Final Consideration Adjustment Amount Difference definition

Final Consideration Adjustment Amount Difference means the amount, if any, that the absolute value of the Final Consideration Adjustment Amount as finally determined, if it is a negative number, is greater than the Cash Consideration as provided in Section 2.4(d)(ii) of the WOL Contribution Agreement.

Related to Final Consideration Adjustment Amount Difference

  • Substitution Adjustment Amount As defined in Section 2.03.

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

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

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

  • 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;

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

  • Closing Adjustment Amount shall have the meaning set forth in Section 2.3(b)(i)(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.

  • Capitalization Adjustment means any change that is made in, or other events that occur with respect to, the Common Stock subject to the Plan or subject to any Purchase Right after the date the Plan is adopted by the Board without the receipt of consideration by the Company through merger, consolidation, reorganization, recapitalization, reincorporation, stock dividend, dividend in property other than cash, large nonrecurring cash dividend, stock split, liquidating dividend, combination of shares, exchange of shares, change in corporate structure or other similar equity restructuring transaction, as that term is used in Financial Accounting Standards Board Accounting Standards Codification Topic 718 (or any successor thereto). Notwithstanding the foregoing, the conversion of any convertible securities of the Company will not be treated as a Capitalization Adjustment.

  • Inflation adjustment means that term as defined in the master settlement agreement.

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

  • Purchase Price Adjustment Escrow Amount means $500,000.

  • Dilution Adjustment means any fraction or number by which the Exchange Rate shall be multiplied pursuant to Section 6.1(a), (b), (c) or (d).

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

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

  • Working Capital Adjustment Amount means the amount (which may be positive or negative) equal to the result of the Closing Net Working Capital minus the Target Working Capital Amount.

  • 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.

  • Substitution Adjustment As defined in Section 2.03(d) hereof.

  • Class B Adjusted Invested Amount means, with respect to any date of determination, an amount equal to the Class B Invested Amount less the positive difference, if any, between the Principal Funding Account Balance and the Class A Invested Amount on such date.

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

  • Earn-Out Consideration is defined in Section 2.5(c).

  • Aggregate Cash Consideration has the meaning set forth in Section 3.01(b)(ii).

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

  • 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.

  • 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.

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