Adjustment Calculation Clause Samples

Adjustment Calculation. Term Section Pre-Closing Lease 8.8 Transactions Pre-Closing Tax 6.14 Period Preliminary Closing 1.2(c) Statement Process Agent 11.13 Purchase Price 1.2

Adjustment Calculation. Effective on July 1 of each year, an annual permissive Consumer Price Index ("CPI") adjustment to the rates approved by the City Council may be made by the Contractor. The amrnal permissive CPI adjustment for the po1iion of each rate representing Contractor's costs of collecting Organics, Solid Waste, and Recyclables shall be the quotient of the Consumer Price Index for San Diego-Carlsbad, California for all urban consumers from the current March divided by the Consumer Price Index for San Diego-Carlsbad, California for all urban consumers for the previous March, subtracted by one and expressed as a percentage. If the CPI adjustment calculations exceed a positive four percent (4%), the po1iion of the calculated adjustment over a positive four percent (4%) shall be multiplied by .70. The product of this calculation shall be added to four percent (4%). This sum shall be the aimual permissive CPI adjustment for the collection portion of the rates. The aimual permissive CPI adjustment for the portion of each rate representing Contractor's costs of processing and disposal costs shall be calculated in the same manner as the collection portion of the rates. Below is illustrative example of the adjustment process: IF: CPI index in Year 1 is 100 and CPI index in Year 2 is 105. Rate in Year 1 is 10 (7 for collection and 3 for processing/disposal). Collection Component (105/100)=1.05-1=>5%; 5%-4%=1%; (1*.7)=.7; .7+4=4.7% Processing/Disposal Component 7*1.047 + 3*1.047=$10.47

Adjustment Calculation. If there has been a Real Estate Sale, the Real Estate Sale Proceeds shall be added to the Real Estate Operations Results to determine the net value of the CMD Real Estate. If that amount is not $250,000, a CMD valuation adjustment calculation shall be made. The amount of the adjustment shall be the mathematical difference between $250,000 and the actual Real Estate Sale Proceeds. If there has not been a Real Estate Sale, the Estimated Real Estate Sale Proceeds shall be added to the Real Estate Operations Results to determine the estimated net proceeds from real estate. If that amount is less than $250,000, a CMD valuation adjustment calculation shall be made. The amount of the adjustment shall be the mathematical difference between $250,000 and the Estimated Real Estate Proceeds. Either adjustment calculation will be the "Real Estate Proceeds Adjustment".

Adjustment Calculation. “Working Capital” is the value of Seller’s and Subsidiary’s Accounts Receivables and Inventories minus the value of Seller’s and Subsidiary’s Accounts Payable (including $50,000 of the interest due under Seller’s note payable to Anton, but excluding all other obligations under Seller’s note payable to Anton) and accrued expenses. Seller’s Working Capital as of the date of the Balance Sheet is $1,204,032 (“Target Working Capital”). Seller’s Working Capital as of the Closing Date shall be calculated pursuant to the procedures set forth in Section 2.3(b)(ii). If the Closing Date Working Capital is within $25,000 (more or less) of the Target Working Capital, then no adjustment to the Purchase Price shall be made. If the Closing Date Working Capital exceeds the Target Working Capital by more than $25,000, then the Purchase Price shall be adjusted upward by the amount that the Closing Date Working Capital exceeds the Target Working Capital. If the Closing Date Working Capital is less than the Target Working Capital by more than $25,000, then the Purchase Price shall be adjusted downward by the amount that the Closing Date Working Capital is less than the Target Working Capital.

Adjustment Calculation. The Class B Percentage Interest shall be adjusted, as follows:

Adjustment Calculation. (i) Within thirty (30) calendar days of the Closing Date, Purchaser shall deliver to Seller a balance sheet for the Business in a form consistent with SCHEDULE 2.10(a) as of the close of business on the Closing Date (the "Closing Date Statement"). Within thirty (30) calendar days after delivery, the Seller shall provide Purchaser with a calculation of the NAV of the Business as at the Closing. Seller shall present a Post-Closing Adjustment amount equal to the change in NAV between the month-end prior to Closing and Closing (the "First Adjustment"). To the extent NAV has increased by more than Fifty Thousand ($50,000.00), then Purchaser shall owe to Seller the amount of the difference. To the extent NAV has decreased by more than Fifty Thousand ($50,000.00), then Seller shall owe to Purchaser the amount of the difference.

Adjustment Calculation. If the Closing Date Remaining PIP Amount exceeds the Closing Date Project Sources, then, on the Closing Date, Buyer shall receive a credit for the amount by which the Closing Date Remaining PIP Amount exceeds the Closing Date Project Sources. Conversely, if the Closing Date Project Sources exceeds the Closing Date Remaining PIP Amount, then, on the Closing Date, Seller shall receive a credit for the amount by which the Closing Date Project Sources exceeds the Closing Date Remaining PIP Amount.

Adjustment Calculation. Any objection to the manner or amount of the proposed allocation or adjustment, as applicable and only as permitted herein, shall be made in writing and shall state the determination of the Stockholder Representative or the Stockholders' Accountants of the Allocation Schedule or the Section 338(h)(10) Adjustment calculation, as applicable (including, in the case of any objection to the amount of the Section 338(h)(10) Adjustment, a concise statement of the changes in facts, circumstances or applicable Law arising prior to the Closing and not existing on the date of this Agreement).

Adjustment Calculation. As promptly as practicable following the end of each fiscal year for the first five fiscal years commencing in 1999 but in no event later than sixty (60) days after the end of such fiscal year, Buyer shall determine the Home Depot Net Sales for such fiscal year and prepare its calculation of the Home Depot Sales Adjustment ("Adjustment Calculation"). Home Depot Net Sales shall be determined in a manner consistent with Buyer's historical accounting methods.