Estimated Adjustment Payment definition

Estimated Adjustment Payment has the meaning set forth in Section 2.7(a).
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Estimated Adjustment Payment means an aggregate amount of cash (which may be a negative number) equal to: (i) the Estimated Closing Working Capital Adjustment, plus (ii) the Estimated Closing Cash, plus (iii) the Estimated Hydrocarbon Inventory Adjustment, plus (iv) the Estimated Blenders Tax Credits, plus (v) the Estimated Closing RINs Adjustment, minus (vi) the Estimated Closing Indebtedness.
Sample 1
Estimated Adjustment Payment means (a) the lesser of (i) the working capital (current assets less current liabilities) for the Acquired Assets and the Assumed Liabilities on the latest balance sheet available at the Closing or (ii) $2,300,000 minus (b) the Target Working Capital Amount; provided, however, that the Estimated Adjustment Payment shall not be less than zero.
Sample 1

Examples of Estimated Adjustment Payment in a sentence

  • On the Separation Date, (i) if the Estimated Adjustment Payment, if any, is positive, Red Lion shall pay to Navy the Estimated Adjustment Payment by wire transfer of immediately available funds to a bank account designated by Navy and (ii) if the Estimated Adjustment Payment, if any, is negative, Navy shall pay to Red Lion the absolute value of the Estimated Adjustment Payment by wire transfer of immediately available funds to a bank account designated by Red Lion.

  • If the Estimated Adjustment Payment is negative, Sinclair HoldCo shall pay to New Parent at Closing, by wire transfer of immediately available funds to an account designated by New Parent at least three (3) Business Days prior to the Closing Date, an amount of cash equal to the absolute value of the Estimated Adjustment Payment.

  • If the Estimated Adjustment Payment is negative, at Closing, HEP shall pay to Sinclair HoldCo, by wire transfer of immediately available funds to an account designated by Sinclair HoldCo at least three (3) Business Days prior to the Closing Date, an amount of cash equal to the excess of the Base Cash Consideration over the Estimated Adjustment Payment.


More Definitions of Estimated Adjustment Payment

Estimated Adjustment Payment has the meaning set forth in Section 3.3(e) hereof.
Sample 1

Related to Estimated Adjustment Payment

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

  • Adjustment Payment shall have the meaning specified in Section 3.09(a).

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

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

  • Post-Closing Adjustment Amount has the meaning set forth in Section 2.2(a).

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

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

  • 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.

  • 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;

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

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

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

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

  • Contract Adjustment Payments means amounts payable by the Company on each Contract Adjustment Payment Date in respect of each Purchase Contract, at a rate per year of 2.725% on the Stated Amount per Purchase Contract.

  • Purchase Price Adjustment Escrow Amount means $3,000,000.

  • 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:

  • Adjustment Price means the lowest Underlying Price within the Adjustment Period after the Underlying Price is for the first time equal to or below the Adjustment Threshold.

  • 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.

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

  • Estimated Value means the value of the Contract estimated under these Contract and Procurement Regulations.

  • 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;

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

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

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

  • 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.

  • 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.