Additional Closing Payment definition

Additional Closing Payment means a cash payment equal to the Closing Revenues.
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Additional Closing Payment is defined in Section 2.4.
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Additional Closing Payment means $8,000,000 x (the aggregate Ownership Percentage of Xxxxxxxxx and Xxxxx).
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Examples of Additional Closing Payment in a sentence

  • Within five (5) Business Days of the completion of (a) the Transition Period, subject to an early termination thereof by Xxxxxxxxx and Xxxxx after Buyer’s receipt of their joint written notice, (b) all of the Transition Events, each as described in Section 5.15(b), and (c) Buyer’s receipt of the Transition Certification, Buyer shall pay 12.5% of the Additional Closing Payment to each of Xxxxxxxxx and Xxxxx, by wire transfer or other immediately available funds to an account designated by them in writing.

  • Buyer and Seller shall attempt in good faith to negotiate ---------- an allocation of the Closing Payment, with respect to the Assets, and each Additional Closing Payment, with respect to the transfer and delivery of the Additional Sites and the Additional Assets related to the ownership and operation thereof, in a manner which complies with Section 1060 of the Code prior to Closing.

  • If the Additional Closing Payment Adjustment Payment becomes payable under Section 2.5(c), an amount equal to the product of (1) the Additional Closing Payment Adjustment Payment Per FD Share, multiplied by (2) the Series D Conversion Ratio.

  • If the Buyers do not receive within such period a written response electing to receive the Closing Promissory Note in lieu of the Additional Closing Payment, the right to make such election shall terminate and the Buyers shall pay to the Seller the Additional Closing Payment.

  • If the Additional Closing Payment Adjustment Payment becomes payable under Section 2.5(c), an amount equal to the product of (1) the Additional Closing Payment Adjustment Payment Per FD Share, multiplied by (2) the Series C Conversion Ratio.

  • If the Additional Closing Payment Adjustment Payment becomes payable under Section 2.5(c), an amount equal to the product of (1) the Additional Closing Payment Adjustment Payment Per FD Share, multiplied by (2) the Series A Conversion Ratio.

  • The execution, delivery and performance of this Agreement (including payment of the Purchase Price, any contingent payments contemplated under Section 2.3 hereof and the Additional Closing Payment) and each Ancillary Document of Buyer or any of its Affiliates have been duly authorized and approved by all necessary action with respect to Buyer and each such Affiliate under such Person’s Organizational Documents, and each such authorization and approval remains in full force and effect.

  • If the Additional Closing Payment Adjustment Payment becomes payable under Section 2.5(c), an amount equal to the product of (A) the Additional Closing Payment Adjustment Payment Per FD Share multiplied by (B) the Conversion Ratio for the series of Company Preferred Stock subject to such Outstanding Preferred Warrant.

  • If the Additional Closing Payment Adjustment Payment becomes payable under Section 2.5(c), an amount equal to the product of (1) the Additional Closing Payment Adjustment Payment Per FD Share, multiplied by (2) the Series B Conversion Ratio.

  • The Representative will have two (2) NASDAQ trading days from the date of delivery of such notice to deliver (which delivery can be made by electronic mail) to the Buyers a written response notifying the Buyers of the Seller’s election as to receive the Closing Promissory Note in lieu of the Additional Closing Payment.


More Definitions of Additional Closing Payment

Additional Closing Payment has the meaning set forth in Section 3.2(d).
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Additional Closing Payment shall have the meaning set forth in -------------------------- Section 2.5(b) hereof. --------------
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Additional Closing Payment means (x) the Accrual Amount, plus (y) the Final Net Available Cash, plus (z) the Final Closing Adjustment (it being agreed and understood that (i) if either the Final Net Available Cash or the Final Closing Adjustment is a negative number, such amount shall reduce the Additional Closing Payment and (ii) if the Additional Closing Payment is a negative number, it shall reduce the Merger Consideration).
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Additional Closing Payment shall have the meaning ascribed to such term in Section 2.2(a). --------------
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Additional Closing Payment means 215,285 shares of Purchaser Common Stock (which, based upon the Purchaser Stock Price calculated as of the date hereof, has a value of $4.0 million).
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Related to Additional Closing Payment

  • Closing Payment has the meaning set forth in Section 2.2(a).

  • Additional Closing has the meaning set forth in Section 2.3.

  • Additional Closing Date has the meaning set forth in Section 3.

  • Closing Payment Amount will have the meaning set forth in Section 1.3(a).

  • Subsequent Closing shall have the meaning ascribed to such term in Section 2.4.

  • Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.

  • Second Closing Date means the date of the Second Closing.

  • Put Closing Date shall have the meaning set forth in Section 2.3.8.

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Series Closing Date means the date designated as such in the Series Term Sheet.

  • Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.

  • Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.

  • Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.

  • Original Closing Date means the "Closing Date" as defined in the Existing Credit Agreement.

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Third Closing Date has the meaning set forth in Section 2.2(c).

  • Second Closing has the meaning set forth in Section 2.2.

  • Expected Final Payment Date means, with respect to each Series or, if applicable, each Class of Securitization Bonds, the date when all interest and principal is scheduled to be paid with respect to that Series or Class in accordance with the Expected Amortization Schedule, as specified in the Series Supplement therefor.

  • Scheduled Closing Date Has the meaning specified in the Note Purchase Agreement.

  • Increased Facility Closing Date any Business Day designated as such in an Increased Facility Activation Notice.

  • Final Closing Cash shall have the meaning set forth in Section 2.11(g).

  • Initial Closing shall have the meaning ascribed to such term in Section 2.1.

  • First Closing has the meaning set forth in Section 2.1(a).

  • 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.

  • Anticipated Closing Date shall have the meaning set forth in Section 1.6(a).