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 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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Examples of Estimated Adjustment Amounts in a sentence

  • 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 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.

  • RHP Plan Updates for DY7-8 will reflect the evolution of the DSRIP program from project-level reporting to provider Core Activities supporting Performing Provider- level outcomes that measure continued transformation of the Texas healthcare system.

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

  • Except as amended by this Amendment, all the provisions of the Note Agreement remain in full force and effect from and after the date hereof, and each of the Guarantor and the Company hereby ratifies and confirms the Note Agreement and each of the documents executed in connection therewith.

  • 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.

  • 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.


More Definitions of Estimated Adjustment Amounts

Estimated Adjustment Amounts shall have the meaning given in Section 2.10(a).
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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 2.5(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 has the meaning set forth in Section 2.4(c).

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

  • 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 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.

  • Net Working Capital Adjustment Amount means an amount (which may be a positive or negative number) equal to (a) the Closing Date Net Working Capital minus (b) the Target Net Working Capital.

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

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

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

  • Spread Adjustment means 100 basis points.

  • 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).

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

  • 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 the maximum amount the Company may be required to pay pursuant to this Settlement, which is the sum of Three Hundred Thousand Dollars ($300,000), excluding any of the Company’s employer-side share of FICA, FUTA, and other similar, mandatory employer-side payroll taxes. In no event shall the Maximum Settlement Amount exceed the foregoing sum.

  • 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.

  • SNB Adjustment Spread means, with respect to the SNB Policy Rate, the spread to be applied to the SNB Policy Rate in order to reduce or eliminate, to the extent reasonably practicable under the circumstances, any economic prejudice or benefit (as applicable) to Noteholders as a result of the replacement of the Swiss Average Rate Overnight with the SNB Policy Rate for purposes of determining SARON, which spread will be determined by the Calculation Agent, acting in good faith and a commercially reasonable manner, taking into account the historical median between the Swiss Average Rate Overnight and the SNB Policy Rate during the two year period ending on the date on which the SARON Index Cessation Event occurred (or, if more than one SARON Index Cessation Event has occurred, the date on which the first of such events occurred).

  • 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).