Adjustment Items with respect to the ROIC Performance Period means (1) unusual or infrequently occurring items in accordance with GAAP; (2) the impact of any change in accounting principles that occurs during the ROIC Performance Period and the cumulative effect thereof, to the extent such change was not considered in establishing target performance levels (the Administrator may either apply the changed accounting principle to the calculation of Adjusted Net Income for the Baseline Year, or exclude the impact of the change in accounting principle from the calculation of Adjusted Net Income for the ROIC Performance Period); (3) goodwill and other intangible impairment charges; (4) gains or charges associated with (i) the sale or divestiture (in any manner) of any interest in a business or (ii) losing control of a business, as well as the gains or charges associated with the operation of any business (a) as to which control is or was lost in the ROIC Performance Period, or (b) as to which the Company divested or divests its interest in the ROIC Performance Period; (5) gains or charges related to the sale or impairment of assets; (6)(i) transaction costs directly related to the acquisition of a business during the ROIC Performance Period for a purchase price equal to or greater than $250 million, (ii) gains and charges associated with any business acquired by the Company during the ROIC Performance Period for a purchase price equal to or greater than $250 million, and (iii) gains or charges related to Company investments in marketable or non-marketable securities (regardless of whether such investments are consummated during or prior to the ROIC Performance Period); (7) the impact of any discrete income tax charges or benefits recorded in the ROIC Performance Period; (8) all non-cash amortization charges; and (9) all after-tax interest expense; provided, that with respect to the gains and charges referred to in sections (3), (4), (5) and (7), only gains or charges that individually or as part of a series of related items exceed $10 million during the ROIC Performance Period are excluded. • “Beginning Price” means, with respect to the Company and any other Comparison Group member, the average of the closing market prices of such company’s common stock on the principal exchange on which such stock is traded for the twenty (20) consecutive trading days ending with the last trading day before the beginning of the TSR Performance Period. For the purpose of determining Beginning Pr...
Adjustment Items means Company Cash and Cash Equivalents, Current Income Taxes, Tax Benefit Amount, Company Working Capital, Company Fees and Expenses that remain unpaid immediately prior to the Effective Time and Indebtedness for Borrowed Money of the Company and the Company Subsidiaries that remains unpaid immediately prior to the Effective Time.
Adjustment Items has the meaning assigned in Section 4.1(b).
Examples of Adjustment Items in a sentence
Settings Adjustment Items Gain Color depth Phase Hue R-G Cyan to green and red to magenta color tones R-B Cyan to blue, red to yellow color tones G-R Magenta to red and green to cyan color tones G-B Magenta to blue and green to yellow color tones B-R Yellow to red, blue to cyan color tones B-G Yellow to green and blue to magenta color tones Image Quality Settings Setting the image quality.
More Definitions of Adjustment Items
Adjustment Items. Adjustments, allocations, and distributions described in Treasury Regulation § 1.704-1(b)(2)(ii)(d)(4),(5), and (6).
Adjustment Items means the Pre-Closing Expenditures and Working Capital, collectively.
Adjustment Items mean the Other Indebtedness and Transaction Expenses. "Affiliate" or "affiliate" has the meaning ascribed to such term under Rule 12b-2 of the Exchange Act.
Adjustment Items means Company Cash and Cash Equivalents, Company Working Capital, Company Fees and Expenses, Company Indebtedness for Borrowed Money and Current Income Taxes.
Adjustment Items means Net Indebtedness, the Actual Working Capital Amount, the Target Working Capital Amount and any adjustment or payments in respect of EBITDA made pursuant to Clauses 4.12, 4.14, 4.15 or 4.16 or Schedule 3;
Adjustment Items has the meaning set forth in ------------------ Section 2.02(a).
Adjustment Items means, collectively, each of the following (i) Closing Cash, (ii) Closing Indebtedness, (iii) Net Working Capital, (iv) Transaction Expenses, (v) Healthcare Accrual, and (vi) Workers Comp Reserve.