Closing Payment Adjustment definition

Closing Payment Adjustment shall have the meaning set forth in Section 1.4(b).
Closing Payment Adjustment means the amount equal to the sum of (x) the Venture Debt outstanding as of immediately prior to the Effective Time and (y) the Alkermes Option Payment.
Closing Payment Adjustment shall have the meaning set forth in Section 1.6(a) of this Agreement.

Examples of Closing Payment Adjustment in a sentence

  • If the Additional Closing Payment Adjustment Payment becomes payable under Section 2.5(c), an amount equal to the product of (1) the Additional Closing Payment Adjustment Payment Per FD Share, multiplied by (2) the Series D Conversion Ratio.

  • As a responsible corporate citizen, your Company has always cared about the environment and the society in which it operates.

  • If the Additional Closing Payment Adjustment Payment becomes payable under Section 2.5(c), an amount equal to the Additional Closing Payment Adjustment Payment Per FD Share.

  • For purposes of clarification, the Arbitrator will have no authority to make any determinations of compliance by the parties hereto with any covenants set forth in this Agreement and may only calculate the Closing Payment Adjustment Amount, Revenue and the 2020 Earn-Out Amount based only on the provisions set forth in this Agreement.

  • After the Merger Closing, the Closing Payment Adjustment Amount shall be trued-up and the Closing Payment Adjustment True-Up Amount shall be paid in accordance with Section 2.5(c) below.

  • If the Additional Closing Payment Adjustment Payment becomes payable under Section 2.5(c), an amount equal to the product of (A) the Additional Closing Payment Adjustment Payment Per FD Share multiplied by (B) the Conversion Ratio for the series of Company Preferred Stock subject to such Outstanding Preferred Warrant.

  • If the Additional Closing Payment Adjustment Payment becomes payable under Section 2.5(c), an amount equal to the product of (1) the Additional Closing Payment Adjustment Payment Per FD Share, multiplied by (2) the Series A Conversion Ratio.

  • Evidence of what worksEvidence on effective interventions includes environmental and legislative measures as well as community and family interventions.

  • If the Additional Closing Payment Adjustment Payment becomes payable under Section 2.5(c), an amount equal to the product of (1) the Additional Closing Payment Adjustment Payment Per FD Share, multiplied by (2) the Series B Conversion Ratio.

  • Subject to the terms and conditions set forth in this Agreement, at the Closing, Buyer will purchase and acquire, and Seller will sell, assign, transfer, convey and deliver to Buyer, in exchange for the Purchase Price (adjusted by the Closing Payment Adjustment), all of the issued and outstanding shares of capital stock of the Company (the "Stock") free and clear of all security interests, liens, adverse claims, proxies, options, stockholders' agreements and other encumbrances.


More Definitions of Closing Payment Adjustment

Closing Payment Adjustment means an amount, if any, equal to US$6,800 per day, multiplied by the number of days between April 30, 2010 and the Closing Date (excluding the Closing Date).
Closing Payment Adjustment means the aggregate amount of errors (if any) on the Closing Payment Certificate that are reasonably determined by Buyer after the date of this Agreement to have caused the Closing Payment to have been greater than the amount that should have been reflected on the Closing Payment Certificate. The Closing Payment Adjustment shall not be duplicative of adjustments pursuant to the Equipment Adjustment.
Closing Payment Adjustment is defined in Section 3.2.
Closing Payment Adjustment shall have the meaning ascribed to such term in Section 2.9(a).
Closing Payment Adjustment means an amount, which may be positive or negative, equal to the Final Closing Payment minus the Estimated Closing Payment.

Related to Closing Payment Adjustment

  • Closing Payment has the meaning set forth in Section 2.2(a).

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

  • 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).

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

  • Closing Adjustment has the meaning set forth in Section 2.04(a)(ii).

  • 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.

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

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

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

  • Adjustment Payment shall have the meaning specified in Section 3.09(a).

  • 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.

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

  • Adjustment Escrow Fund means the Adjustment Escrow Amount deposited with the Escrow Agent, as such amount may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any remaining interest or other amounts earned thereon.

  • 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;

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

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

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

  • Contract Adjustment Payments means amounts payable by the Company on each Contract Adjustment Payment Date in respect of each Purchase Contract, at a rate per year of 2.725% on the Stated Amount per Purchase Contract.

  • 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.

  • Adjustment Escrow Funds means the amounts held in the Adjustment Escrow Account, including any dividends, interest, distributions and other income received in respect thereof, less any losses on investments thereof, less distributions thereof in accordance with this Agreement and the Escrow Agreement.

  • 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.

  • 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.

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

  • Final Adjustment Statement has the meaning set forth in Section 2.6(c).

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