Adjustment in Favor of Buyer definition

Adjustment in Favor of Buyer is defined in Section 2.2(c).
Adjustment in Favor of Buyer shall have the meaning ascribed to such term in Section 2.11(a).

Examples of Adjustment in Favor of Buyer in a sentence

  • Any such payment is hereinafter referred to as the "Final Payment." Any Final Payment shall include simple interest at the rate of 6% per annum from the Closing Date to the date of payment and the amount specified on the instruction directing the distribution of the Adjustment in Favor of Buyer shall include such interest.

Related to Adjustment in Favor of Buyer

  • SNB Adjustment Spread means, with respect to the SNB Policy Rate, the spread to be applied to the SNB Policy Rate in order to reduce or eliminate, to the extent reasonably practicable under the circumstances, any economic prejudice or benefit (as applicable) to Noteholders as a result of the replacement of the Swiss Average Rate Overnight with the SNB Policy Rate for purposes of determining SARON, which spread will be determined by the Calculation Agent, acting in good faith and a commercially reasonable manner, taking into account the historical median between the Swiss Average Rate Overnight and the SNB Policy Rate during the two year period ending on the date on which the SARON Index Cessation Event occurred (or, if more than one SARON Index Cessation Event has occurred, the date on which the first of such events occurred).

  • Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Buyer Closing Certificate has the meaning set forth in Section 7.03(d).

  • Closing Adjustment has the meaning set forth in Section 2.04(a)(ii).

  • Closing Average Share Value means the average, over the trading days in the Closing Average Period, of the closing price of the company’s stock multiplied by the Accumulated Shares for each trading day during the Closing Average Period.

  • Seller Closing Certificate has the meaning set forth in Section 7.02(d).

  • Adjustment Spread means either a spread (which may be positive or negative), or the formula or methodology for calculating a spread, in either case, which the Independent Adviser determines and which is required to be applied to the Successor Rate or the Alternative Rate (as the case may be) to reduce or eliminate, to the fullest extent reasonably practicable in the circumstances, any economic prejudice or benefit (as the case may be) to Noteholders as a result of the replacement of the Original Reference Rate with the Successor Rate or the Alternative Rate (as the case may be) and is the spread, formula or methodology which:

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

  • Final Closing Statement has the meaning set forth in Section 2.4(a).

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Closing Adjustment Amount shall have the meaning set forth in Section 3.2(c).

  • Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).

  • RI Closing Value means, in respect of a Reference Item and a ST Valuation Date, the Settlement Level (as defined in the Equity Linked Conditions) on such ST Valuation Date.

  • Closing Cash Consideration has the meaning set forth in Section 2.6(b).

  • Purchase Price Adjustment has the meaning set forth in Section 2.6.

  • 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.

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

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

  • Pre-Closing Statement has the meaning set forth in Section 2.4(a).

  • Earnout Shares has the meaning set forth in Section 3.6(a).

  • Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.

  • Adjustment Note has the meaning given in the GST Legislation;

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

  • Draft Closing Statement means a draft closing statement as of the close of business of the fifth (5th) Business Day immediately preceding the Closing Date setting forth an estimate of the Purchase Price (including all adjustments and prorations thereto).

  • Closing Value means, as of a particular date, the value of a Share determined by the closing sales price for such Share (or the closing bid, if no sales were reported) as quoted on The New York Stock Exchange for the last market trading day prior to the date of determination, as reported in The Wall Street Journal or such other source as the Administrator deems reliable.

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.