Company Adjustment Amount means an amount equal to the Net Cash Proceeds from the sale to a Third Party of the Company Korean Theatre Assets minus the Company Korean Theatre Assets Amount; provided, however, that in the event that the Net Cash Proceeds from a sale to a Third Party of the Company Korean Theatre Assets are equal to or greater than 90% of the Company Adjustment Cap Amount, the Company Adjustment Amount shall be deemed to be an amount equal to the Company Adjustment Cap Amount minus the Company Korean Theatre Assets Amount; provided, further, that if the sale of the Company Theatre Assets to a Third Party has not been consummated by the Closing Date or the Net Cash Proceeds relating thereto have not been received by the Closing Date, then the Company Adjustment Amount shall be equal to zero.
Company Adjustment Amount means the sum of (i) 0.50 plus (ii) the Company Adjustment Factor minus (iii) the Parent Adjustment Factor.
Company Adjustment Amount means (i) in the case of Section 1.14(b)(i), the amount equal to the Final Excess Working Capital Amount minus the Excess Working Capital Amount, (ii) in the case of Section 1.14(b)(ii), the amount equal to the Deficient Working Capital Amount minus the Final Deficient Working Capital Amount, and (iii) in the case of Section 1.14(b)(iii) the sum of the Final Excess Working Capital Amount and the Deficient Working Capital Amount; provided, however, that in the case of each of (i), (ii) and (iii) the Company Adjustment Amount will be increased by the Broker Commission Amount, if any. Any positive difference between the Broker Commission Amount and the Parent Adjustment Amount (as defined below) shall be deemed a Company Adjustment Amount.
Examples of Company Adjustment Amount in a sentence
The sum of the estimated Company Adjustment Amount and the Interim Elections Amount is the "ESTIMATED ADJUSTMENT AMOUNT".
Not less than five (5) business days prior to the Closing Date, the Company shall deliver to the Purchaser a balance sheet for the Company as of June 30, 1998 (the "PRE-CLOSING BALANCE SHEET"), together with a calculation of the estimated Company Adjustment Amount determined based upon the Pre-Closing Balance Sheet.
The Preliminary Closing Statement shall set forth the Buyer’s good faith calculation of the actual Company Closing Cash, Company Closing Indebtedness, Company Net Working Capital and Company Transaction Expenses, the Company Specified Addback and the Buyer’s calculation of the corresponding Company Adjustment Amount.
More Definitions of Company Adjustment Amount
Company Adjustment Amount shall have the meaning set forth in SECTION 2.4(a).
Company Adjustment Amount is defined in Section 3.03(g)(ii).
Company Adjustment Amount shall have the meaning set forth in Section 2.11(e).
Company Adjustment Amount means the positive or negative number that is equal to (a) the Company Net Working Capital Difference, minus (b) Company Closing Indebtedness, plus (c) Company Closing Cash, minus (d) Company Transaction Expenses, all determined in accordance with the Accounting Principles, plus (e) the Company Specified Addback.
Company Adjustment Amount has the meaning given thereto in Section 3.05(e).
Company Adjustment Amount shall equal (A) if (i) the Common Share Percentage multiplied by (ii) the Final Net Working Capital Adjustment is less than (x) the Common Share Percentage multiplied by (y) the Initial Net Working Capital Adjustment, the amount of such shortfall, and (B) if the Final Net Working Capital Adjustment exceeds or equals the Initial Net Working Capital Adjustment, zero. The Initial Shareholder Escrow Release as determined pursuant to this paragraph (e) shall be used to calculate the Initial Escrow Payment. The Company Adjustment Amount as determined pursuant to this paragraph (e) shall be used to calculate the Company Adjustment Payment. Promptly upon the final determination of the Net Working Capital as of the Closing Date in accordance with paragraph (d) above, (i) the Parent, the Surviving Corporation and the Payee Representatives agree to execute and deliver to the Escrow Agent written disbursement instructions authorizing the Escrow Agent to make promptly (x) the Initial Escrow Payments, if any, to the Payees and (y) the Initial Company Escrow Release, if any, to the Surviving Corporation, in accordance with the terms of the Escrow Agreement and (ii) the Surviving Corporation shall promptly pay the Company Adjustment Payments (if any) to the Payees. The Initial Company Escrow Release, if any, shall be paid by the Escrow Agent from the Escrow Adjustment Amount and, to the extent that the Escrow Adjustment Amount is not sufficient to pay the Initial Company Escrow Release, from the Escrow Indemnification Amount.
Company Adjustment Amount. The Shareholders shall be entitled to receive cash in the amount of the Company Adjustment Amount, if any, from Parent. In the event of a Company Adjustment Amount, Parent shall deliver such amount to the Shareholders’ Representative within five (5) Business Days following such determination and the Shareholders’ Representative shall make disbursement to the Shareholders promptly thereafter.