Indemnity Adjustment Payment means the (i) Non-Interim Loss Paid Indemnity Amount less (ii) (a) the Actual Non-Interim Loss Amount less (b) the Actual Indemnity Threshold.
Adjustment Payment shall have the meaning specified in Section 3.09(a).
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.
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.
Indemnity Payment shall have the meaning set forth in Section 4.4(a).
Contingent Payment has the meaning set forth in Section 4.2 (Contingent Payments).
Closing Adjustment Amount shall have the meaning set forth in Section 3.2(c).
Indemnity Amount means the amount of any indemnification obligation payable under the Basic Documents.
Post-Closing Adjustment Amount has the meaning set forth in Section 2.2(a).
Final Adjustment Amount shall have the meaning set forth in Section 2.5(e).
Tax Adjustment has the meaning set forth in Section 4.7.
Settlement Payment means the transfer, or contractual undertaking (including by automated clearing house transaction) to effect a transfer, of cash or other property to effect a Settlement.
Contingent Payments has the meaning set forth in Section 2.3(d).
Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).
Purchase Price Adjustment Escrow Amount means $3,000,000.
Closing Adjustment has the meaning set forth in Section 2.04(a)(ii).
Estimated Adjustment Amount has the meaning set forth in Section 2.5(a).
True-Up Adjustment means any Annual True-Up Adjustment or Interim True-Up Adjustment, as the case may be.
Adjustment Escrow Amount means $1,000,000.
Agreement Payment means a Payment paid or payable pursuant to this Agreement.
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.
Earn-Out Payment has the meaning set forth in Section 2.5(a).
Reimbursement Payment shall have the meaning given to that term in Subparagraph 2.02(c).
Closing Payment Amount shall have the meaning set forth in Section 3.1(a).