Method of Adjustment definition

Method of Adjustment shall be "Calculation Agent Adjustment". For the purpose of "Extraordinary Events", the following elections are made: in respect of "Consequences of Merger Events", "Modified calculation Agent Adjustment" in the case of "Share-for-Share", "Share-for-Other" and "Share for Combined",
Method of Adjustment. Subject to the provisions set forth in clause (b) under “Acceleration Events” below, Calculation Agent Adjustment.
Method of Adjustment. Calculation Agent Adjustment, and means that, notwithstanding Section 9.1(c) of the Equity Definitions, upon any adjustment to the Conversion Rate of the Convertible Notes pursuant to the Indenture (other than Section 13.08 and Section 13.13 of the Indenture), the Calculation Agent will make a corresponding adjustment to any one or more of the Strike Price, Number of Options, the Option Entitlement and any other variable relevant to the exercise, settlement or payment for the Transaction. Extraordinary Events applicable to the Transaction:

Examples of Method of Adjustment in a sentence

  • Adjustments applicable to the Transaction: Method of Adjustment: Calculation Agent Adjustment.

  • Method of Adjustment: Calculation Agent Adjustment, which means that, notwithstanding Section 11.2(c) of the Equity Definitions, upon any Potential Adjustment Event, the Calculation Agent, acting in good faith and in a commercially reasonable manner, shall make a corresponding adjustment to any one or more of the Strike Price, Number of Options, Option Entitlement and any other variable relevant to the exercise, settlement or payment for the Transaction.

  • Method of Adjustment: Calculation Agent Adjustment, which means that, notwithstanding Section 11.2(c) of the Equity Definitions, upon any Potential Adjustment Event, the Calculation Agent shall make a corresponding adjustment to any one or more of the Strike Price, Number of Options, Option Entitlement and any other variable relevant to the exercise, settlement or payment for the Transaction.

  • Adjustments: Method of Adjustment: Calculation Agent Adjustment; provided that in respect of an Extraordinary Dividend, “Calculation Agent Adjustment” shall be as described in the provision below.

  • Method of Adjustment: Calculation Agent Adjustment, which means that, notwithstanding Section 11.2(c) of the Equity Definitions, upon any Potential Adjustment Event, the Calculation Agent, acting in good faith and commercially reasonably, taking into account the relevant provisions of the Indenture, shall make a corresponding adjustment to any one or more of the Strike Price, Number of Options, Option Entitlement and any other variable relevant to the exercise, settlement or payment for the Transaction.


More Definitions of Method of Adjustment

Method of Adjustment means Determination Agent Determination;
Method of Adjustment. The Calculation Agent to determine Calculation Agent Adjustments in accordance with the definition of Share hereunder. Consequences of Merger Events: Alternative Obligation Consequences of Tender Offers: Component Adjustment Composition of Combined Consideration: Not Applicable Nationalization: Not Applicable Insolvency: Not Applicable
Method of Adjustment. Calculation Agent Adjustment, which means that, notwithstanding Section 11.2(c) of the Equity Definitions, upon any Potential Adjustment Event, the Calculation Agent shall make a corresponding adjustment to any one or more of the Strike Price, Number of Options, Option Entitlement and any other variable relevant to the exercise, settlement or payment for the Transaction to account for the economic effect of the event on the Transaction, with such adjustments made by reference to the effect of such event on a commercially reasonable hedge position. Notwithstanding the foregoing and “Consequences of Merger Events / Tender Offers” below: (i) if the Calculation Agent in good faith disagrees with any adjustment to the Convertible Notes that involves an exercise of discretion by Counterparty or its board of directors (including, without 11 limitation, pursuant to Section 5.05(H) of the Indenture, Section 5.09 of the Indenture or any supplemental indenture entered into thereunder or in connection with any proportional adjustment or the determination of the fair value of any securities, property, rights or other assets), then in each such case, the Calculation Agent will determine the adjustment to be made to any one or more of the Strike Price, Number of Options, Option Entitlement and any other variable relevant to the exercise, settlement or payment for the Transaction in a commercially reasonable manner; provided that, notwithstanding the foregoing, if any Potential Adjustment Event occurs during the Settlement Averaging Period but no adjustment was made to any Convertible Note under the Indenture because the relevant Holder (as such term is defined in the Indenture) was deemed to be a record owner of the underlying Shares on the related Conversion Date, then the Calculation Agent shall make an adjustment, as determined by it in good faith and in a commercially reasonable manner, to the terms hereof in order to account for such Potential Adjustment Event; (ii) in connection with any Potential Adjustment Event as a result of an event or condition set forth in Section 5.05(A)(ii) of the Indenture or Section 5.05(A)(iii) of the Indenture where, in either case, the period for determining “Y” (as such term is used in Section 5.05(A)(ii) of the Indenture) or “SP” (as such term is used in Section 5.05(A)(iii) of the Indenture), as the case may be, begins before Counterparty has publicly announced the event or condition giving rise to such Potential Adjustment Event, ...
Method of Adjustment. Any adjustment in the purchase price shall be made at the Closing. There will be a ninety (90) day period after the Closing for Buyer to verify the accuracy of the Locations transferred to Buyer as set forth in this Section. Any adjustment resulting from Buyer's verification will be paid in cash within ninety (90) days after the Closing.
Method of Adjustment in Section 3 of this Confirmation), any such 1 Include in the Base Call Option Confirmation. 2 Include in the Base Call Option Confirmation. 3 Include in the Additional Call Option Confirmation. 4 Include in the Base Call Option Confirmation. 5 Include in the Additional Call Option Confirmation. 6 Insert if Indenture is not completed at the time of the Confirmation. 7 Include in the Base Call Option Confirmation. Include in the Additional Call Option Confirmation if it is executed before closing of the base deal. 8 Include in the Additional Call Option Confirmation, but only if the Additional Call Option Confirmation is executed after closing of the base deal.
Method of Adjustment in Section 3), any such amendment or supplement will be disregarded for purposes of this Confirmation (other than as provided in Section 9(i)(iii) below) unless the parties agree otherwise in writing. Each party is hereby advised, and each such party acknowledges, that the other party has engaged in, or refrained from engaging in, substantial financial transactions and has taken other material actions in reliance upon the parties’ entry into the Transaction to which this Confirmation relates on the terms and conditions set forth below.
Method of Adjustment. Calculation Agent Adjustment, which means that, notwithstanding Section 11.2(c) of the Equity Definitions, upon any Potential Adjustment Event, the Calculation Agent shall make a corresponding adjustment in a commercially reasonable manner to any one or more of the Strike Price, Number of Options, Option Entitlement and any other variable relevant to the exercise, settlement or payment for the Transaction in strict correlation with any adjustment to the terms of the Convertible Notes. Notwithstanding the foregoing and “Consequences of Merger Events / Tender Offers” below: (i) if the Calculation Agent in good faith disagrees with any adjustment to the Convertible Notes that involves an exercise of discretion by Counterparty (including, without limitation, pursuant to Section 14.05 of the Indenture, Section 14.07 of the Indenture or any supplemental indenture entered into thereunder or in connection with any proportional adjustment or the determination of the fair value of any securities, property, rights or other assets), then in each such case, the Calculation Agent will determine the adjustment to be made to any one or more of the Strike Price, Number of Options, Option Entitlement and any other variable relevant to the exercise, settlement or payment for the Transaction in a commercially reasonable manner (taking into account the determination made by Counterparty) based on stock price, volatility, expected dividends, interest rates, stock loan rate, value of any commercially reasonable hedge positions in 9