Estimated Adjustment Amounts definition

Estimated Adjustment Amounts means the Closing Tangible Equity Balance and the Closing Cash Balance, in each case as determined pursuant to Section 5.16(a).
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Estimated Adjustment Amounts has the meaning set forth in Section 2.4(a)(ii).
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Estimated Adjustment Amounts shall have the meaning given in Section 2.10(a).
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Examples of Estimated Adjustment Amounts in a sentence

  • The Estimated Capital Expenditure Amount, the Estimated Inventory Amount, the Estimated Telecom Amount, Estimated Working Capital and Estimated Fixed Amount are referred to herein as the "Estimated Adjustment Amounts".

  • For purposes of this Agreement, the Estimated Adjustment Amounts and the Estimated Asset Value shall be the amounts set forth on the last Estimate Statement delivered by Old VII to New VII.

  • The Seller has delivered to the Purchaser copies of the records and working papers used in the calculation of each of the Estimated Closing Balance Sheet and the Estimated Adjustment Amounts, and the Seller and its representatives have discussed with the Purchaser and its representatives the Estimated Adjustment Amounts, the Estimated Closing Balance Sheet, the calculations thereof and the records and working papers related thereto.

  • The Estimated Adjustment Amounts shall be subject to Acquiror’s reasonable approval.

  • In the event that the anticipated commencement date of the Exchange Offer is postponed, Old VII shall if practicable and consistent with the timing of the Exchange Offer and the provisions of Section 2.3 of the Parents Agreement, re-estimate the Estimated Adjustment Amounts and deliver to New VII an updated Estimate Statement.

  • The Company shall make available to Acquiror all work papers and other books and records used in calculating the Estimated Adjustment Amounts, as well as the appropriate personnel involved in the preparation thereof.


More Definitions of Estimated Adjustment Amounts

Estimated Adjustment Amounts means the Closing Tangible Equity Balance and the Closing Cash Balance, in each case as determined pursuant to Section 5.16(a). “Final Adjustment Amounts” means the Closing Tangible Equity Balance and the Closing Cash Balance, in each case as determined pursuant to Section 5.16(c) through (f). “Closing Tangible Equity Balance” means the positive or negative value equal to the Closing Tangible Equity less the Closing Tangible Equity Target. “Closing Tangible Equity” means total stockholders’ equity less total goodwill (as adjusted for the impact of foreign currency translation in accordance with historical practice of MLIM Parent and its Subsidiaries) and other intangible assets. “Closing Tangible Equity Target” means the sum of (a) $693 million, and (b) if the Closing Cash Target is (i) positive, such Closing Cash Target or (ii) negative, zero. “Closing Cash Balance” means the positive or negative value equal to total cash and cash equivalents less the Closing Cash Target. “Closing Cash Target” means (i) $125 million, plus (ii) Net Non-VICP Expenses, less Table of Contents
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Estimated Adjustment Amounts shall have the meaning specified in Section 3.1.
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Related to Estimated Adjustment Amounts

  • Estimated Adjustment Amount has the meaning set forth in Section 2.8(a).

  • 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;

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

  • 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.

  • Final Adjustment Amount shall have the meaning set forth in Section 2.5(e).

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

  • Related Adjustment means, in determining any LIBOR Successor Rate, the first relevant available alternative set forth in the order below that can be determined by the Administrative Agent applicable to such LIBOR Successor Rate:

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

  • Working Capital Adjustment Amount has the meaning set forth in Section 2.1(b)(ii). Section 1.2

  • Net Working Capital Adjustment Amount means an amount, which may be a positive or negative number, equal to the Net Working Capital as of the Effective Time minus the Net Working Capital Threshold.

  • Purchase Price Adjustment shall have the meaning specified in Section 3.02.

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

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

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

  • 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.

  • Disputed Amount means an amount which Customer disputes. A Disputed Amount may relate to the whole or part of an invoice(s).

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

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

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

  • Maximum Settlement Amount means $500,000,000 as amended or modified in accordance with Appendix E.

  • 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.

  • Estimated Working Capital Adjustment means the amount by which the Estimated Working Capital is greater or less than the Base Working Capital, any such excess amount being treated as a positive number and any shortfall being treated as a negative number;

  • Disputed Amounts has the meaning set forth in Section 2.04(c)(iii).

  • Closing Cash Amount shall have the meaning set forth in Section 2.8(b).

  • Interest Adjustment Rate means the interest adjustment rate assigned to the Security. The initial Interest Adjustment Rate is the interest adjustment rate specified in the Table (the "Initial Interest Adjustment Rate").The Issuer may adjust, in its reasonable discretion pursuant to §315 BGB and in consideration of the relevant capital market practice and by acting in good faith (including market interest rates and the interest-rate expectations of the market), the Interest Adjustment Rate, including the Initial Interest Adjustment Rate, on any Scheduled Trading Day within the range (deviation (+) or (-)) specified in the Table for any given Security. The adjusted rate will be published without undue delay in accordance with §12.

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