Examples of Adjusted Closing Payment in a sentence
As promptly as practicable, and in any event, within one hundred twenty (120) days after the Closing Date, Buyer will deliver to Shareholder the Closing Statement, together with supporting documentation reasonably sufficient to confirm and support Buyer’s calculation of the PP Components and the Adjusted Closing Payment.
The Parties acknowledge that, except with respect to the employee bonus payments to be paid by the Company in connection with the Closing, no withholding is required from the Estimated Closing Payment or the Adjusted Closing Payment under current applicable law, assuming the accuracy of the representation contained in Section 2.10(y) and delivery of the certificate described in Section 1.2(a)(viii).
Sellers warrant to Purchaser, Purchaser Ohio Affiliate, Worthington Warehouse and WS Michigan that, at the time of the Closing, the Purchased Assets shall, except for the filing of any required UCC-3 termination statements and any discharge of mortgage (which will be filed promptly following the receipt by Sellers of the Adjusted Closing Payment), be free and clear of all Encumbrances, except for Permitted Liens.
At the Closing, (i) the Sellers shall deliver to WRF stock certificates representing all of the Shares, together with stock powers duly endorsed in blank, and such other documents, certificates and instruments as WRF shall reasonably request and (ii) WRF shall deliver to the Sellers 95% of the Adjusted Closing Payment, as adjusted pursuant to Section 2.2(c) hereof.
The Parties acknowledge that, except with respect to the employee bonus payments to be paid by the Company in connection with the Closing, no withholding is required from the Estimated Closing Payment or the Adjusted Closing Payment under current applicable law, assuming the accuracy of the representation contained in S ection 2.10(y) and delivery of the certificate described inS ection 1.2(a)(viii).