Proportional Adjustment definition

Proportional Adjustment means an adjustment made to the price of the Preferred Stock upon the occurrence of a stock split, reverse stock split, stock dividend, stock combination reclassification or other similar change with respect to such security, such that the price of one share of the Preferred Stock before the occurrence of any such change shall equal the aggregate price of the share (or shares or fractional share) of such security (or any other security) received by the holder of the Preferred Stock with respect thereto upon the effectiveness of such change.
Sample 1Sample 2Sample 3
Proportional Adjustment means an adjustment made to the price of the Series A Stock upon the occurrence of a stock split, reverse stock split, stock dividend, stock combination, reclassification or other similar change with respect to such security, such that the price of one share of the Series A Stock before the occurrence of any such change shall equal the aggregate price of the share (or shares or fractional share) of such security (or any other security) received by the holder of the Series A Stock with respect thereto upon the effectiveness of such change.
Sample 1Sample 2Sample 3
Proportional Adjustment means an adjustment made to the price of the Preferred Stock upon the occurrence of a stock split, reverse stock split, stock dividend, stock combination reclassification or other similar change with respect to such security, such that the price of one share of the Preferred Stock before the occurrence of any such change shall equal the aggregate price of the share (or shares or fractional share) of such security (or any other security) received by the holder of the Preferred Stock with respect thereto upon the effectiveness of such change. Notwithstanding the foregoing, the Reverse Split shall not rigger or give rise to any Proportional Adjustment.
Sample 1Sample 2Sample 3

Examples of Proportional Adjustment in a sentence

  • After the Lifetime Withdrawal Age, the Annual Benefit Payment is the maximum amount that may be withdrawn in the current Contract Year without triggering a Proportional Adjustment to the Benefit Base.

  • The adjustments to the Purchase Multiple or the Purchase Price pursuant to the Proportional Adjustment shall not be effective until SkyePharma and the Corporation shall deliver written instructions to the Escrow Agent.

  • In the event of a Proportional Adjustment in which the parties are unable to agree on the Purchase Price, the Purchase Multiple or the Additional Shares, such dispute shall be resolved by a mutually acceptable internationally recognized accounting firm (the "Accounting Firm") which must be agreed upon within ten (10) business days of the delivery of notice by the Corporation to SkyePharma.

  • If no Accounting Firm is agreed upon during such period, the Proportional Adjustment shall become effective in accordance with the terms set forth in such notice.

  • If, after the date of this Agreement, the Additional Shares shall have been changed into a different number of shares or a different class, by reason of any stock dividend, subdivision, reclassification, recapitalization, split, combination or exchange of shares which affects all shares of Common Stock, the Purchase Price and the Purchase Multiple shall be adjusted by a Proportional Adjustment.

  • Upon any Proportional Adjustment, the Corporation shall give written notice at least twenty (20) days prior to any Proportional Adjustment, with an explanation of the nature of the Proportional Adjustment, its effect on the Purchase Price and the Purchase Multiple, and setting forth in reasonable detail the method of calculation and the facts upon which such calculation is based.

  • Reejal (1976) explained that Nepalese tax structure, as a whole was fairly elastic, with elasticity coefficient 1.82 and buoyancy coefficient 2.18 respectively for that study period by using Proportional Adjustment method of Shahota.

  • Sahota’s Proportional Adjustment method is used to separate the discretionary changes from tax revenue series data due to its simplicity.

  • Your ABP is the maximum amount that may be withdrawn in a contract year without triggering a Proportional Adjustment to the Benefit Base.

  • In Proportional Adjustment Method, it adjusts the historical revenue series for each to derive a revenue yield based on the structure of rate and exemptions for a reference year.


More Definitions of Proportional Adjustment

Proportional Adjustment means an adjustment made to the price of the Preferred Stock upon the occurrence of a stock split, reverse stock split, stock dividend, stock combination reclassification or other similar change with respect to such security, such that the price of one share of the New Preferred Stock before the occurrence of any such change shall equal the aggregate price of the share (or shares or fractional share) of such security (or any other security) received by the holder of the New Preferred Stock with respect thereto upon the effectiveness of such change. Notwithstanding the foregoing, the Reverse Split shall not trigger or give rise to any Proportional Adjustment.
Sample 1Sample 2Sample 3
Proportional Adjustment means a proportional or other equitable adjustment made upon the occurrence of a stock split, reverse stock split, stock dividend, stock combination, reclassification or other similar change.
Sample 1Sample 2Sample 3
Proportional Adjustment means, with respect to any or all series of Preferred Stock, a proportionate and equitable adjustment made to any per share price of such series of Preferred Stock upon the occurrence of a stock split, reverse stock split, stock dividend, stock combination, reclassification or other similar change with respect to such series of Preferred Stock.
Sample 1Sample 2
Proportional Adjustment means (i) with respect to the Series A Original Issuance Price, a proportional or other equitable adjustment made to the Series A Original Issuance Price upon the occurrence of a stock split, reverse stock split, stock dividend, stock combination, reclassification or other similar change with respect to the Series A Preferred Stock at any time after the Series D Original Issuance Date, (ii) with respect to the Series B Original Issuance Price, a proportional or other equitable adjustment made to the Series B Original Issuance Price upon the occurrence of a stock split, reverse stock split, stock dividend, stock combination, reclassification or other similar change with respect to the Series B Preferred Stock at any time after the Series D Original Issuance Date, (iii) with respect to the Series C Original Issuance Price, a proportional or other equitable adjustment made to the Series C Original Issuance Price upon the occurrence of a stock split, reverse stock split, stock dividend, stock combination, reclassification or other similar change with respect to the Series C Preferred Stock at any time after the Series D Original Issuance Date and (iv) with respect to the Series D Original Issuance Price, a proportional or other equitable adjustment made to the Series D Original Issuance Price upon the occurrence of a stock split, reverse stock split, stock dividend, stock combination, reclassification or other similar change with respect to the Series D Preferred Stock at any time after the Series D Original Issuance Date ..
Sample 1Sample 2
Proportional Adjustment means a proportionate adjustment made in good faith to the price per share used in calculating the Purchase Price and the number of shares of Common Stock or other securities constituting the Purchase Multiple upon the occurrence of a stock dividend, subdivision, reclassification, recapitalization, split, combination or exchange of shares which affects all shares of Common Stock, as described below. The price payable per share after such change shall be adjusted so that the price that shall be payable for the aggregate of the securities or shares (or share or fractional share) that are received or held in respect of one Additional Share upon the effectiveness of such change shall equal the price of one Additional Share prior to such change. The number of shares constituting the Purchase Multiple shall be proportionately increased or decreased by multiplying (a) the Purchase Multiple immediately prior to the effectiveness of such change by (b) the number of the securities or shares (or share or fractional share) that are received or held in respect of one Additional Share upon the effectiveness of such change.
Sample 1Sample 2
Proportional Adjustment means a proportional or other equitable ------------ ---------- adjustment made to the Original Issuance Price Per Share of each series of Designated Preferred Stock upon the occurrence of a stock split, reverse stock split, stock dividend, stock combination, reclassification or other similar change with respect to such series of Designated Preferred Stock. "Permitted Shares" shall mean, collectively, (a) any shares of Common --------- ------ Stock or Convertible Securities issued or issuable to employees or consultants, or to persons who were to become employees or consultants, of the Corporation pursuant to stock option, stock incentive, stock appreciation, stock bonus or compensation rights plans or any other employee benefit plans presently in effect or which may hereafter be adopted by the Corporation, or pursuant to stock option, employment, consulting, restricted stock or other agreements or arrangements of any kind, provided, however, that in no event shall the number of such shares -------- ------- of Common Stock referred to in this clause (a) exceed twenty percent (20%) of the sum of the shares of Common Stock issued and outstanding from time to time and the shares of Common Stock issuable upon conversion of all series of Designated Preferred Stock; (b) up to 276,484 shares of Common Stock issuable by the Corporation to The Massachusetts Institute of Technology ("MIT") pursuant to that certain License Agreement, which became effective as of November 17, 1992, between the Corporation and MIT; (c) the issuance of up to 125,833 shares of Series C Preferred Stock upon exercise of warrants issued to Comdisco, Inc.; (d) the issuance of up to 240,000 shares of Series C Preferred Stock upon exercise of outstanding options issued to Julius Rebek, Jr. and Paul R. Schimmel; (e) the issuance of up to 240,500 shares of Series B Preferred Stock issuable upon exercise of warrants issued to Comdisco, Inc.; and (f) any shares of Common Stock or Convertible Securities issued or issuable upon conversion of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock, Parity Preferred Stock or any other Convertible Securities. "Series A Adjustment Price" shall mean, at the relevant time of ------ - ---------- ----- reference thereto, the quotient obtained by dividing (i) $0.10 by (ii) the Series A Conversion Rate in effect at such time. "Series A Conversion Rate" shall mean the rate at which outstanding ------ - ---------- ...
Sample 1

Related to Proportional Adjustment

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

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

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

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

  • 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.

  • Principal Adjustment In the event that the 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 or Class B-6 Optimal Principal Amount is calculated in accordance with the proviso in such definition with respect to any Distribution Date, the Principal Adjustment for such Class of Class B Certificates shall equal the difference between (i) the amount that would have been distributed to such Class as principal in accordance with Section 4.01(a) for such Distribution Date, calculated without regard to such proviso and assuming there are no Principal Adjustments for such Distribution Date and (ii) the Adjusted Principal Balance for such Class.

  • Proportional Share means the annual revenue of a health care institution received in the form of medical assistance reim- bursement or public employee insurance from the state, divided by the total annual revenue of the health care institution.

  • Equity Adjustment means the dollar amount resulting by subtracting the Book Value, as of Bank Closing, of all Liabilities Assumed under this Agreement by the Assuming Bank from the purchase price, as determined in accordance with this Agreement, as of Bank Closing, of all Assets acquired under this Agreement by the Assuming Bank, which may be a positive or a negative number.

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

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

  • Informal adjustment means an agreement reached among the parties, with consultation, but not the consent, of the victim of the crime or other persons specified in KRS 610.070 if the victim chooses not to or is unable to participate, after a petition has been filed, which is approved by the court, that the best interest of the child would be served without formal adjudication and disposition;

  • Initial Adjustment Date As to any Adjustable Rate Mortgage Loan, the first Adjustment Date following the origination of such Mortgage Loan.

  • No Adjustment means that the relevant date shall not be adjusted in accordance with any Business Day Convention;

  • Adjustment means each form of adjustment to consideration provided for in this clause.The parties acknowledge that the consideration under this Contract is inclusive of GST, where GST is calculated using the GST rate at the time of forming this Contract.The Contractor shall provide the Recipient with a Tax Invoice and/or adjustment notes in relation to the supply prior to an amount being paid by the Recipient under this Contract, and shall do all things reasonably necessary to assist the Recipient to enable it to claim and obtain any Input Tax Credit available to it in respect of a Supply.Where the GST rate is changed after the date of formation of this Contract the consideration under this Contract will be increased or decreased so that the consideration remains inclusive of GST, with GST calculated using the new GST Rate from the date of the change of the GST Rate that applies at the date of formation of this Contract. PrivacyFor the purposes of this Clause unless the context otherwise requires:

  • 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;

  • SOFR Adjustment means 0.10% (10 basis points).

  • Spread Adjustment means 100 basis points.

  • MFN Adjustment has the meaning specified in Section 2.14(b).

  • Adjustment Fraction shall have the meaning set forth in Section 11(a)(i) hereof.

  • 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.

  • Lot line adjustment means the relocation of the property boundary line in a

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

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

  • 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.

  • 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.

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