Adjustment Surplus definition

Adjustment Surplus means the amount, if any, by which the (x) the sum of the (1) Prorated Charges paid or payable by the Selling Parties and allocable to the Buyers as Prorated Charges and (2) Transferred Current Assets exceed (y) Prorated Charges paid or payable by the Buyers and allocable to the Selling Parties as Prorated Charges.
Adjustment Surplus has the meaning set forth in Section 2.5(f)(i).
Adjustment Surplus has the meaning assigned to such term in Section 2.7(c).

Examples of Adjustment Surplus in a sentence

  • The Buyers may dispute BioScrip’s calculation of the Adjustment Deficit or Adjustment Surplus, as applicable by delivering to BioScrip within such 30-day period following delivery of the Preliminary Adjustment Schedule a written notice of such dispute (a “Notice of Dispute”) which shall set forth in reasonable detail the basis for such dispute.

  • The percentage of the Closing Adjustment Surplus, if any, to be distributed to each Company Equityholder by the Paying Agent shall be as set forth on the Closing Date Allocation Schedule.

  • Delivery by Parent of such payments (as provided herein) to the Company Member Interest Holders in accordance with the written instructions of the Representatives, shall fulfill all obligations of Parent to pay the Closing Merger Consideration and Final Adjustment Surplus, if any, to the Company Member Interest Holders.

  • Any other payments (including Escrow Distributions and payments of any Final Adjustment Surplus) to be made to the Securityholders shall be made to the account designated by the Representative for the benefit of such Securityholders in accordance with Schedule I.

  • Surplus Appendix F Employee (Current Employee): A "Surplus Appendix F Employee (Current Employee)" means an individual who was a Current Employee under the Benefit agreement and who was transferred or transfers during the term of this Agreement to an Appendix F Job Title pursuant to the Force Adjustment Surplus Process from a non­ Appendix F job title under the 2009 or 2012 Collective Bargaining Agreement.

  • Each Company Shareholder shall be entitled to receive its Pro Rata Share of the portion of such Closing Adjustment Surplus distributed to the Company Shareholders.

  • To the extent that the Final Working Capital, as determined pursuant to Section 1.3(c) or (d), exceeds the Closing Working Capital (such excess, a “Final Adjustment Surplus”), and the Final Adjustment Surplus exceeds $50,000, Purchaser shall promptly pay to Sellers, in proportion to their Ownership Interest Shares, an aggregate amount of cash equal to the amount of the Final Adjustment Surplus.

  • The Adjustment Surplus shall be paid to the Paying Agent (or to Parent, in the case of, and to the extent of, Dissenting Shareholders).

  • The Buyer shall cause the Surviving Corporation to pay as promptly as practicable (and in any event, no later than the next payroll date (following receipt of such cash) of the Surviving Corporation) to each holder of Options the Applicable Share of the Closing Adjustment Surplus (reduced by any applicable withholding) in accordance with the applicable Future Payment Allocation Schedule.

  • The percentage of the Closing Adjustment Surplus, if any, to be distributed to each Seller shall be such Seller’s respective pro rata allocation set forth on Schedule I.


More Definitions of Adjustment Surplus

Adjustment Surplus is defined in Section 2.6.7(e).
Adjustment Surplus has the meaning set forth in Section 3.4.5.3.
Adjustment Surplus has the meaning assigned to such term in Section 1.12(b) of the Agreement.