Closing Date Payments definition

Closing Date Payments means the payment at the Closing in full, in cash, of the Preliminary Cash Purchase Price, the Transaction Expenses, the Closing Date Indebtedness and any costs, fees and expenses required to be paid by Buyer in connection with the transactions contemplated by this Agreement and the Financing.

Closing Date Payments shall have the meaning set forth in Section 2.10(b).

Closing Date Payments means the payment at the Closing in full, in cash, of the Cash Consideration and any costs, fees and expenses required to be paid by Buyer in connection with the transactions contemplated by this Agreement, any other Transaction Document or the Financing.

Examples of Closing Date Payments in a sentence

• The Closing Date Payments shall be subject to adjustment as set forth in Section 1.11.

• Aiming to contribute to the design and implementation of conceptual framework with critical variables included measuring supply chain performance in the context of Metehara Sugar Factory, three major components are included first, a brief definition and explanation of what supply chain and supply chain management were discussed.

• One million dollars ($1,000,000) of the Upfront Payment shall be credited to and reduce each of the Closing Date Payments for the first three projects achieving NTP.

• If any Common Stockholder, Series A Preferred Stockholder or Series B Preferred Stockholder fails to deliver a completed and validly executed Letter of Transmittal prior to the Closing, Parent will pay the amount in cash set forth on the Closing Date Payments Exhibit with respect to such Stockholder within three Business Days of receipt of a completed and validly executed Letter of Transmittal from such Stockholder after the Closing.

• Upon the declaration by the city of a Level 1 Water Supply Shortage condition, the City will implement an active communication campaign asking the community to conserve water in compliance with the City’s permanent water use restrictions.

More Definitions of Closing Date Payments

Closing Date Payments means, collectively, the payments made by Loan Parties on the Closing Date in respect of (i) costs, fees and expenses payable on the Closing Date with respect to the Closing Date Merger Agreement, (ii) the Refinancing, including, repayment in full, in cash of the Pre-Closing Date Subordinated Debt outstanding on the Closing Date and (iii) the full or partial redemption of the Equity Interests of Borrowing Agent held by Prudential and Main Street (or one or more of their respective Affiliates).

Closing Date Payments means the payment in full, in cash, of the Cash Consideration and the payment of all costs, fees and expenses in connection with the Transactions.

Closing Date Payments means the payment in full, in cash, of the aggregate Expenses of the Parties other than Consent Expenses, Financial Advisor Expenses and the expenses set forth on Section 6.1(f) of the JBG Disclosure Letter and the Vornado Disclosure Letter below the cap described therein.

Closing Date Payments means (i) the payment in full, in cash, of the aggregate Merger Consideration, RSU Consideration and Option Consideration required to be paid by Parent and Merger Sub in connection with the consummation of the Transaction, (ii) the payment of all costs, fees and expenses required to be paid by Parent and Merger Sub in connection with the Merger and the Debt Financing and (iii) the payment of any other amounts required to be paid by Parent and Merger Sub in connection with the consummation of the Transaction.

Closing Date Payments means (i) the payment in full, in cash, of the aggregate Merger Consideration, RSU Consideration, PSU Consideration and Option Consideration required to be paid by Parent and Merger Sub in connection with the consummation of the Transaction, (ii) the payment of all costs, fees and expenses required to be paid by Parent and Merger Sub in connection with the Merger and (iii) the payment of any other amounts required to be paid by Parent and Merger Sub in connection with the consummation of the Transaction.

Closing Date Payments means (a) the payment in full, in cash, of the aggregate amount of Per Share Merger Consideration required to be paid by Parent and Merger Sub in connection with the consummation of the Merger and the terms of this Agreement, (b) the payment of all costs, fees and expenses required to be paid by Parent and Merger Sub in connection with the Merger and any Financing, and any refinancing, repurchase or repayment of amounts with respect to the Credit Facility, the Convertible Notes or any other outstanding indebtedness of the Company or its Subsidiaries contemplated by this Agreement or the Debt Agreement and (c) the payment of any other amounts required to be paid by Parent and Merger Sub (or the Surviving Corporation) on or promptly after the Closing Date in connection with the consummation of the transactions contemplated hereby and the terms of this Agreement (including Article III).

Closing Date Payments means (i) the payment in full, in cash, of the Consideration (subject to any Tax Deductions), (ii) the repayment in full of all Existing Target Debt pursuant to its terms, (iii) the redemption of the Loan Notes in accordance with clause 6.3(C), (iv) payment of the transaction bonuses referred to in paragraph (a) of the definition of “Transaction Bonuses” above (in accordance with clause 11.3(A)) and (v) the payment of the fees and expenses described in clause 11.3(C).