining the Shareholders to whom dividends and distributions are payable, as they may deem necessary or desirable. Without limiting the generality of the foregoing, but subject to applicable federal law including the 1940 Act, any dividend or distribution may be paid in cash and/or securities or other property, and the composition of any such distribution shall be determined by the Trustees (or by any officer of the Trust or any other Person or Persons to whom such authority has been delegated by the Trustees) and may be different among Shareholders including differences among Shareholders of the same Series or Class.

  • Determination of Loss Amount The amount of any Loss subject to indemnification under Section 9.02 or Section 9.03 shall be calculated net of (i) any Tax Benefit actually received by the Indemnitee or any of its Affiliates on account of such Loss within one (1) year of such Loss and (ii) any insurance proceeds or any indemnity, contribution or other similar payment received by the Indemnitee from any third party with respect thereto (including under or pursuant to any insurance policy, title insurance policy, indemnity, reimbursement arrangement or contract pursuant to which or under which such Indemnitee or any of its Affiliates is a party or has rights) (the “Alternative Arrangements”), in each case net of the costs of collection and any increases in premiums or Taxes with respect to such proceeds. If the Indemnitee receives a Tax Benefit within one (1) year after an indemnification payment is made to it, the Indemnitee shall promptly pay to the Indemnitor the amount of such Tax Benefit (up to the amount of the indemnification payments previously made in respect of such Loss) at such time or times as and to the extent that such Tax Benefit is actually realized by the Indemnitee. For purposes hereof, “Tax Benefit” shall mean any refund of Taxes paid or reduction in the amount of Taxes which otherwise would have been paid, in either case realized in cash, net of any related Tax Losses. The Indemnitee shall use commercially reasonable efforts to seek full recovery under all Alternative Arrangements covering any Loss to the same extent as they would if such Loss were not subject to indemnification hereunder. In the event that an insurance or other recovery is made by any Indemnitee with respect to any Loss for which any such Person has been indemnified hereunder, then a refund equal to the aggregate amount of the recovery (up to the amount of the indemnification payments previously made in respect of such Loss) shall be made promptly to the Indemnitor.

  • Determination of Applicable Interest Rate As soon as practicable on each Interest Rate Determination Date, Bank shall determine (which determination shall, absent manifest error in calculation, be final, conclusive and binding upon all parties) the interest rate that shall apply to the LIBOR Advances for which an interest rate is then being determined for the applicable Interest Period and shall promptly give notice thereof (in writing or by telephone confirmed in writing) to Borrower.

  • Determination of Realized Tax Benefit Section 2.1. Basis Adjustments and Section 704(c) Allocations; The LLC 754 Election.

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