Stock Adjustment Amount definition

Stock Adjustment Amount means the sum of the following (without duplication):
Stock Adjustment Amount shall equal the number of shares (rounded down to the nearest whole number) of Dearborn Common Stock obtained by dividing (x) the product obtained by multiplying the absolute value of the Adjustment Amount by 0.4 by (y) 100.
Stock Adjustment Amount is defined in Section 2.01(a)(iv). ----------------------- "Stockholders' Agreement" is defined in the Preamble to the Agreement. -----------------------

Examples of Stock Adjustment Amount in a sentence

  • Such arbitration shall be conducted in accordance with Section 4.1(i)(ii), except that to the extent a decision is rendered by the Title Arbitrator prior to the Closing Date, such decision shall be reflected in the calculation of the Stock Adjustment Amount and the use of the Defect Escrow Account (and the services of the Escrow Agent) with respect thereto shall not apply.

  • Such arbitration shall be conducted in accordance with Section 5.5(b), except that to the extent a decision is rendered by the Environmental Arbitrator prior to the Closing Date, (x) such decision shall be reflected in the calculation of the Stock Adjustment Amount and (y) the use of the Defect Escrow Account (and the services of the Escrow Agent) with respect thereto shall not apply.

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  • In either case, in the event any sums are paid by Third Parties by reason of such Casualty Loss pursuant to any policy or agreement of insurance or indemnity, then (i) Unitholder Representative shall be entitled to any such sums up to the amount of any increase to the Stock Adjustment Amount in respect of such Casualty Loss, and (ii) Parent shall be entitled to any such sums remaining thereafter.

  • The "Cash Adjustment Amount" shall equal the dollar value obtained by multiplying the absolute value of the Adjustment Amount by 0.6. The "Stock Adjustment Amount" shall equal the number of shares (rounded down to the nearest whole number) of Dearborn Common Stock obtained by dividing (x) the product obtained by multiplying the absolute value of the Adjustment Amount by 0.4 by (y) 100.

  • If the Adjustment Amount is a negative number, the Sellers shall jointly and severally pay to Dearborn within five (5) Business Days of the final determination of the Adjustment Amount in accordance with subparagraph (a) above the Cash Adjustment Amount (with simple interest from the Closing Date through the date of payment at the Applicable Interest Rate) and the Stock Adjustment Amount.

  • The parties agree that any Stock Adjustment Amount payable under this Agreement may be set off against any Adjustment Amount payable under this Agreement.

  • If the Company elects not to cure (or attempt to cure) an Environmental Defect either prior to or after Closing, and the Environmental Defect or the Environmental Defect Amount is not otherwise subject to a dispute, then at Closing, the Stock Adjustment Amount shall include the applicable Environmental Defect Amount, subject to the Environmental Threshold Amount and the Environmental Defect Deductible Amount.

  • The stated value will be further reduced by the stated value of all shares of New Preferred Stock that reduce the L/C Cap pursuant to clause (iii) of the definition of Preferred Stock Adjustment Amount.


More Definitions of Stock Adjustment Amount

Stock Adjustment Amount means the stock adjustment amount calculated and payable in accordance with clause 6.

Related to Stock Adjustment 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;

  • 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).

  • Buy In Adjustment Amount shall have the meaning specified in Section 6.

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

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

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

  • Cash Amount means an amount of cash equal to the product of (i) the Value of a REIT Share and (ii) the REIT Shares Amount determined as of the applicable Valuation Date.

  • 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.

  • Substitution Adjustment Amount As defined in Section 2.03.

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

  • 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.

  • Open Market Adjustment Amount shall have the meaning specified in Section 2(I).

  • Adjusted Conversion Price means the lesser of the Fixed Conversion Price or the Floating Conversion Price one day prior to the record date set for the determination of stockholders entitled to receive dividends, distributions, rights or warrants as provided for in Sections 4(c)(ii), (iii) and (iv).

  • Share Dilution Amount means the increase in the number of diluted shares outstanding (determined in accordance with GAAP applied on a consistent basis, and as measured from the date of the Issuer’s most recent consolidated financial statements prior to the Signing Date) resulting from the grant, vesting or exercise of equity-based compensation to employees and equitably adjusted for any stock split, stock dividend, reverse stock split, reclassification or similar transaction.

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

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

  • Payment Adjustment Date With respect to each ARM Loan, the date on which the Borrower's Monthly Payment changes in accordance with the terms of the related Mortgage Note.

  • SOFR Adjustment Date means the second U.S. Government Securities Business Day before the first day of such Interest Period.

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

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

  • 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.

  • 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.

  • Dividend Amount means, with respect to any date on which the Company pays a dividend on its outstanding Common Stock, the amount of such dividend that is paid per share of Common Stock multiplied by (x) the Purchase Amount divided by (y) the Liquidity Price (treating the dividend date as a Liquidity Event solely for purposes of calculating such Liquidity Price).

  • Cash Settlement Amount means the “Cash Settlement Amount” as determined by the Calculation Agent in accordance with Paragraph 6.

  • Term SOFR Adjustment means a percentage equal to 0.10% per annum.