Closing Date Shared Expenses definition

Closing Date Shared Expenses means an amount equal to the aggregate of all commercially reasonable Expenses (to be determined as of the Closing Date by mutual agreement of the parties) associated with the Indemnity Agent and any filing fees related to the HSR Act.
Sample 1

Examples of Closing Date Shared Expenses in a sentence

  • For administrative convenience, Buyer agrees to pay and be liable for the Closing Date Shared Expenses and Expenses included in the Inventory Closing Shared Expense Amount.

  • In consideration therefore, the parties agree that Buyer will be reimbursed, through a credit against the Purchase Price at Closing, in an amount equal to one-half of the Inventory Closing Shared Expense Amount and one-half of the Closing Date Shared Expenses.

  • Except for the Closing Date Shared Expenses and Expenses included in the Inventory Closing Shared Expense Amount, each party hereto will pay all costs and Expenses incident to its negotiation and preparation of this Agreement and to its performance and compliance with all agreements and conditions contained herein on its part to be performed or complied with, including the fees, Expenses and disbursements of its counsel and accountants.

Related to Closing Date Shared Expenses

  • Closing Costs means, collectively, all initial costs and fees that identified above and in Section 16 that Seller agrees to pay to Buyer as consideration for agreeing to enter into this Agreement.

  • Closing Transaction Expenses means the Transaction Expenses as set forth on the Closing Statement.

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

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

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

  • Closing Date Working Capital has the meaning specified in Section 2.3(b).

  • Closing Date Term Loans means the Term Loans made by the Term Lenders on the Closing Date to the Borrower pursuant to Section 2.01(1).

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

  • Closing Fees means those fees required to be paid on the Closing Date pursuant to the Fee Letter.

  • Closing Date Acquisition shall have the meaning assigned to such term in the recitals hereto.

  • Estimated Transaction Expenses has the meaning set forth in Section 2.3(a).

  • Excluded Expenses means any costs, fees or expenses of the Company or any Company Subsidiary arising out of or relating to any dispute with the Shareholder Representative or otherwise with respect to the terms of this Agreement other than the Shareholder Representative’s equal share of the fees and expenses of the Neutral Auditor and the investment bank pursuant to Section 2.4(d)(i) and except as otherwise set forth in Section 7.8.

  • Closing Date Net Working Capital means the Net Working Capital as of the Closing Date.

  • Closing Date Business Plan means the set of Projections of Borrowers for the 3 year period following the Closing Date (on a year by year basis, and for the 1 year period following the Closing Date, on a month by month basis), in form and substance (including as to scope and underlying assumptions) satisfactory to Agent.

  • Post-Closing Taxes means Taxes of the Company for any Post-Closing Tax Period.

  • Acquisition Costs means all fees, costs, expenses, stamp, registration or transfer Taxes incurred by the Group in connection with the Acquisition.

  • Closing Date Statement has the meaning set forth in Section 2.06(b).

  • Transaction Costs means all fees, costs and expenses incurred or payable by the Borrower or any Subsidiary in connection with the Transactions.

  • Transaction Expenses means any fees or expenses incurred or paid by the Investors, Holdings, the Borrower or any of its (or their) Subsidiaries in connection with the Transactions (including expenses in connection with hedging transactions), this Agreement and the other Loan Documents and the transactions contemplated hereby and thereby.

  • Seller Transaction Expenses means all unpaid fees, costs, charges, expenses, obligations, payments and awards that are incurred by the Sellers or their Affiliates in connection with, relating to or arising out of the preparation, negotiation, execution, delivery and performance of this Agreement and the Transaction Documents and the consummation of the transactions contemplated hereby and thereby, including all Taxes.

  • Company Expenses has the meaning provided in Section 8.3.

  • Financing Costs means for each calendar day the product of:

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

  • First Amendment Closing Date has the meaning assigned to such term in the First Amendment.

  • Reimbursable Costs means expenses incurred by the employee in the course of engaging in the planned learning activity and include registration, tuition and examination fees as well as textbooks/discs and applicable taxes. They may also include reasonable, incremental meal, accommodation and travel expenses.

  • Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.