Pre-Closing RGU Adjustment means the decrease, if any, in the Base Purchase Price determined pursuant to Section 2.9(b) hereof.
Post-Closing Adjustment Amount has the meaning set forth in Section 2.04(c).
Closing Adjustment Amount shall have the meaning set forth in Section 2.3(c).
Pre-Closing Straddle Period means the portion of a Straddle Period ending on the Closing Date.
Closing Stock Price means the Stock Price as of the last day of any Performance Measurement Period.
Term SOFR Adjustment means a percentage equal to 0.10% per annum.
Closing Consideration shall have the meaning set forth in Section 2.1(b).
Purchase Price Adjustment shall have the meaning specified in Section 3.02.
Pre-Closing Statement has the meaning set forth in Section 2.4(a).
SOFR Adjustment means 0.10% (10 basis points).
Final Adjustment Amount has the meaning set forth in Section 2.4(c).
Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.
RI Closing Value means, in respect of a Reference Item and a ST Valuation Date, the Settlement Level (as defined in the Equity Linked Conditions) on such ST Valuation Date.
Adjustment Escrow Amount means $2,000,000.
Estimated Closing Cash has the meaning set forth in Section 2.4(a).
Pre-Closing Period means any Tax period ending on or before the Closing Date.
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.
Initial Closing Price means the RI Closing Value of a Reference Item on the Strike Date