Year 3 Adjustment definition

Year 3 Adjustment means the amount, if any, payable to the Buyer from the Escrow Funds in accordance with the provisions of Section 3.3(e) and Section 3.4(c).
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Year 3 Adjustment shall have the meaning set forth in Section 3.3(a). (zzzz) "Year 1 Earn-Out" shall have the meaning set forth in Section 3.3(a). (aaaaa) "Year 2 Earn-Out" shall have the meaning set forth in Section 3.3(a). (bbbbb) "Year 3 Earn-Out" shall have the meaning set forth in Section 3.3(a). (ccccc) "Year 1 EBITDA" shall have the meaning set forth in Section 3.3(c)(1). (ddddd) "Year 2 EBITDA" shall have the meaning set forth in Section 3.3(d)(1). (eeeee) "Year 3 EBITDA" shall have the meaning set forth in Section 3.3(e)(1). (fffff) "Year 1 Earn-Out Period" shall have the meaning set forth in Section 3.3(a). (ggggg) "Year 2 Earn-Out Period" shall have the meaning set forth in Section 3.3(a). (hhhhh) "Year 3 Earn-Out Period" shall have the meaning set forth in Section 3.3(a). (iiiii) "Year 1 Threshold EBITDA" shall have the meaning set forth in Section 3.3(a). (jjjjj) "Year 2 Threshold EBITDA" shall have the meaning set forth in Section 3.3(a). (kkkkk) "Year 3 Threshold EBITDA" shall have the meaning set forth in Section 3.3(a).
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Year 3 Adjustment means the amount, if any, payable to the Buyer from the Escrow Funds in accordance with the provisions of Section 3.3(e) and Section 3.4(c). (11) "Year 1 Earn-Out" shall mean the amount, if any, payable by the Buyer to the Escrow Agent in accordance with the provisions of Section 3.3(c) and Section 3.4(a). (12) "Year 2 Earn-Out" shall mean the amount, if any, payable by the Buyer to the Escrow Agent in accordance with the provisions of Section 3.3(d) and Section 3.4(b). (13) "Year 3 Earn-Out" shall mean the amount, if any, payable by the Buyer to the Escrow Agent in accordance with the provisions of Section 3.3(e) and Section 3.4(c). (14) "Year 1 EBITDA" shall have the meaning set forth in Section 3.3(c)(1). 13
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Examples of Year 3 Adjustment in a sentence

  • Any Escrow Funds remaining after distribution of the Year 3 Adjustment to the Buyer shall be disbursed to AHG, on behalf of the Sellers, promptly after disbursement of the Year 3 Adjustment, together with interest or earnings thereon, to the Buyer.

  • RRI to be applied to Rate Year 2 Indexed Expenses that will serve as the basis for the Rate Year 3 Adjustment calculation.

  • Any Escrow Funds remaining after distribution of the Year 3 Adjustment to the Buyer shall be disbursed to AHG, promptly after disbursement of the Year 3 Adjustment, together with interest or earnings thereon, to the Buyer.


More Definitions of Year 3 Adjustment

Year 3 Adjustment means the amount, if any, payable to the Buyer from the Escrow Funds in accordance with the provisions of Section 3.3(e) and
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Year 3 Adjustment shall have the meaning set forth in Section 3.3(a). (zzzz) "Year 1 Earn-Out" shall have the meaning set forth in Section 3.3(a). (aaaaa) "Year 2 Earn-Out" shall have the meaning set forth in Section 3.3(a).
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Year 3 Adjustment shall have the meaning set forth in Section 3.3(a).
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Related to Year 3 Adjustment

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

  • 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.

  • 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.

  • 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).

  • 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.

  • Spread Adjustment means 100 basis points.

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

  • 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.

  • SNB Adjustment Spread means, with respect to the SNB Policy Rate, the spread to be applied to the SNB Policy Rate in order to reduce or eliminate, to the extent reasonably practicable under the circumstances, any economic prejudice or benefit (as applicable) to Noteholders as a result of the replacement of the Swiss Average Rate Overnight with the SNB Policy Rate for purposes of determining SARON, which spread will be determined by the Calculation Agent, acting in good faith and a commercially reasonable manner, taking into account the historical median between the Swiss Average Rate Overnight and the SNB Policy Rate during the two year period ending on the date on which the SARON Index Cessation Event occurred (or, if more than one SARON Index Cessation Event has occurred, the date on which the first of such events occurred).

  • Adjustment Year has the meaning ascribed to said phrase under Section 6225(d)(2) of the Code.

  • 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.

  • 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.

  • Base Year Value means the assessed value of eligible property January 1 preceding the execution of the agreement plus the agreed upon value of eligible property improvements made after January 1 but before the execution of the agreement.

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

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

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

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

  • 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.

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

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

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

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

  • 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;