Exchange Property Adjustments Sample Clauses

Exchange Property Adjustments. The amount and type of Exchange Property that Purchaser is entitled to receive under this Agreement is subject to change and adjustment following any of the events set forth in this Section 6.1 (each such event set forth in subsections (a), (b), (c) and (d) of this Section 6.1, a “Dilution Event”) as well as any Reorganization Event, if the record date for determining holders entitled to receive cash, securities or other property in respect of such event occurs prior to the Exchange Date (or an earlier settlement date, if this Agreement is accelerated in full). For purposes of determining the Daily VWAP of the Shares (or the Then-Current Value of the Exchange Property Units, if applicable) for any Trading Day that occurs on or after the Ex-Dividend Date for a Dilution Event or Reorganization Event and prior to the related Exchange Property Adjustment Date for such Dilution Event or Reorganization Event, such Daily VWAP of the Shares (or such Then-Current Value of an Exchange Property Unit, if applicable) will be increased (or replaced, as applicable) by the Then-Current Value (as of such Trading Day) of the assets or property to be distributed with respect to one Share (or one Exchange Property Unit, as applicable) in respect of such Dilution Event or Reorganization Event.
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Exchange Property Adjustments. The amount and type of Exchange Property that Purchaser is entitled to receive under this Agreement is subject to change and adjustment following any of the events set forth in this Section 6.1 (each such event set forth in subsections (a), (b), (c) and (d) of this Section 6.1, a “Dilution Event”) as well as any Reorganization Event, if the record date for determining holders entitled to receive cash, securities or other property in respect of such event occurs on or prior to the Business Day immediately preceding the Exchange Date (or an earlier settlement date, if this Agreement is accelerated in full). In the event that a Dilution Event or Reorganization Event results in an adjustment to the Exchange Property during a Valuation Period or a calculation period for purposes of determining a Make-Whole Exchange Property Rate adjustment in connection with a Special Acceleration, a Tax Event Acceleration or a Special Collateral Event Acceleration, such adjustment, solely for purposes of making the applicable calculations, will be deemed to have taken effect on the first day of such Valuation Period or calculation period. In addition, for purposes of determining the Daily VWAP of the ADSs (or the Then-Current Value of the Exchange Property Units, if applicable) for any Trading Day that occurs on or after the Ex- Dividend Date for a Dilution Event or Reorganization Event and prior to the related Exchange Property Adjustment Date for such Dilution Event or Reorganization Event, such Daily VWAP of the ADSs (or such Then-Current Value of an Exchange Property Unit, if applicable) will be increased by the Then-Current Value (as of such Trading Day) of the assets or property to be distributed with respect to one ADS (or one Exchange Property Unit, as applicable) in respect of such Dilution Event or Reorganization Event.
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Related to Exchange Property 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:

  • Exercise Price Adjustments The Exercise Price shall be subject to adjustment from time to time as follows:

  • Exercise Price Adjustment Whenever the number of Warrant Shares purchasable upon the exercise of the Warrant is adjusted, as herein provided, the Exercise Price payable upon the exercise of this Warrant shall be adjusted by multiplying such Exercise Price immediately prior to such adjustment by a fraction, of which the numerator shall be the number of Warrant Shares purchasable upon the exercise of the Warrant immediately prior to such adjustment, and of which the denominator shall be the number of Warrant Shares purchasable immediately thereafter.

  • Post-Closing Adjustments As soon as practicable after the Closing, but in no event later than one hundred eighty (180) days thereafter, Seller shall prepare and deliver to Purchaser a final settlement statement (the “Final Settlement Statement”) setting forth each adjustment or payment that was not finally determined as of the Closing and showing the calculation of such adjustments and the resulting Final Purchase Price. Seller shall make its workpapers and other information available to Purchaser to review in order to confirm the adjustments shown on Seller’s draft. As soon as practicable after receipt of the Final Settlement Statement, but in no event later than sixty (60) days thereafter, Purchaser shall deliver to Seller a written report containing any changes that Purchaser proposes to make to the Final Settlement Statement. Any failure by Purchaser to deliver to Seller the written report detailing Purchaser’s proposed changes to the Final Settlement Statement within sixty (60) days following Purchaser’s receipt of the Final Settlement Statement shall be deemed an acceptance by Purchaser of the Final Settlement Statement as submitted by Seller. The parties shall agree with respect to the changes proposed by Purchaser, if any, no later than sixty (60) days after Seller receives from Purchaser the written report described above containing Purchaser’s proposed changes. If the Purchaser and the Seller cannot then agree upon the Final Settlement Statement, the determination of the amount of the Final Settlement Statement shall be submitted to a mutually agreed firm of independent public accountants (the “Accounting Firm”). The determination by the Accounting Firm shall be conclusive and binding on the parties hereto and shall be enforceable against any party hereto in any court of competent jurisdiction. Any costs and expenses incurred by the Accounting Firm pursuant to this Section 12.1 shall be borne by the Seller and the Purchaser equally. The date upon which such agreement is reached or upon which the Final Purchase Price is established, shall be herein called the “Final Settlement Date.” In the event

  • Exchange Price The price per share at which the Warrant Stock is issuable upon Exercise or Exchange of this Warrant shall be $9.33, subject to Section 1.3 (a) hereof and subject to adjustment from time to time as set forth herein (the “Exchange Price”).

  • Conversion Price Adjustments The conversion price shall be subject to adjustment (without duplication) from time to time as follows:

  • Purchase Price Adjustments In case at any time and from time to time the Company shall issue any shares of Common Stock or Derivative Securities convertible or exercisable for shares of Common Stock (the number of shares so issued, or issuable upon conversion or exercise of such Derivative Securities, as applicable, being referred to as "Additional Shares of Common Stock") for consideration less than the then Market Price at the date of issuance of such shares of Common Stock or such Derivative Securities, in each such case the Conversion Price shall, concurrently with such issuance, be adjusted by multiplying the Conversion Price immediately prior to such event by a fraction: (i) the numerator of which shall be the number of shares of Common Stock outstanding immediately prior to the issuance of such Additional Shares of Common Stock plus the number of shares of Common Stock that the aggregate consideration received by the Company for the total number of such Additional Shares of Common Stock so issued would purchase at the Market Price and (ii) the denominator of which shall be the number of shares of Common Stock outstanding immediately prior to the issuance of Additional Shares of Common Stock plus the number of such Additional Shares of Common Stock so issued or sold.

  • Base Price Adjustments The base aircraft price (pursuant to Article 3 of the Agreement) of the Option Aircraft will be adjusted to Boeing's and the engine manufacturer's then-current prices as of the date of execution of the Option Aircraft Supplemental Agreement.

  • Conversion Price Adjustment In the event the Company, shall, at any time following the issuance of the Series A-1 Preference Shares, issue additional Common Shares in a financing transaction the sole purpose of which is to raise capital, at a price per share less than the Conversion Price then in effect, then the Conversion Price upon each such issuance shall be reduced to a price equal to the consideration paid for such additional Common Shares.

  • Adjustments to Merger Consideration The Merger Consideration shall be adjusted to reflect fully the effect of any reclassification, stock split, reverse split, stock dividend (including any dividend or distribution of securities convertible into Company Common Stock), reorganization, recapitalization or other like change with respect to Company Common Stock occurring (or for which a record date is established) after the date hereof and prior to the Effective Time.

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