WC Adjustment Amount definition

WC Adjustment Amount means the amount of the Working Capital of Lexecon as of the Closing (the "Closing Working Capital") minus the Target Working Capital. The Adjustment Amount shall equal the sum of the NBV Adjustment Amount and the WC Adjustment Amount; provided that if the NBV Adjustment Amount and the WC Adjustment Amount are both negative numbers, the Adjustment Amount shall be the greater of such amounts (in absolute value terms) as opposed to the sum of such amounts. If the Adjustment Amount is a negative number, then the Shareholders shall pay to Nextera the Adjustment Amount. If the Adjustment Amount is a positive number, then Nextera shall pay to the Shareholders the Adjustment Amount. All calculations under, and financial statements prepared for, this Section 2.5 shall be in accordance with generally accepted accounting principles ("GAAP") and using the same accounting principles and interpretations used to prepare the Interim Balance Sheet (to the extent such principles and interpretations are consistent with GAAP). In making such calculations and preparing such financial statements , (a) Lexecon shall be deemed to be an "S Corporation" and (b) the following shall be deemed to be fully-accrued as current liabilities of Lexecon to the extent not actually paid prior to
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WC Adjustment Amount means (a) the Closing Working Capital minus (b) the Target Working Capital.
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WC Adjustment Amount means an amount equal to the sum of -------------------- the WC Difference and the WC Target Difference, which sum shall be increased or decreased, as applicable, to give effect to any payment made by Capstar or ACN Holdings pursuant to Section 2.4(d), in the case of the First Closing, or Section 2.4(e), in the case of the Second Closing.
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More Definitions of WC Adjustment Amount

WC Adjustment Amount means, the positive or negative adjustment to the Closing Date Merger Consideration as follows (without duplication):
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WC Adjustment Amount has the meaning set forth in Section 2.6(d)(i).
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WC Adjustment Amount means an amount (which may be positive or negative) equal to (a) the Per Share WC Adjustment Amount multiplied by (b) 2,439.525.
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WC Adjustment Amount means an amount (whether positive or negative) equal to the product of 0.9 and (a) the 2014 Net Working Capital minus (b) the Target Working Capital Amount.
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Related to WC 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.

  • 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).

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

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

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

  • 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.

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

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

  • Substitution Adjustment Amount As defined in Section 2.03.

  • Purchase Price Adjustment shall have the meaning specified in Section 3.02.

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

  • Interest Adjustment Date With respect to a Mortgage Loan, the date, if any, specified in the related Mortgage Note on which the Mortgage Interest Rate is subject to adjustment.

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

  • 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.

  • 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.

  • 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.

  • 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.

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

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

  • Unadjusted Principal Distribution Amount As defined in the definition of “Principal Distribution Amount.”

  • 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.

  • 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.

  • Cash Settlement Amount means, in respect of every Board Lot, an amount calculated by the Issuer in accordance with the following formula (and, if appropriate, either (I) converted (if applicable) into the Settlement Currency at the Exchange Rate or, as the case may be, (II) converted into the Interim Currency at the First Exchange Rate and then (if applicable) converted into Settlement Currency at the Second Exchange Rate):