Interim Period Average definition

Interim Period Average means the sum of the closing prices of CCC Common Stock on every trading day from and including the date referenced in clause (i) above and through and including the date referenced in clause (ii) above, divided by the number of trading days included in such period. The closing price of CCC Common Stock on a trading day, for purposes of this calculation, shall be the day's last trade price as reported on the Nasdaq National Market (or if no trade price is reported for any such day, the average of the last bid and ask prices for the CCC Common Stock). The shares of CCC Common Stock to be issued in respect of the Base Merger Consideration shall be registered under the Securities Act of 1933, as amended (the "1933 Act"), and approved for quotation -------- on the Nasdaq National Market .
Interim Period Average means the sum of the closing trading prices of the xxxx.xxx Common Stock on every trading day from and including the date referenced in clause (i) above and through and including the date referenced in clause (ii) above, divided by the number of trading days in such period.
Interim Period Average means the sum of the closing prices of CCC Common Stock on every trading day from and including the date referenced in clause (i) above and through and including the date referenced in clause (iii) above, divided by the number of trading days included in such period. The closing price of CCC Common Stock on a trading day, for purposes of this Section, shall be the day's last trade price as reported on the Nasdaq National Market (or if no trade price is reported for any such day, the average of the last bid and ask prices for the CCC Common Stock). The shares of CCC Common Stock to be issued in respect of the Base Merger Consideration shall be registered under the Securities Act of 1933, as amended (the "1933 Act"), and approved for quotation on the Nasdaq National Market. (b) The Base Merger Consideration has been calculated based upon several factors, including the assumption that (i) earnings of the Company before interest and taxes, computed in accordance with generally accepted accounting principles ("GAAP") consistently applied throughout the periods involved but adjusted to reflect the add-back of those nonrecurring costs that are specified on SCHEDULE 5.9 hereto ("Adjusted EBIT"), for the twelve month period ended December 31, 1997 shall have been equal to or greater than $4,084,000 (the "1997 Adjusted EBIT Target") and (ii) the net worth of the Company, calculated in accordance with GAAP consistently applied, but in any event excluding any material increase in intangible assets of the Company since December 31, 1997, shall be equal to or greater than $2,500,000 (the "Net Worth Target") as of the Closing. (c) If, on the Closing Financial Certificate (as defined in Section 8.13), the Certified Closing Net Worth (as defined in Section 8.13) is less than the Net Worth Target, then the Base Merger Consideration to be delivered to the Shareholders may, at CCC's election, be reduced either (i) at the Closing, or (ii) after completion of the Post-Closing Audit (as defined in Section 3.1), by the difference between the Net Worth Target and the Certified Closing Net Worth set forth on the Closing Financial Certificate (which reduction shall be pro rata in cash and in CCC Common Stock valued at the Merger Price in the same proportions as the cash and CCC Common Stock components of the Base Merger Consideration as provided in Section 2.2(a)). (d) In addition to any reduction to the Base Merger Consideration described in Section 2.2(c), if, on the Closing Finan...

Examples of Interim Period Average in a sentence

  • Interim Period Average means the sum of the closing prices of CCC Common Stock on every trading day from and including the date referenced in clause (i) above and through and including the date referenced in clause (ii) above, divided by the number of trading days included in such period.

  • The remaining $3,432,870 of the Base Merger Consideration shall be paid at Closing in shares of CCC Common Stock valued at a price per share (the "Merger Price") equal to ------------ the sum of (i) the closing price of CCC Common Stock on January 29, 1998, plus (ii) the closing price of CCC Common Stock on the last trading day prior to the Closing Date, plus (iii) the "Interim Period Average" (as such term is defined ---------------------- below), divided by 3.

  • The remaining $12,967,500 of the Base Merger Consideration shall be paid at Closing in shares of CCC Common Stock valued at a price per share (the "Merger Price") equal to ------------ the sum of (i) the closing price of CCC Common Stock on January 29, 1998, plus (ii) the closing price of CCC Common Stock on the last trading day prior to the Closing Date, plus (iii) the "Interim Period Average" (as such term is defined ---------------------- below), divided by 3.

  • The remaining $6,825,000 of the Base Merger Consideration shall be paid at Closing in shares of CCC Common Stock valued at a price per share (the "Merger Price") equal to ------------ the sum of (i) the closing price of CCC Common Stock on January 29, 1998, plus (ii) the closing price of CCC Common Stock on the last trading day prior to the Closing Date, plus (iii) the "Interim Period Average" (as such term is defined ---------------------- below), divided by 3.

  • The remaining $35,000,000 of the Base Merger Consideration shall be paid at Closing in shares of CCC Common Stock valued at a price per share of $23.00 (the "Merger Price") which the parties hereto irrevocably agree is equal to ------------ the sum of (i) the closing price of CCC Common Stock on February 19, 1998, plus (ii) the closing price of CCC Common Stock on March 5, 1998, plus (iii) the "Interim Period Average" (as such term is defined below), divided by 3.

  • All other trade permits, as required to complete the work, are to be included in the tender price.

  • The remaining $16,275,000 of the Base Merger Consideration shall be paid at Closing in shares of CCC Common Stock valued at a price per share (the "Merger Price") equal to ------------ the sum of (i) the closing price of CCC Common Stock on January 29, 1998, plus (ii) the closing price of CCC Common Stock on the last trading day prior to the Closing Date, plus (iii) the "Interim Period Average" (as such term is defined ---------------------- below), divided by 3.

  • The remaining $2,867,130 of the Base Merger Consideration shall be paid at Closing in shares of CCC Common Stock valued at a price per share (the "Merger Price") equal to ------------ the sum of (i) the closing price of CCC Common Stock on January 29, 1998, plus (ii) the closing price of CCC Common Stock on the last trading day prior to the Closing Date, plus (iii) the "Interim Period Average" (as such term is defined ---------------------- below), divided by 3.

  • However, the Board concludes that the source of the requirement stems from federal statute, namely Section 205(d).

  • Interim Period Average means the sum of the closing prices of CCC Common Stock on every trading day from and including the date referenced in clause (i) above and through and including the date referenced in clause (iii) above, divided by the number of trading days included in such period.


More Definitions of Interim Period Average

Interim Period Average means the sum of the closing prices of Bristol Public Stock on every trading day from and including the date referenced in clause (I) above and through and including the date referenced in clause (II) above, divided by the number of trading days included in such period. The closing price of Bristol Public Stock on a trading day, for purposes of this calculation, shall be the day's last trade price as reported by NASDAQ. Notwithstanding the above, if the closing price of Bristol Public Stock on the Closing Date is less than the Effective Bristol Share Price, then the value of each share of Bristol Common Stock shall be based entirely on the closing price of Bristol Public Stock on the Closing Date. The number of shares of Bristol Common Stock, as calculated above, shall be referred to herein as the "Aggregate Consideration." The parties acknowledge that the Aggregate Consideration is based upon a presumed Company net worth, as of December 31, 1996, equal to $1,310,000 (the "Presumed Company Net Worth"). The Aggregate Consideration shall be subject to potential adjustments as set forth in Section 1.2(e) below.
Interim Period Average means the sum of the closing prices of IDG Common Stock on every trading day from and including the date referenced in clause (a) above and through and including the date referenced in clause (b) above, divided by the number of trading days included in such period. The closing price of IDG Common Stock on a trading day, for purposes of this calculation, shall be the day's last trade price as reported by the New York Stock Exchange. If the Company and IDG are advised by their respective counsel that to permit the Merger to be completed in accordance with applicable legal processes and requirements, the Negotiating Period Average Price must be determined earlier than three business days before the Closing Date, the Company and IDG shall agree to use a date, for purposes of clause (b) above, that is the least number of days prior to the Closing Date that is reasonably acceptable in light of the advice of such counsel.
Interim Period Average means the sum of the closing prices of Bristol's publicly traded Common Stock on every trading day from and including the date referenced in clause (a), above, and through and including the date referenced in clause (b), above, divided by the number of trading days included in such period. The closing price of Bristol's publicly traded Common Stock on a trading day, for purposes of this calculation, shall be the day's last trade price as reported on NASDAQ.
Interim Period Average means the sum of the closing prices of USOP Common Stock on every trading day from and including the date referenced in clause (I) above and through and including the date referenced in clause (II) above, divided by the number of trading days included in such period. The closing price of USOP Common Stock on a trading day, for purposes of this calculation, shall be the day's last trade price as reported by NASDAQ. The above formulas shall be equitably adjusted for any Stock Events occurring after the date of this Agreement.

Related to Interim Period Average

  • Minimum Weighted Average Spread Test means a test that will be satisfied on any date of determination if the Weighted Average Spread of all Eligible Collateral Obligations included in the Collateral on such day is equal to or greater than 5.25%.

  • Quarterly (1/Quarter) sampling frequency means the sampling shall be done in the months of March, June, August, and December, unless specifically identified otherwise in the Effluent Limitations and Monitoring Requirements table.

  • Total Monthly Excess Spread As to any Distribution Date, an amount equal to the excess if any, of (i) the interest on the Mortgage Loans received by the Servicer on or prior to the related Determination Date or advanced by the Servicer for the related Remittance Date (net of Expense Fees) over (ii) the sum of the amounts payable to the Certificates pursuant to Section 4.02(a)(i) on such Distribution Date.

  • Quarterly (1/Quarter) sampling frequency means the sampling shall be done in the months of March, June, August, and December, unless specifically identified otherwise in the Effluent Limitations and Monitoring Requirements table.

  • Anticipated State average revenue availability per student means the sum of all anticipated total county revenue availability divided by the average daily membership for the State.

  • Contract Year means each period of twelve (12) consecutive months during the Initial Term of this Agreement, with the first Contract Year commencing on the Effective Date, and with each subsequent Contract Year commencing on the anniversary of the Effective Date.

  • Planning Period Balance means the entire period of time remaining in the Planning Period following the month that a monthly auction is conducted.

  • Weighted Average Spread means, as of any day, the number expressed as a percentage equal to (i) the Aggregate Funded Spread divided by (ii) the Aggregate Eligible Collateral Obligation Amount (excluding any interest that has been deferred and capitalized on any Deferrable Collateral Obligation).

  • Applicable Measurement Period means the most recently completed four consecutive fiscal quarters of the Issuer immediately preceding the Applicable Calculation Date for which internal financial statements are available.

  • Anticipated total county revenue availability per student means the anticipated total county revenue availability for the county divided by the average daily membership of the county.

  • Baseline Period means the period used to determine the baseline emission rate for each regulated pollutant under OAR 340 division 222.

  • Weighted Average means a ratio of the weight of the investment by the financial market participant in an investee company in relation to the enterprise value of the investee company;

  • Anticipated total county revenue availability means the sum of the:

  • Grade point average or "GPA" means the grade point average earned by an eligible student and reported by the high school or participating institution in which the student was enrolled based on a scale of 4.0 or its equivalent if the high school or participating institution that the student attends does not use the 4.0 grade scale;

  • Rolling Three Month Delinquency Rate With respect to any Distribution Date, the fraction, expressed as a percentage, equal to the average of the Delinquency Rates for each of the three (or one and two, in the case of the first and second Distribution Dates, respectively) immediately preceding calendar months.

  • Interim Period has the meaning specified in Section 6.1.

  • Monthly Average means the highest allowable average of “daily discharges” over a calendar month, calculated as the sum of all “daily discharges” measured during a calendar month divided by the number of “daily discharges” measured during that month. For Fecal Coliform Bacteria (FCB) or E-Coli, report the monthly average.

  • Quarterly Excess Spread Percentage means, with respect to the August 2008 Distribution Date and each Distribution Date thereafter, the percentage equivalent of a fraction the numerator of which is the sum of the Excess Spread Percentages with respect to the immediately preceding three Monthly Periods and the denominator of which is three.

  • Weighted Average Floating Spread means, as of any date of determination, the number, expressed as a percentage, obtained by summing the products obtained by multiplying, in the case of each Floating Rate Portfolio Investment included in the Borrowing Base, on an annualized basis, the Spread of such Floating Rate Portfolio Investments, by the outstanding principal balance of such Floating Rate Portfolio Investments as of such date and dividing such sum by the aggregate outstanding principal balance of all such Floating Rate Portfolio Investments and rounding the result up to the nearest 0.01%.

  • Rolling Period means, as of any date, the four Fiscal Quarters ending on or immediately preceding such date.

  • Average Monthly Limit means the maximum allowable "Average Monthly Concentration" as defined in Section 22a-430-3(a) of the RCSA when expressed as a concentration (e.g. mg/l); otherwise, it means "Average Monthly Discharge Limitation" as defined in Section 22a-430-3(a) of the RCSA.

  • State average adjusted property tax base per square mile means the sum of

  • Mid-Month Receipt Period With respect to each Distribution Date, the one month period beginning on the Determination Date (or, in the case of the first Distribution Date, from and including the Cut-Off-Date) occurring in the calendar month preceding the month in which such Distribution Date occurs and ending on the day preceding the Determination Date immediately preceding such Distribution Date.

  • Yearly (1/Year) sampling frequency means the sampling shall be done in the month of September, unless specifically identified otherwise in the effluent limitations and monitoring requirements table.

  • Forecast Period means the period of three calendar months for which a Forecast is provided;

  • Average monthly discharge limitation means the highest allowable average of "daily discharges" over a calendar month, calculated as the sum of all "daily discharges" measured during a calendar month divided by the number of "daily discharges" measured during that month. Compliance with fecal coliform bacteria or E coli bacteria limitations shall be determined using the geometric mean.