Adjustment Consideration definition

Adjustment Consideration is defined in Section 2.8(c).
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Adjustment Consideration means the Adjustment Amount, in the event that the Adjustment Amount is a positive number. For the avoidance of doubt, any Adjustment Consideration shall be payable to the Camden Stockholders in the form of additional Stock Consideration.
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Examples of Adjustment Consideration in a sentence

  • Board Of Adjustment Consideration Of Resolution 2018-04BOA Denying Variance From The Archuleta County Land Use Regulations For Horton On Lot 37, Block 13, Lake Pagosa ParkRequest to consider and approve a Resolution of the Board of Adjustment stating Findings denying the Horton Residence Height and Setback Variances in the PUD zone, Lot 37, Block 13, Lake Pagosa Park.

  • If the Actual Profit exceeds the Guaranteed Profit, no Adjustment Consideration will be payable to the Vendor by either the Target Companies or the Purchaser.

  • Should the Vendor default in paying the Adjustment Consideration and breach the terms of the undertaking, the Company shall, on a best effort basis, seek to resolve the matter on an amicable basis, failing which the Company will consider taking all necessary and reasonable legal actions to enforce the Profit Guarantee and the undertaking.

  • Consideration Of Appointment(S) To Board Of Adjustment- Consideration of appointment to fill existing term of Jack Cooper- Consideration of annual Chair/Vice-Chair appointmentsDocuments:1 J2 BOA APPOINTMENTS SUMMARY.PDF1 J2 BOA APPOINT CURRENT CHART-BOA.PDF1 J2 BOA APPOINT CANDIDATE CHART-BOA.PDF K.

  • Adjustment: Consideration I will be adjusted if the amount of the total consolidated assets (other than the Properties) of the Target Group less the total consolidated liabilities (other than the debts owed by the Target Group to the Vendor) of the Target Group (“Other Assets and Liabilities”) as at the Closing Date is either more or less than the amount of the Other Assets and Liabilities as at 30 June 2018, then an amount equivalent to such difference will be applied to the Consideration I.

  • The Vendor has signed a deed of undertaking on 10 May 2019 whereby the Vendor irrevocably and unconditionally agrees, undertakes and covenants to the Purchaser that the Vendor shall, on demand by notice in writing of the Purchaser to the Vendor, pay to the Purchaser the compensation payment in the event that the Adjustment Consideration is payable.

  • Although the Consideration will be fully paid to the Vendor upon Completion and the Guaranteed Profit only covers one financial year, in the event that the Target Companies fail to secure potential contracts and the required Guaranteed Profit is not reached, the Consideration will be adjusted downward by the Adjustment Consideration and, in any event, the Vendor has signed a deed of undertaking as detailed below.

  • In any event, should the Target Companies be unable to meet the Guaranteed Profit during the Guarantee Period, the Vendor shall be required to pay the Purchaser the Adjustment Consideration.

  • It is of the view of the Directors that the mechanism to secure any Adjustment Consideration payable from the Vendor is fair and reasonable, in the interests of the Company and its Shareholders as a whole and can help safeguard the Company’s assets.

  • Board Of Adjustment Consideration Of Request To Withdraw BP Production Company's Application For VarianceBP Production Company, through their advisor Carolynne C.

Related to Adjustment Consideration

  • Earnout Consideration has the meaning set forth in Section 2.6 below.

  • Earn-Out Consideration is defined in Section 2.5(c).

  • Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • Total Consideration shall have the meaning as set forth in Section 2.8.

  • Purchase Price Adjustment shall have the meaning specified in Section 3.02.

  • Base Consideration is defined in Section 2.2.

  • Contingent Consideration shall have the meaning set forth in Section 2.5.

  • Adjustment Payment shall have the meaning specified in Section 3.09(a).

  • Initial Consideration shall have the meaning set forth in Section 5.01.

  • Additional Consideration has the meaning set forth in Section 3.2.

  • Adjustment Amount For any Distribution Date, the difference between (A) the sum of the Class A Principal Balance and the Class B Principal Balance as of the related Determination Date and (B) the sum of (i) the sum of the Class A Principal Balance and the Class B Principal Balance as of the Determination Date succeeding such Distribution Date and (ii) the aggregate amount that would have been distributed to all Classes as principal in accordance with Section 4.01(a) for such Distribution Date without regard to the provisos in the definitions of Class B-1 Optimal Principal Amount, Class B-2 Optimal Principal Amount, Class B-3 Optimal Principal Amount, Class B-4 Optimal Principal Amount, Class B-5 Optimal Principal Amount and Class B-6 Optimal Principal Amount.

  • Cash Consideration has the meaning set forth in Section 2.2.

  • Adjustment Fraction shall have the meaning set forth in Section 11(a)(i) hereof.

  • Contract Consideration has the meaning set forth in the definition of “Excess Cash Flow.”

  • Prepayment Consideration shall have the meaning set forth in Section 2.3.1.

  • Stock Consideration has the meaning set forth in Section 2.01(c).

  • Transaction Consideration has the meaning set forth in Section 11.7 hereof.

  • Purchase Price Adjustment Escrow Amount means $500,000.

  • Unit Consideration has the meaning set forth in Section 2.2(a).

  • Adjustment Price means the lowest Underlying Price within the Adjustment Period after the Underlying Price is for the first time equal to or below the Adjustment Threshold.

  • Adjustment Escrow Amount means $1,000,000.

  • Acquisition Consideration means the purchase consideration for any Permitted Acquisition and all other payments by Borrower or any of its Subsidiaries in exchange for, or as part of, or in connection with, any Permitted Acquisition, whether paid in cash or by exchange of Equity Interests or of properties or otherwise and whether payable at or prior to the consummation of such Permitted Acquisition or deferred for payment at any future time, whether or not any such future payment is subject to the occurrence of any contingency, and includes any and all payments representing the purchase price and any assumptions of Indebtedness, “earn-outs” and other agreements to make any payment the amount of which is, or the terms of payment of which are, in any respect subject to or contingent upon the revenues, income, cash flow or profits (or the like) of any person or business; provided that any such future payment that is subject to a contingency shall be considered Acquisition Consideration only to the extent of the reserve, if any, required under GAAP at the time of such sale to be established in respect thereof by Borrower or any of its Subsidiaries.

  • Merger Consideration has the meaning set forth in Section 3.1(a).

  • Closing Cash Consideration has the meaning set forth in Section 2.02.

  • Warrant Consideration has the meaning specified in Section 4(i)(i) hereof.