Closing Payment Adjustment definition

Closing Payment Adjustment is defined in Section 3.2.
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Closing Payment Adjustment means an amount, if any, equal to US$6,800 per day, multiplied by the number of days between April 30, 2010 and the Closing Date (excluding the Closing Date).
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Closing Payment Adjustment means the amount equal to the sum of (x) the Venture Debt outstanding as of immediately prior to the Effective Time and (y) the Alkermes Option Payment.
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Examples of Closing Payment Adjustment in a sentence

  • If the Additional Closing Payment Adjustment Payment becomes payable under Section 2.5(c), an amount equal to the Additional Closing Payment Adjustment Payment Per FD Share.

  • For the avoidance of doubt, the calculations to be made pursuant to Section 1.5 and this Section 1.6 and the Closing Payment Adjustment and Post-Closing Adjustment are not intended to be used to adjust for errors or omissions that may be found with respect to the Acquired Companies’ Financial Statements or any inconsistencies between the Acquired Companies’ Financial Statements and GAAP or FERC Accounting Requirements, as applicable.

  • If the Additional Closing Payment Adjustment Payment becomes payable under Section 2.5(c), an amount equal to the product of (A) the Additional Closing Payment Adjustment Payment Per FD Share multiplied by (B) the Conversion Ratio for the series of Company Preferred Stock subject to such Outstanding Preferred Warrant.

  • If the Additional Closing Payment Adjustment Payment becomes payable under Section 2.5(c), an amount equal to the product of (1) the Additional Closing Payment Adjustment Payment Per FD Share, multiplied by (2) the Series B Conversion Ratio.

  • After the Merger Closing, the Closing Payment Adjustment Amount shall be trued-up and the Closing Payment Adjustment True-Up Amount shall be paid in accordance with Section 2.5(c) below.

  • If the Additional Closing Payment Adjustment Payment becomes payable under Section 2.5(c), an amount equal to the product of (1) the Additional Closing Payment Adjustment Payment Per FD Share, multiplied by (2) the Series A Conversion Ratio.

  • For purposes of clarification, the Arbitrator will have no authority to make any determinations of compliance by the parties hereto with any covenants set forth in this Agreement and may only calculate the Closing Payment Adjustment Amount, Revenue and the 2020 Earn-Out Amount based only on the provisions set forth in this Agreement.

  • If the Additional Closing Payment Adjustment Payment becomes payable under Section 2.5(c), an amount equal to the product of (1) the Additional Closing Payment Adjustment Payment Per FD Share, multiplied by (2) the Series D Conversion Ratio.

  • If the Additional Closing Payment Adjustment Payment becomes payable under Section 2.5(c), an amount equal to the product of (1) the Additional Closing Payment Adjustment Payment Per FD Share, multiplied by (2) the Series C Conversion Ratio.

  • As soon as practicable thereafter, the Arbitrator shall determine the amount of each item in dispute and prepare a calculation of the Closing Payment Adjustment Amount, Revenue for the period applicable to the Quarterly Revenue Statement or the 2020 Earn-Out Amount, as applicable, which shall include an explanation in writing of the Arbitrator’s reasons for the determinations set forth therein.


More Definitions of Closing Payment Adjustment

Closing Payment Adjustment means an amount, which may be positive or negative, equal to the Final Closing Payment minus the Estimated Closing Payment.
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Closing Payment Adjustment shall have the meaning set forth in Section 1.6(a) of this Agreement.
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Closing Payment Adjustment shall have the meaning ascribed to such term in Section 2.9(a).
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Closing Payment Adjustment shall have the meaning set forth in Section 1.4(b).
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Closing Payment Adjustment means the aggregate amount of errors (if any) on the Closing Payment Certificate that are reasonably determined by Buyer after the date of this Agreement to have caused the Closing Payment to have been greater than the amount that should have been reflected on the Closing Payment Certificate. The Closing Payment Adjustment shall not be duplicative of adjustments pursuant to the Equipment Adjustment.
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Related to Closing Payment Adjustment

  • Closing Payment has the meaning set forth in Section 2.2.

  • Closing Payment Amount has the meaning specified in Section 1.5.

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

  • 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).

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

  • Payment Adjustment Date With respect to each ARM Loan, the date on which the Borrower's Monthly Payment changes in accordance with the terms of the related Mortgage Note.

  • Final Adjustment Amount has the meaning set forth in Section 2.4(c).

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

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

  • Adjustment Payment means, in respect of any Security, the payment (if any) determined by the Determination Agent as is required in order to reduce or eliminate, to the extent reasonably practicable, any transfer of economic value to or from the Issuer as a result of the replacement of the Index by the Alternative Pre-nominated Index. The Determination Agent may determine that the Adjustment Payment is zero.

  • 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.

  • True-Up Adjustment means any Annual True-Up Adjustment or Interim True-Up Adjustment, as the case may be.

  • Adjustment Escrow Fund means the Adjustment Escrow Amount deposited with the Escrow Agent, as such amount may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any interest or other amounts earned thereon.

  • 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;

  • Estimated Adjustment Amount has the meaning set forth in Section 2.5(a).

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

  • Tax Adjustment has the meaning set forth in Section 4.7.

  • Contract Adjustment Payments means the payments payable by the Company on the Special Payment Date or the Payment Dates in respect of each Purchase Contract, at a rate per year of [•]% of the Stated Amount per Purchase Contract.

  • CPI Adjustment means the quotient of (i) the CPI for the month of January in the calendar year for which the CPI Adjustment is being determined, divided by (ii) the CPI for January of 2007.

  • XXXXX Adjustment means, with respect to XXXXX, 0.0326% per annum.

  • Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.

  • Interest Adjustment Date With respect to a Mortgage Loan, the date, if any, specified in the related Mortgage Note on which the Mortgage Interest Rate is subject to adjustment.

  • Price Adjustment means any and all price reductions, offsets, discounts, rebates, adjustments, and or refunds which accrue to or are factored into the final net cost to the hospital outpatient department or ambulatory surgical center.

  • Final Adjustment has the meaning set forth in Section 10.3.B(2) hereof.

  • Final Adjustment Statement has the meaning set forth in Section 2.6(c).