Common use of Adjusted Non-GAAP EBITDA Clause in Contracts

Adjusted Non-GAAP EBITDA. For the purposes of the above vesting schedule the “Adjusted Non-GAAP EBITDA” shall mean the Company’s earnings before interest (income or expense), taxes, depreciation, and amortization (or “EBITDA”) for the applicable fiscal year, calculated taking into account any timely adjustments noted in 2.4; provided, however, if the Compensation Committee determines that an alternative method would be more appropriate to achieve the objectives of this Award then such method shall be applied to determine Adjusted Non-GAAP EBITDA for purposes of the above 2.1 vesting schedule for any given fiscal year; provided further if the Grantee is a Covered Employee, the Compensation Committee’s determination must be made within the time prescribed by Section 162(m) of the Internal Revenue Code of 1986, as amended (“Code”). “GAAP” refers to U.S. generally accepted accounting principles consistently applied.