Adjustment Deficit definition

Adjustment Deficit means the amount, if any, by which the (x) Prorated Charges paid or payable by the Buyers and allocable to the Selling Parties as Prorated Charges exceed (y) the sum of the (1) Prorated Charges paid or payable by the Selling Parties and allocable to the Buyers as Prorated Charges and (2) Transferred Current Assets.
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Adjustment Deficit has the meaning set forth in Section 4.2(d)(iv).
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Adjustment Deficit is defined in Section 2.6(a).
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Examples of Adjustment Deficit in a sentence

  • Parent, Merger Sub, and the Company acknowledge and agree that any Adjustment Deficit shall be satisfied solely and exclusively out of the Adjustment Escrow Amount, and none of the Company or the Company Stockholders shall have any obligation or liability to Parent for any Adjustment Deficit that is in excess of the Adjustment Escrow Amount.

  • BioScrip shall pay the Buyers, by wire transfer of immediately available funds, in the case of a Final Adjustment Deficit, the amount of the Final Adjustment Deficit.

  • Any difference, whether positive or negative, shall be adjusted against the capital reserves (or “Amalgamation Adjustment Deficit Account” in some cases).

  • In the event the sum of the Adjustment Deficit exceeds the Adjustment Amount, the Surviving Corporation and the Company Representative shall jointly instruct the Escrow Agent to pay such excess from the Escrow Deposit.

  • For the purposes of this Agreement, “ Final Adjustment Deficit” means the Adjustment Deficit and “Final Adjustment Surplus” means theAdjustment Surplus, in each case as finally agreed or determined in accordance with this Section 1.15.

  • The Buyers may dispute BioScrip’s calculation of the Adjustment Deficit or Adjustment Surplus, as applicable by delivering to BioScrip within such 30-day period following delivery of the Preliminary Adjustment Schedule a written notice of such dispute (a “ Notice ofDispute”) which shall set forth in reasonable detail the basis for such dispute.

  • For the avoidance of doubt, this Section 1.10(e)(ii) shall be the sole recourse of Parent for any Adjustment Deficit.

  • Changes in Shareholders' Deficit Accounts Additional Cumulative Common Paid-in Translation Retained Stock Capital Adjustment Deficit ------ ---------- ----------- -------- (In millions) Balance, December 31, 1993.....

  • The proposed new buildings at the rear of the retained and altered frontage buildings would be of various heights, increasing from the High Road back towards the western boundary as follows: • 3-storeys on to Brunswick Square; • 4 to 6-storeys on to Brunswick Square; • 7-storeys on to Brunswick Square; • 4 to 6-storeys on to Percival Court; and • A central 6-storey section facing Peacock Industrial Estate to the west.

  • It is utilised in accordance with the provisions of the the Companies Act, 2013.(b) Retained Earnings/Amalgamation Adjustment Deficit AccountRetained earnings are the profits/(loss) that the Company has earned till the Balance Sheet date.


More Definitions of Adjustment Deficit

Adjustment Deficit has the meaning set forth in Section 1.10(e)(ii). "Adjustment Holdback" means $100,000.
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Adjustment Deficit has the meaning assigned to such term in Section 2.7(a).
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Adjustment Deficit has the meaning set forth in Section 1.10(e)(ii).
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Adjustment Deficit has the meaning assigned to such term in Section 1.12(a) of the Agreement.
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Related to Adjustment Deficit

  • Adjusted Capital Account Deficit means, with respect to any Member, the deficit balance, if any, in such Member’s Capital Account as of the end of the relevant Fiscal Year, after giving effect to the following adjustments:

  • Nominal Liquidation Amount Deficit means, for any tranche of notes, the Adjusted Outstanding Dollar Principal Amount minus the nominal liquidation amount of that tranche.

  • Unrealized Loss attributable to any item of Partnership property means, as of any date of determination, the excess, if any, of (a) the Carrying Value of such property as of such date (prior to any adjustment to be made pursuant to Section 5.5(d) as of such date) over (b) the fair market value of such property as of such date (as determined under Section 5.5(d)).

  • Significant deficiency means a shortcoming in the system that materially affects the ability of officials of the Department of Defense to rely upon information produced by the system that is needed for management purposes.

  • Adjustment Date As to each Adjustable Rate Mortgage Loan, each date on which the related Mortgage Rate is subject to adjustment, as provided in the related Mortgage Note.

  • Unrealized losses means the fair market value of the cost to such Person of replacing such Rate Management Transaction as of the date of determination (assuming the Rate Management Transaction were to be terminated as of that date), and “unrealized profits” means the fair market value of the gain to such Person of replacing such Rate Management Transaction as of the date of determination (assuming such Rate Management Transaction were to be terminated as of that date).

  • Deficit means an excess of liabilities and reserves of a fund over its assets.

  • Adjustment Day means the first calendar day in each month.

  • 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.

  • Net Adjustment Amount means an amount, which may be positive or negative, equal to (A) the Closing Net Working Capital as finally determined pursuant to this Section 2.5 minus the Estimated Net Working Capital, plus (B) Estimated Indebtedness minus Closing Indebtedness as finally determined pursuant to this Section 2.5, plus (C) Closing Cash as finally determined pursuant to this Section 2.5 minus Estimated Cash, plus (D) Estimated Transaction Expenses minus Closing Transaction Expenses as finally determined pursuant to this Section 2.5;

  • Adjustment Spread means either (a) a spread (which may be positive, negative or zero) or (b) a formula or methodology for calculating a spread, in each case to be applied to the Successor Rate or the Alternative Rate (as the case may be) and is the spread, formula or methodology which:

  • Adjustment Event means each of the following events: