Final Adjustment Factor definition

Final Adjustment Factor means a factor carried out to the sixth decimal determined by a straight-line interpolation between: (A) zero (0) if the Final Hurdle Rate is zero percent (0%) or a negative factor; and (B) one (1) if the Final Hurdle Rate is eighteen percent (18%) or more.
Final Adjustment Factor shall be (i) the increase (expressed as a positive number) or decrease (expressed as a negative number) in Purchase Price pursuant to the Balance Sheet Adjustment, PLUS (ii) the increase (expressed as a positive number) or decrease (expressed as a negative number) in Purchase Price pursuant to the Interim Cash Adjustment. In the event the Final Adjustment Factor is a positive number, then Buyer shall pay to Sellers (as additional Purchase Price) an amount equal to the Final Adjustment Factor plus an additional amount equal to interest thereon calculated at the Applicable Rate for the period from (and including) the Closing Date to (but not including) the date such payment is made (the "Interest Period"); and in the event the Final Adjustment Factor is a negative number, then Sellers shall pay to Buyer (as a refund of Purchase Price) an amount equal to the Final Adjustment Factor (expressed as if a positive number) plus an additional amount equal to interest thereon calculated at the Applicable Rate for the Interest Period. Within three (3) Business Days following determination of the Final Adjustment Factor, such payment shall be made in cash, via wire transfer to an account designated at least 48 hours in advance by the party or parties to receive such payment, by Buyer or Sellers, as the case may be, to the other party or parties.
Final Adjustment Factor has the meaning set forth in Section 2.3(d).

Examples of Final Adjustment Factor in a sentence

  • The Event Adjusted CBL value for each hour of an event is the product of the Final Adjustment Factor and the Average CBL value for that hour.

  • Calculate the Adjusted CBL values.A. The Event Adjusted CBL value for each hour of an event is the product of the Final Adjustment Factor and the Average CBL value for that hour.


More Definitions of Final Adjustment Factor

Final Adjustment Factor. When the Conversion Date is as specified in clause (x) of the definition of Conversion Date, the Final Adjustment Factor shall equal 0 if AMP < or = TP1 1 if AMP > or = TP2 AMP - TP1 xxxxxxxxx --------- XX0 - XX0 xxxxx XXX = Xxxxxxx Market Price: [MP1 + MP2 + MP3] [MP4] --------------- + --- 6 2 TP1 = First Target Price: $143.27 TP2 = Second Target Price: $257.88 MP1 = First Measured Price: the daily volume weighted average of the Adjusted Current Market Prices for the Trading Days during the First Measurement Period MP2 = Second Measured Price: the daily volume weighted average of the Adjusted Current Market Prices for the Trading Days during the Second Measurement Period MP3 = Third Measured Price: the daily volume weighted average of the Adjusted Current Market Prices for the Trading Days during the Third Measurement Period MP4 = Fourth Measured Price: the daily volume weighted average of the Adjusted Current Market Prices for the Trading Days during the Fourth Measurement Period First Measurement Period: 90 calendar day period following the Initial Issuance Date. Second Measurement Period: 90 calendar day period ending on the 15-month anniversary of the Initial Issuance Date.

Related to Final Adjustment Factor

  • Adjustment Factor means, with respect to a share of the Fund (or one unit of any other security for which a Fund Closing Price must be determined), 1.0, subject to adjustment in the event of certain events affecting the shares of the Fund. See “—Anti-dilution Adjustments Relating to the Fund; Alternate Calculation —Anti-dilution Adjustments” below.

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

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

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

  • Optimal Adjustment Event With respect to any Class of Class B Certificates and any Distribution Date, an Optimal Adjustment Event will occur with respect to such Class if: (i) the Principal Balance of such Class on the Determination Date succeeding such Distribution Date would have been reduced to zero (regardless of whether such Principal Balance was reduced to zero as a result of principal distribution or the allocation of Realized Losses) and (ii) (a) the Principal Balance of any Class of Class A Certificates would be subject to further reduction as a result of the third or fifth sentences of the definition of Principal Balance or (b) the Principal Balance of a Class of Class B Certificates with a lower numerical designation would be reduced with respect to such Distribution Date as a result of the application of clause (ii) of the definition of Class B-1 Principal Balance, Class B-2 Principal Balance, Class B-3 Principal Balance, Class B-4 Principal Balance, Class B-5 Principal Balance or Class B-6 Principal Balance.

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

  • Potential Adjustment Event means any of the following:

  • Initial Adjustment Date As to any Adjustable Rate Mortgage Loan, the first Adjustment Date following the origination of such Mortgage Loan.

  • 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.

  • 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.

  • 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.

  • 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.

  • Exchange Factor means 1.0; provided, however, that if the General Partner: (a) declares or pays a dividend on its outstanding Common Stock in Common Stock or makes a distribution to all holders of its outstanding Common Stock in Common Stock; (b) subdivides its outstanding Common Stock; or (c) combines its outstanding Common Stock into a smaller number of shares of Common Stock, the Exchange Factor shall be adjusted by multiplying the Exchange Factor by a fraction, the numerator of which shall be the number of shares of Common Stock issued and outstanding on the record date for such dividend, contribution, subdivision or combination (assuming for such purpose that such dividend, distribution, subdivision or combination has occurred as of such time), and the denominator of which shall be the actual number of shares of Common Stock (determined without the above assumption) issued and outstanding on the record date for such dividend, distribution, subdivision or combination. Any adjustment to the Exchange Factor shall become effective immediately after the effective date of such event retroactive to the record date, if any, for such event.

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

  • 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.

  • 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).

  • True-Up Amount means the difference between the ABO calculated by using the member’s actual creditable service and the actual final average compensation as of the member’s effective date in the FRS Investment Plan and the ABO initially transferred.

  • 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.

  • NET INVESTMENT FACTOR The net investment factor for each subaccount is determined by dividing (1) by (2) and subtracting (3) from the result, where:

  • Adjustment Events (A) the Partnership makes a distribution on all outstanding OP Units in Partnership Units, (B) the Partnership subdivides the outstanding OP Units into a greater number of units or combines the outstanding OP Units into a smaller number of units, or (C) the Partnership issues any Partnership Units in exchange for its outstanding OP Units by way of a reclassification or recapitalization of its OP Units. If more than one Adjustment Event occurs, the adjustment to the Class B Units need be made only once using a single formula that takes into account each and every Adjustment Event as if all Adjustment Events occurred simultaneously. For the avoidance of doubt, the following events shall not be Adjustment Events: (x) the issuance of Partnership Units in a financing, reorganization, acquisition or other similar business transaction, (y) the issuance of Partnership Units pursuant to any employee benefit or compensation plan or distribution reinvestment plan, or (z) the issuance of any Partnership Units in respect of a capital contribution to the Partnership, including a contribution by the General Partner of proceeds from the sale of securities by the General Partner. If the Partnership takes an action affecting the OP Units other than actions specifically described above as Adjustment Events and, in the opinion of the General Partner such action would require an adjustment to the Class B Units to maintain the one-to-one correspondence described above, the General Partner shall have the right to make such adjustment to the Class B Units, to the extent permitted by law, in such manner and at such time as the General Partner, in its sole discretion, may determine to be appropriate under the circumstances. If an adjustment is made to the Class B Units as herein provided, the Partnership shall promptly file in the books and records of the Partnership an officer’s certificate setting forth such adjustment and a brief statement of the facts requiring such adjustment, which certificate shall be conclusive evidence of the correctness of such adjustment absent manifest error. Promptly after the filing of such certificate, the Partnership shall mail a notice to each holder of Class B Units setting forth the adjustment to his, her or its Class B Units and the effective date of such adjustment.

  • Value Adjustment Event means, with respect to any Loan Asset, the occurrence of any one or more of the following events after the related Cut-Off Date:

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

  • Adjustment Event means each of the following events: