Substitution Adjustment Amount As defined in Section 2.03.
Buy In Adjustment Amount shall have the meaning specified in Section 6.
Aggregate Cash Consideration has the meaning set forth in Section 3.01(b)(ii).
Net Adjustment Amount means an amount, which may be positive or negative, equal to the Closing Net Working Capital as finally determined pursuant to this Section 2.9 minus the Preliminary Net Working Capital as set forth on the Preliminary Closing Statement;
Cash Consideration has the meaning set forth in Section 2.2.
Capitalization Adjustment means any change that is made in, or other events that occur with respect to, the Common Stock subject to the Plan or subject to any Purchase Right after the date the Plan is adopted by the Board without the receipt of consideration by the Company through merger, consolidation, reorganization, recapitalization, reincorporation, stock dividend, dividend in property other than cash, large nonrecurring cash dividend, stock split, liquidating dividend, combination of shares, exchange of shares, change in corporate structure or other similar equity restructuring transaction, as that term is used in Financial Accounting Standards Board Accounting Standards Codification Topic 718 (or any successor thereto). Notwithstanding the foregoing, the conversion of any convertible securities of the Company will not be treated as a Capitalization Adjustment.
Closing Cash Consideration has the meaning set forth in Section 2.6(b).
MFN Adjustment has the meaning specified in Section 2.14(b).
Final Adjustment Amount has the meaning set forth in Section 2.4(c).
Estimated Adjustment Amount has the meaning set forth in Section 2.5(a).
Dilution Adjustment means any fraction or number by which the Exchange Rate shall be multiplied pursuant to Section 6.1(a), (b), (c) or (d).
Cash Amount means an amount of cash equal to the product of (i) the Value of a REIT Share and (ii) the REIT Shares Amount determined as of the applicable Valuation Date.
Closing Adjustment Amount shall have the meaning set forth in Section 3.2(c).
Substitution Adjustment As defined in Section 2.03(d) hereof.
Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.
Non-Cash Consideration means the Fair Market Value of non-cash consideration received by the Borrower or a Subsidiary in connection with an Asset Sale less the amount of cash or Cash Equivalents received in connection with a subsequent sale of or collection on such Non-Cash Consideration.
Purchase Price Adjustment Escrow Amount means $500,000.
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.
Inflation adjustment means that term as defined in the master settlement agreement.
Aggregate Stock Consideration has the meaning set forth in Section 3.01(b)(iii).
Net Consideration Per Share means the amount equal to the total amount of consideration, if any, received by the Company for the issuance of such warrants, options, subscriptions, or other purchase rights or convertible or exchangeable securities, plus the minimum amount of consideration, if any, payable to the Company upon exercise or conversion thereof, divided by the aggregate number of shares of Common Stock that would be issued if all such warrants, options, subscriptions, or other purchase rights or convertible or exchangeable securities were exercised, exchanged or converted.
Cash Purchase Price has the meaning set forth in Section 2.1(b).
Earn-Out Consideration has the meaning set forth in Section 2.08(a)(i).
Purchase Price Adjustment has the meaning set forth in Section 2.6.
Working Capital Adjustment Amount means an amount, which may be positive or negative, calculated in accordance with Schedule C, equal to the difference of (a) the Closing Date Adjusted Working Capital minus (b) the Preliminary Adjusted Working Capital.
XXXXX Adjustment means, with respect to XXXXX, 0.0326% per annum.