Adjusted Closing Date Payment definition

Adjusted Closing Date Payment has the meaning set forth in Section 2.04(b)(ii).
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Adjusted Closing Date Payment has the meaning set forth in Section 2.04(b)(ii). “Affiliate” of a Person means any other Person that directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with, such Person. The term “control” (including the terms “controlled by” and “under common control with”) means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a Person, whether through the ownership of voting securities, by contract or otherwise.
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Adjusted Closing Date Payment means (a) $16,000,000, plus (b) the Final Working Capital Surplus Amount, if any, minus (c) the Final Working Capital Deficit Amount, if any, minus (d) the Indemnity Escrow Amount.
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Examples of Adjusted Closing Date Payment in a sentence

  • If the Adjusted Closing Date Payment is greater than the Closing Date Payment, as finally determined pursuant to Section 2.04(c), the Post-Closing Adjustment shall be payable by Buyer to Sellers pursuant to Section 2.04(d).

  • If the Closing Statement is not delivered to Avaya within 90 days after the Closing Date, then Avaya will have the right to elect that Avaya’s estimates from the Estimate Report will constitute the amounts for the Adjusted Closing Date Payment and will be final, conclusive and binding upon, and non-appealable by, the parties hereto.

  • If the Adjusted Closing Date Payment is less than the Closing Date Payment, as finally determined pursuant to Section 2.04(c), the Post- Closing Adjustment shall be payable by Sellers to Buyer pursuant to Section 2.04(d).

  • If the Adjusted Closing Date Payment as finally determined pursuant to this Section 2.03 is greater than the Closing Date Payment, then Purchasers shall pay an amount equal to the difference between the Adjusted Closing Date Payment and the Closing Date Payment in cash by wire transfer of immediately available funds on or before the date that is ten (10) Business Days after the date of the Post-Closing Working Capital Statement.

  • If the Adjusted Closing Date Payment as finally determined pursuant to this Section 2.03 is less than the Closing Date Payment, then Purchasers shall deliver a written notice to Seller which instructs Seller to pay an amount equal to the difference between the Closing Date Payment and the Adjusted Closing Date Payment in cash by wire transfer of immediately available funds on or before the date that is five (5) Business Days after the date of that notice.

  • When used hereunder, the “ Adjusted Closing Date Payment ” means an aggregate amount equal to (i) the Purchase Price, plus or minus (as applicable), (ii) the Adjustment Amount, as finally determined pursuant to Section 2.03(b) .

  • If the Adjusted Closing Date Payment is less than the Closing Date Payment, as finally determined pursuant to Section 2.04(c), the Post-Closing Adjustment shall be payable by Sellers to Buyer pursuant to Section 2.04(d).

Related to Adjusted Closing Date Payment

  • Closing Date Payment has the meaning set forth in Section 2.04(a)(i).

  • Post-Closing Adjustment Amount has the meaning set forth in Section 2.2(a).

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

  • Estimated Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a) hereof.

  • Closing Date Cash means Company Cash as of 11:59 P.M. on the date immediately prior to the Closing Date.

  • Excess Cash Payment Date means the date occurring 95 days after the last day of each Fiscal Year of Holdings (commencing with the Fiscal Year of Holdings ended December 31, 2010).

  • Closing Cash Payment has the meaning set forth in Section 2.06(a).

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

  • Closing Adjustment Amount shall have the meaning set forth in Section 3.2(c).

  • Deferred Payment Date for a Participant means the date after the Restricted Period which is the earlier of (i) the date which the Participant has elected to defer receipt of Restricted Shares in accordance with Section 4.4 of this Restricted Share Plan; and (ii) the Participant’s Separation Date.

  • Class A-2 Final Scheduled Distribution Date means the Distribution Date.

  • Final Scheduled Distribution Date means with respect to (i) the Class A-1 Notes, the February 8, 2017 Distribution Date, (ii) the Class A-2-A Notes, the June 10, 2019 Distribution Date, (iii) the Class A-2-B Notes, the June 10, 2019 Distribution Date, (iv) the Class A-3 Notes, the October 8, 2020 Distribution Date, (v) the Class B Notes, the March 8, 2021 Distribution Date, (vi) the Class C Notes, the January 10, 2022 Distribution Date, (vii) the Class D Notes, the February 8, 2022 Distribution Date and (viii) the Class E Notes, the September 8, 2023 Distribution Date.

  • Deferred Sales Charge Payment Date means June 10, 2015 and the tenth day of each month thereafter through October 10, 2015.

  • Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).

  • Closing Date Term Loan has the meaning specified in Section 2.01(a).

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

  • Class A-1 Final Scheduled Distribution Date means the Distribution Date.

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

  • Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a).

  • Payment Adjustment Date With respect to each ARM Loan, the date on which the Borrower's Monthly Payment changes in accordance with the terms of the related Mortgage Note.

  • True-Up Date means the date which is forty-five (45) days after the latest to occur of the Termination Date of this Agreement, the Termination Date of the Single Family Agreement, if applicable, or disposition of all Assets pursuant to this Agreement or the Single Family Agreement, if applicable. EXHIBIT 2.5

  • Earnout Payment has the meaning set forth in Section 2.3(b).

  • Class A-4 Final Scheduled Distribution Date means January 17, 2023.

  • Closing Payment Amount shall have the meaning set forth in Section 3.1(a).

  • Delayed Closing Date means the date, set in accordance with section 3, on which the Vendor agrees to Close, in the event the Vendor cannot Close on the Firm Closing Date.