Final Indebtedness definition

Final Indebtedness has the meaning set forth in Section 3.2(b).

Final Indebtedness means the Closing Indebtedness as finally determined pursuant to Section 2.02.

Final Indebtedness shall have the meaning ascribed in Section 2.6(b).

Examples of Final Indebtedness in a sentence

• The Representative and Buyer shall request that the Referee only determine the disputed portions of Final Indebtedness, Final Cash, Final Net Working Capital Deficiency and Final Company Transaction Costs within thirty (30) days after the objections thatremain in dispute are submitted to it.

• The Purchaser and the Sellers’ Representative shall instruct the Escrow Agent within 10 Business Days of the determination of the Final Indebtedness, to release to the Purchaser from the Claim Escrow held in the Escrow Account an amount equal to the Indebtedness Repayment (together with any accrued interest on the amount so paid but less any applicable bank charges) or, if lower, the amount of the Claim Escrow standing to the credit of the Escrow Account (but less any applicable bank charges).

• If the Indebtedness as determined pursuant to clauses 6.4.1, 6.4.2, or 6.6 (the “ Final Indebtedness”) is greater than the Estimated Indebtedness, the Sellers shall be liable on a pound for pound basis to the Purchaser for the difference between the amount of the Final Indebtedness and the Estimated Indebtedness (“Indebtedness Repayment”) but only if the Indebtedness Repayment is greater than £100,000, in which case the Sellers will be liable for the full amount of the Indebtedness Repayment.

• The Adjustment Items as finally determined pursuant to this Section 2.7(b), are referred to herein as the "Final Company Cash and Cash Equivalents," "Final Tax BenefitAmount," "Final Company Working Capital," "Final Company Fees and Expenses," "Final Indebtedness for Borrowed Money" and "Final Income Taxes," respectively.

• Absent manifest error, the decision of the Accounting Expert shall be final and binding upon the Parties and enforceable by any court of competent jurisdiction and the Accounting Expert’s final determination of Company Cash, Net Working Capital, Indebtedness, and Transaction Expenses, as applicable, shall be deemed the Final Company Cash, Final Net Working Capital, Final Indebtedness, and Final Transaction Expenses, respectively.

More Definitions of Final Indebtedness

Final Indebtedness means the Closing Indebtedness, (x) as shown in the Closing Statement if no Notice of Disagreement with respect thereto is duly and timely delivered pursuant to Section 1.3 or (y) if such a Notice of Disagreement is so delivered, as agreed by Seller and Buyer pursuant to Section 1.3 or (z) if such Notice of Disagreement is so delivered and in the absence of such agreement, as shown in the Arbiter’s calculation delivered pursuant to Section 1.3.

Final Indebtedness has the meaning ascribed to such term in Section 1.3(b)(iii)(A).

Final Indebtedness means the Closing Indebtedness, (x) as shown in the Closing Statement if no Notice of Disagreement with respect thereto is duly and timely delivered pursuant to Section 1.03 or (y) if such a Notice of Disagreement is so delivered, as agreed by Seller and Buyer pursuant to Section 1.03 or (z) if such Notice of Disagreement is so delivered and in the absence of such agreement, as shown in the Arbiter’s calculation delivered pursuant to Section 1.03.

Final Indebtedness has the meaning given to it in Section 1.16(b).

Final Indebtedness is defined in Section 2.5(b).

Final Indebtedness means the aggregate amount of Indebtedness of the Company as of immediately prior to the Closing.

Final Indebtedness. Section 2.4(d)