Basis for Adjustments Sample Clauses

Basis for Adjustments. Any adjustment effected pursuant to this Article II shall be made on the basis of the number of Warrant Shares which the Holder would have been entitled to acquire by exercise of this warrant immediately prior to the event giving rise to the adjustment, and to the Exercise Price hereunder, per share, on the basis of the respective Exercise Price in effect immediately prior to the event giving rise to the adjustment. Promptly upon the occurrence of each adjustment hereunder, the President or a Vice President of the Company shall give written notice thereof to the Holder, which notice shall state the Exercise Price resulting from such adjustment and the increase or decrease, if any, in the number of Warrant Shares purchasable upon the exercise of this Warrant, setting forth in reasonable detail the method of calculation and the facts upon which such calculation is based.
Sample 1
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Basis for Adjustments. Any adjustment effected pursuant to this --------------------- Article II shall be made on the basis of the number of Warrant Shares and number of Endo Warrants which the Holder would have been entitled to acquire by exercise of this Warrant immediately prior to the event giving rise to the adjustment, and to the Exercise Price hereunder, per Warrant Share and Endo Warrant, on the basis of the respective Exercise Price in effect immediately prior to the event giving rise to the adjustment. Promptly upon the occurrence of each adjustment hereunder, the President of the Company shall give written notice thereof to the Holder, which notice shall state the Exercise Price resulting from such adjustment and the increase or decrease, if any, in the number of Warrant Shares and number of Endo Warrants purchasable upon the exercise of this Warrant, setting forth in reasonable detail the method of calculation and the facts upon which such calculation is based.
Sample 1
Basis for Adjustments. The reductions, if any, to be made to the Base Purchase Price at the Closing shall be made based on the Most Recent Balance Sheet. Within thirty (30) days following the Closing Date, the Seller will deliver to the Purchaser the Closing Balance Sheet, and the verification procedures set forth in Sections 2.3(b) and (c) will be made in respect of the Closing Balance Sheet and the adjustments provided for in Sections 2.3(b) and (c) will be made based on the Closing Balance Sheet rather than the Most Recent Balance Sheet.
Sample 1

Related to Basis for Adjustments

  • True-Up Adjustments From time to time, until the Retirement of the Recovery Bonds, the Servicer shall identify the need for True-Up Adjustments and shall take all reasonable action to obtain and implement such True-Up Adjustments, all in accordance with the following:

  • Tax Adjustments The Company may make such reductions in the Purchase Price, in addition to those required by Sections 3, 4, 5, 6, 7 and 8, as the Board of Directors considers to be advisable to avoid or diminish any income tax to holders of Common Stock or rights to purchase Common Stock resulting from any dividend or distribution of stock (or rights to acquire stock) or from any event treated as such for income tax purposes.

  • Other Adjustments In the event that, as a result of an adjustment made pursuant to Section 10.06 hereof, the Holder of any Security thereafter surrendered for conversion shall become entitled to receive any shares of Capital Stock other than Common Stock, thereafter the Conversion Rate of such other shares so receivable upon conversion of any Security shall be subject to adjustment from time to time in a manner and on terms as nearly equivalent as practicable to the provisions with respect to Common Stock contained in this Article X.

  • Prorations and Adjustments The following shall be prorated and adjusted between Seller and Purchaser as of the day of the Closing, except as otherwise specified:

  • Downward Adjustments The Purchase Price shall be adjusted downward by the following:

  • Section 754 Adjustments To the extent an adjustment to the adjusted tax basis of any Company asset, pursuant to Code Section 734(b) or Code Section 743(b) is required, pursuant to Regulations Section 1.704-1(b)(2)(iv)(m)(2) or 1.704-1(b)(2)(iv)(m)(4), to be taken into account in determining Capital Accounts as the result of a distribution to a Unit Holder in complete liquidation of such Unit Holder’s interest in the Company, the amount of such adjustment to Capital Accounts shall be treated as an item of gain (if the adjustment increases the basis of the asset) or loss (if the adjustment decreases such basis) and such gain or loss shall be specially allocated to the Unit Holders in accordance with their interests in the Company in the event Regulations Section 1.704-1(b)(2)(iv)(m)(2) applies, or to the Unit Holder to whom such distribution was made in the event Regulations Section 1.704-1(b)(2)(iv)(m)(4) applies.

  • Price Adjustments 8.5.1 Not more than once per calendar year, Lonza may adjust the Price in accordance with the [***] for the previous calendar year. The new Price reflecting such Batch Price adjustment shall be effective for any Batch for which the Commencement Date is on or after the date of Lonza’s notice to Customer of the Price adjustment.

  • Royalty Adjustments The following adjustments shall be made, on a Licensed Product-by-Licensed Product and country-by-country basis, to the royalties payable pursuant to this Section 5.5:

  • Closing Prorations and Adjustments The prorations set forth in this Section 6.5 shall be on a Property-by-Property basis and not among, or between, Properties, and shall not be allocated on an Applicable Share basis.

  • Year-End Adjustment If necessary, on or before the last day of the first month of each fiscal year, an adjustment payment shall be made by the appropriate party in order that the amount of the investment advisory fees waived or reduced and other payments remitted by the Adviser to the Fund or Funds with respect to the previous fiscal year shall equal the Excess Amount.

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