Subscriber Adjustment definition

Subscriber Adjustment has the meaning given in Section 2.7(b).
Subscriber Adjustment means an amount equal to (i) $4,996.21 multiplied by (ii) the difference between (x) 306,232 less (y) the number of Basic Subscribers of the Combined CATV Business on the Closing Date, multiplied by (iii) 99/153; provided, that if the product obtained in the foregoing clause is negative, the Subscriber Adjustment shall be zero.
Subscriber Adjustment shall have the meaning set forth in Section --------------------- 2.4A.

Examples of Subscriber Adjustment in a sentence

  • For purposes of this Agreement, the "Retained Franchise Amount" for a Retained Franchise shall be equal to the number of Equivalent Basic Subscribers served by Seller pursuant to such Retained Franchise multiplied by the Subscriber Adjustment Amount.

  • The sum of the Estimated Subscriber Adjustment Amount and the Estimated Closing Net Liabilities Adjustment Amount is referred to herein as the "Estimated Closing Adjustment Amount" and may be a positive or a negative amount.

  • No later than two Business Days prior to the Closing Date, Time Warner Cable will deliver to Comcast Trust and Comcast Subsidiary a good faith estimate of the Subscriber Adjustment Amount (the "Estimated Subscriber Adjustment Amount"), if any, and a good faith estimate of the Closing Net Liabilities Adjustment Amount (the "Estimated Closing Net Liabilities Adjustment Amount"), if any, together with appropriate documentation supporting such estimates.

  • As used herein, the term "Closing Adjustment Amount" means the sum of the Subscriber Adjustment Amount and the Closing Net Liabilities Amount.

  • If on the Closing Date, the System has more than 31,500 Equivalent Basic Subscribers, the Purchase Price shall be increased by an amount equal to $2,071 for each Equivalent Basic Subscriber more than 31,500; provided no upward adjustment to the Purchase Price will be made for any Equivalent Basic Subscribers exceeding 31,850 (the amount of any adjustment pursuant to this Section 2.4 is the "Subscriber Adjustment Amount").

  • As used herein, the term “Closing Adjustment Amount” means the sum of the Subscriber Adjustment Amount and the Closing Net Liabilities Amount.

  • Subject to the terms and conditions of this Agreement, the Ancillary Documents and the Restated Omnibus Agreement, each of the Parties shall use its commercially reasonable efforts to do, or cause to be taken all action and to do, or cause to be done, all things necessary, proper or advisable under Applicable Laws to consummate and make effective the transactions contemplated by this Agreement.

  • The number of Basic Subscribers set forth in the Combined Basic Subscriber Estimate shall be used for computing the Common Stock Consideration and the Subscriber Adjustment, if any.

  • The Purchase Price shall be reduced by an --------------------- amount equal to $1,424 times the difference between the number of Required EBU's and the number of EBU's actually delivered on the Closing Date (the "Subscriber Adjustment").

  • No later than two Business Days prior to the Closing Date, Time Warner Cable will deliver to Comcast Trust and Comcast Subsidiary a good faith estimate of the Subscriber Adjustment Amount (the “Estimated Subscriber Adjustment Amount”), if any, and a good faith estimate of the Closing Net Liabilities Adjustment Amount (the “Estimated Closing Net Liabilities Adjustment Amount”), if any, together with appropriate documentation supporting such estimates.


More Definitions of Subscriber Adjustment

Subscriber Adjustment means an amount equal to the product of (x) $4,996.21 multiplied by (y) the difference between (i) 306,232 less (ii) the number of Basic Subscribers of the Combined CATV Business on the Closing Date, multiplied by (z) 54/153; provided, that, if the product obtained in the foregoing clause is negative, the Subscriber Adjustment is zero. Subsidiary of any Person means (i) a corporation more than 50% of the combined voting power of the outstanding Voting Stock of which is owned, directly or indirectly, by such Person or by one or more other Subsidiaries of such Person or by such Person and one or more Subsidiaries thereof, (ii) a partnership of which such Person, or one or more other Subsidiaries of such Person or such Person and one or more other Subsidiaries thereof, directly or indirectly, is the general partner and has the power to direct the policies, management and affairs of the partnership, (iii) a limited liability company of which such Person or one or more Subsidiaries of such Person or such Person and one or more Subsidiaries of such Person, directly or indirectly, is the managing member and has the power to direct the policies, management and affairs of the company, or (iv) any other Person (other than a corporation, partnership or limited liability company) in which such Person, or one or more other Subsidiaries of such Person or such Person and one or more other Subsidiaries thereof, directly or indirectly, has at least a majority ownership and power to direct the policies, management and affairs thereof. Taxes means all federal, state, local and foreign income, profits, franchise, gross receipts, environmental, customs duty, capital stock, stamp, payroll, sales, employment, withholding, occupancy and other taxes, duties or assessments imposed by a governmental authority.
Subscriber Adjustment means an amount (if any) equal to the sum of (i)(A) $350 multiplied by (B) the absolute difference between (1) the Actual Postpaid Subscriber Count and (2) the Baseline Postpaid Subscriber Count, but only if (1) minus (2) is a negative number and, if such amount is a positive number, then it shall be deemed to be zero, and (ii)(A) $175 multiplied by (B) the difference between (1) the Actual Prepaid Subscriber Count and (2) the Baseline Prepaid Subscriber Count, but only if (1) minus (2) is a negative number and if such amount is a positive number, then it shall be deemed to be zero.
Subscriber Adjustment means the amount, if the number of Equivalent Basic Subscribers as of the Closing Date is less than 71,000, equal to the product of (a) $2,142, multiplied by (b) the difference between 71,000 and the number of Equivalent Basic Subscribers as of the Closing Date; provided, however, that if the number of Equivalent Basic Subscribers as of the Closing date is 71,000 or greater, the Subscriber Adjustment shall be zero.
Subscriber Adjustment. An amount equal to one Thousand Five Hundred Sixteen Dollars ($1,516.00) times the difference between Sixty-Four Thousand (64,000) subscribers and the number of Basic Subscribers of the CATV Business actually delivered on the Closing Date if less than Sixty-Four Thousand (64,000) subscribers.

Related to Subscriber Adjustment

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

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

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

  • Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

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

  • Maximum Purchase Price has the meaning assigned to the term in the Pricing Side Letter.

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

  • 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.

  • Minimum Purchase Price has the meaning set forth in Section 2.04.

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

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

  • The Price means the price payable to the Supplier under the Contract for the full and proper performance of its contractual obligations.

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

  • Share Purchase Price shall have the meaning ascribed to such term in Section 2.1(b).

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • Market Value Adjustment means, on a given date, an amount equal to the lesser of (x) 98% and (y) a percentage determined according to the following formula: Market Value Adjustment = 98% – [(10yrCMTt – 10yrCMTlaunch) ×Duration], where 10yrCMTt = the 10-Year Treasury Constant Maturity Rate published each business day by the Board of Governors of the Federal Reserve System, or, if such rate ceases to be published, a successor rate reasonably determined by the Trustees (the “10-Year CMT”), on such repurchase date; 10yrCMTlaunch = the 10-Year CMT as of the end of the Initial Offering Period; and Duration = an estimate of the duration of the periodic interest payments of a hypothetical coupon-paying U.S. Government Security with a 25-year maturity, calculated by the Trust’s Investment Manager as of the end of the Initial Offering Period;

  • Parent Share Price means the average of the volume weighted averages of the trading prices of Parent Common Shares on NYSE (as reported by Bloomberg L.P. or, if not reported therein, in another authoritative source mutually selected by Parent and the Company in good faith) on each of the 20 consecutive trading days ending on (and including) the trading day that is two trading days prior to the Closing Date.

  • Price Gap means the following:

  • 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.

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • Purchaser/ User means ultimate recipient of goods and services

  • 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.

  • Closing Sale Price means, for any security as of any date, the last closing trade price for such security on the Principal Market, as reported by Bloomberg, or, if the Principal Market begins to operate on an extended hours basis and does not designate the closing trade price, then the last trade price of such security prior to 4:00:00 p.m., New York time, as reported by Bloomberg, or, if the Principal Market is not the principal securities exchange or trading market for such security, the last trade price of such security on the principal securities exchange or trading market where such security is listed or traded as reported by Bloomberg, or if the foregoing does not apply, the last trade price of such security in the over-the-counter market on the electronic bulletin board for such security as reported by Bloomberg, or, if no last trade price is reported for such security by Bloomberg, the average of the ask prices of any market makers for such security as reported in The Pink Open Market (or a similar organization or agency succeeding to its functions of reporting prices). If the Closing Sale Price cannot be calculated for a security on a particular date on any of the foregoing bases, the Closing Sale Price of such security on such date shall be the fair market value as mutually determined by the Company and the Holder. If the Company and the Holder are unable to agree upon the fair market value of such security, then such dispute shall be resolved in accordance with the procedures in Section 15. All such determinations shall be appropriately adjusted for any stock dividend, stock split, stock combination or other similar transaction during such period.

  • Closing Sales Price means, for any security as of any date, the last sales price of such security on the principal trading market where such security is listed or traded as reported by Bloomberg Financial Markets (or a comparable reporting service of national reputation selected by the Corporation if Bloomberg Financial Markets is not then reporting closing sales prices of such security) (collectively, “Bloomberg”), or if the foregoing does not apply, the last reported sales price of such security on a national exchange or in the over-the-counter market on the electronic bulletin board for such security as reported by Bloomberg, or, if no such price is reported for such security by Bloomberg, the average of the bid prices of all market makers for such security as reported in the “pink sheets” by the National Quotation Bureau, Inc., in each case for such date or, if such date was not a trading day for such security, on the next preceding date that was a trading day. If the Closing Sales Price cannot be calculated for such security on any of the foregoing bases, the Closing Sales Price of such security on such date shall be the fair market value as reasonably determined by an investment banking firm selected by the Corporation, with the costs of such appraisal to be borne by the Corporation.

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