Application of Adjustments. If a suspension, offset, or reduction under Section XII or Section XIII applies with respect to a Settling State, the suspension, offset, or reduction shall be applied proportionally to all amounts that would otherwise be apportioned and distributed to the State Fund, the Abatement Accounts Fund, and the Subdivision Fund for that State.
Application of Adjustments. If any offset under Section XI applies with respect to a Settling State, the offset shall be applied proportionally to all amounts that would otherwise be apportioned and distributed to the State Fund, the Abatement Accounts Fund, and the Subdivision Fund for that State.
Application of Adjustments. The adjustments made pursuant to subsection (a) for legislation shall—
Application of Adjustments. (a) Should ATN be entitled to more than one adjustment by virtue of this schedule then ATN shall be entitled to the sum of them all.
Application of Adjustments for greater certainty, the Lenders acknowledge and agree that without limiting the generality of the provisions of Sections 17.9.1 and 17.9.2, such provisions will have application if and whenever any Lender shall obtain any payment (whether voluntary, involuntary, through the exercise of any right of set-off, compensation, or otherwise) on account of any monies owing or payable by the Borrower to it hereunder in excess of its Lender's Proportion of payments on account of monies owing by the Borrower to all the Lenders hereunder (collectively, the "Obligations"), and in such event, such Lender shall promptly purchase from the other Lenders participations in the Obligations held by the other Lenders in such amounts, and make such other adjustments from time to time as shall be equitable to the end that all the Lenders shall share the benefit of such payment pro rata in accordance with the unpaid principal of and interest on the Obligations then due to each of them. To such end, all of the Lenders shall make appropriate adjustments among themselves (by the resale of participations sold or otherwise) if all or any portion of such excess payment is thereafter rescinded or must otherwise be restored. The Borrower agrees, to the fullest extent it may effectively do so under applicable law, that any Lender so purchasing a participation in the Obligations held by the other Lenders may exercise all rights of set-off, banker's lien, counterclaim, or similar rights with respect to such participation as fully as if such Lender were a direct holder of Obligations in the amount of such
Application of Adjustments. (i) If, upon the occurrence of any determination or event giving rise to an adjustment in the Capital Contribution of the Investor Limited Partner under Sections 5.2(a) (aggregating all concurrent adjustments applicable to the Investor Limited Partner under Sections 5.2(a)), there is a reduction in such Capital Contribution, then such reduction shall be applied first to reduce the amount of any unpaid portion of the Capital Contribution of the Investor Limited Partner by a corresponding amount.
Application of Adjustments. All adjustments to the Purchase Price shall increase (or decrease) the Purchase Price paid for each share of Stock on a proportionate basis. Attached hereto as Schedule 2.3 is an example of the calculation of the Purchase Price adjustments contemplated by this Section 2.3, for illustrative purposes only, prepared by the Shareholders as a good faith estimate of the items set forth in this Section 2.3 as if the Closing Date was February 28, 1999. It is the intention of the parties that, without duplication and without limitation, the preceding paragraphs result in an adjustment to the Purchase Price to reflect a pro ration of all expenses incurred by the Cable Companies, and all payments made on account of services to be provided by the Cable Companies to: (x) the period up to but not including the Closing Date; or (y) the period beginning on the Closing Date. Such pro rations shall include, without limitation and without duplication, interest accrued on the Bank Debt, all payments received for CATV services to be rendered in whole or in part on or after the Closing Date, prepayments relating to periods of time on or after the Closing Date, property and other Taxes and assessments, payroll, accrued vacation, copyright royalties and fees, rents, pole rents, franchise fees, license fees, power and utility expenses, deposits and prepaid expenses. The Shareholders shall prepare and deliver to Buyer, at least five business days prior to the Closing Date, a statement (the "Estimate Statement") showing, as of the latest date reasonably possible, the amount reasonably estimated by Shareholders, in good faith, to be the amount of the Purchase Price adjustments provided for in this Section 2.3. The Purchase Price adjustments reflected in the Estimate Statement shall be used in determining the Purchase Price at Closing. However, such adjustments (and the Purchase Price) shall be recalculated subsequent to the Closing in accordance with this section. Within 120 days after the Closing Date, the Buyer shall prepare a statement (the "Final Statement") showing, as of the Closing Date, the Purchase Price adjustments provided for in this Section 2.3, and the Purchase Price shall be recalculated to reflect such Purchase Price adjustments. Within 30 days of receipt of the Final Statement, Shareholders may object thereto. All matters contained within the Final Statement for which no objection is proposed within such 30 days shall be deemed accepted. Buyer and Shareholders shall ...
Application of Adjustments. 86 17.9.4 Borrower's Acknowledgement......................... 86 Section 17.10 Sharing among the Lenders................................. 87 Section 17.11 Cash Collateral Accounts.................................. 87 Section 17.12 Instructions from Lenders................................. 87 17.12.1 Waivers, Amendments, Etc........................... 87 17.12.2
Application of Adjustments. For each Product with respect to which Roche is entitled to an adjustment in royalty payments pursuant to Sections 5.3, 5.4 and 5.5, such adjustment shall be applied pursuant to only the first to occur of the events described or referred to in each of the foregoing sections, and not to any subsequent event. Notwithstanding the foregoing, or any other provision of this Agreement, in no event shall any credit or adjustment pursuant to Sections 5.3, 5.4 or 5.5 result in ArQule receiving royalties for a given calendar quarter pursuant to Section 5.1 in an amount less than * percent (*%) of the amounts set forth therein if no adjustment(s) had been made. Credits and adjustments not utilized pursuant to the immediately preceding sentence may be carried forward to any quarter that the credit or adjustment is not fully utilized in accordance with this Section 5.8 until utilized.
Application of Adjustments for greater certainty, the Lenders acknowledge and agree that without limiting the generality of the provisions of Sections 17.9.1 and 17.9.2, such provisions will have application if and whenever any Lender shall obtain any payment (whether voluntary, involuntary, through the exercise of any right of set-off, compensation, or otherwise) on account of any monies owing or payable by the Borrowers to it hereunder in excess of its Lender's Proportion of payments on account of monies owing by the Borrowers to all the Lenders hereunder;
