Total Adjustment Amount definition

Total Adjustment Amount shall have the meaning set forth in Section 2.12(d).
Sample 1
Total Adjustment Amount means (a) the Net Debt Variance Amount (whether positive or negative), plus (b) the Non-Cash Working Capital Variance (whether positive or negative).
Sample 1Sample 2
Total Adjustment Amount shall be the sum of (i) the applicable Moody's Adjustment Amount (as defined in the table below), if any, PLUS (ii) the higher of (A) the applicable S&P Adjustment Amount (as defined in the table below), if any, and (B) the applicable Fitch Adjustment Amount (as defined in the table below), if any. Adjustment Amounts, if any, shall be determined by the Calculation Agent based on the table immediately below and the respective Ratings of Xxxxx'x, S&P and Fitch. Interest Rate Adjustments ------------------------- XXXXX'X RATING "XXXXX ADJUSTMENT XXXXXX" Xx0 0.500% Ba2 0.750% Ba3 or lower 1.000% S&P RATING "S&P ADJUSTMENT AMOUNT" BB+ 0.500% BB 0.750% BB- or lower 1.000% FITCH RATING "FITCH ADJUSTMENT AMOUNT" BB+ 0.500% BB 0.750% BB- or lower 1.000% During each Interest Period, promptly upon a determination that the Interest Rate will be equal to other than 7.95% per annum for a given Interest Period, the Calculation Agent shall notify the Trustee of the applicable interest rate adjustments, the days to which each applicable interest rate applies within the Interest Period, and the Interest Rate expected for the period if there is no further change to the Company's Rating during such Interest Period. Upon the request of a Holder of a Security, the Calculation Agent shall provide to such Holder information to date for the then-current Interest Period regarding the calculation of the Interest Rate for such Interest Period.
Sample 1

Examples of Total Adjustment Amount in a sentence

  • The parties further acknowledge and agree that notwithstanding the terms of the Merger Agreement, the Total Adjustment Amount (as defined in the Merger Agreement) shall be prepared as though the Borrower has established the reserves and write-offs in the categories and for the amounts set forth on Exhibit A hereto.

  • Such Interest Rate shall be equal to 117/8% plus any applicable Total Adjustment Amount; provided that such Interest Rate shall be calculated at a rate per annum equal to the weighted average of the Interest Rate in effect on each day of the relevant Interest Period.

  • Such Interest Rate shall be equal to 7.95% PLUS any applicable Total Adjustment Amount; PROVIDED that such sum shall be calculated at a rate per annum equal to the weighted average of the interest rate in effect on each day of the relevant Interest Period.

  • The "Total Adjustment Amount" shall be the sum of (i) the applicable Moody's Adjustment Amount (as defined in the table below), if any, plus (ii) the higher of (A) the applicable S&P Adjustment Amount (as defined in the table below), if any, and (B) the applicable Fitch Adjustment Amount (as defined in the table below), if any.

  • The "Spread" shall be defined as (x) 0.875% PLUS (y) any applicable Total Adjustment Amount (as defined below) pursuant to subsection (b) below.

  • Payable upon the occurrence of those events specified in Section 3.05 hereof (the “Final Per Unit Adjustment Payment”), an amount of cash (without interest) equal to the quotient obtained by dividing (x) the Total Adjustment Amount by (y) the Total Outstanding Company Units.

  • The Company shall provide Parent and Parent’s Representatives with supporting schedules and information for the good-faith estimates delivered pursuant to this Section, along with immediate access to such books, records, information and employees and other personnel as Parent and Parent’s Representatives may reasonably request in order to verify the information set forth in the good-faith estimates delivered pursuant to this Section and to agree upon the calculation of Total Adjustment Amount.

  • The Company’s estimates of the Net Debt Amount, the Non-Cash Working Capital Amount and the Total Adjustment Amount shall each be subject to approval by the Parent.

  • The "Total Adjustment Amount" shall be the sum of (i) the applicable Moody's Adjustment Amount (as defined in the table below), if any, PLUS (ii) the higher of (A) the applicable S&P Adjustment Amount (as defined in the table below), if any, and (B) the applicable Fitch Adjustment Amount (as defined in the table below), if any.


More Definitions of Total Adjustment Amount

Total Adjustment Amount shall be the sum of (i) the applicable Xxxxx Adjustment Amount (as defined in the table below), if any, PLUS (ii) the higher of (A) the applicable S&P Adjustment Amount (as defined in the table below), if any, and (B) the applicable Fitch Adjustment Amount (as defined in the table below), if any. Adjustment Amounts, if any, shall be determined by the Calculation Agent based on the table immediately below and the respective Ratings of Xxxxx'x, S&P and Fitch as of the Interest Determination Date. Neither this paragraph nor the table below shall apply to the first Interest Period. INTEREST RATE ADJUSTMENTS XXXXX'X RATING "XXXXX ADJUSTMENT AMOUNT" Baa3 0.000% Ba1 0.500% Ba2 1.000% Ba3 or lower 1.500% S&P RATING "S&P ADJUSTMENT AMOUNT" BBB- 0.300% BB+ 0.800% BB 1.300% BB- or lower 1.800% FITCH RATING "FITCH ADJUSTMENT AMOUNT" BBB- 0.300% BB+ 0.800% BB 1.300% BB- or lower 1.800%
Sample 1
Total Adjustment Amount. (which may be a positive or negative number) means (i) the Shareholder Final Cash Adjustment, if applicable, plus (ii) the Shareholder Final Working Capital Adjustment, if applicable, minus (iii) the HealthStream Final Cash Adjustment, if applicable, minus (iv) the HealthStream Final Working Capital Adjustment, if applicable.
Sample 1

Related to Total Adjustment Amount

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

  • 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.

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

  • 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.

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

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

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

  • Total adjusted capital means the sum of:

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

  • 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.

  • Maximum Settlement Amount means $500,000,000 as amended or modified in accordance with Appendix E.

  • Closing Payment Amount shall have the meaning set forth in Section 3.1(a).

  • Net Working Capital Adjustment means (a) the amount by which Net Working Capital as of immediately prior to the Closing exceeds Target Net Working Capital or (b) the amount by which Net Working Capital as of immediately prior to the Closing is less than Target Net Working Capital, in each case, if applicable; provided, that any amount which is calculated pursuant to clause (b) above shall be deemed to be a negative number.

  • Working Capital Adjustment shall have the meaning set forth in Section 3.5(c)(i).

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

  • Consolidated Working Capital Adjustment means, for any period on a consolidated basis, the amount (which may be a negative number) by which Consolidated Working Capital as of the beginning of such period exceeds (or is less than) Consolidated Working Capital as of the end of such period.

  • Calculation Amount means the amount specified as such on the face of any Note, or if no such amount is so specified, the Denomination Amount of such Note as shown on the face thereof;

  • 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;

  • Cash Amount means an amount of cash equal to the Value on the Valuation Date of the Shares Amount.

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

  • Settlement Amount means, with respect to a party and any Early Termination Date, the sum of: --

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

  • 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.

  • Adjusted Value as used in subdivision (d) means:

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