Closing Expenses definition

Closing Expenses means all transaction costs or expenses incurred by the Company as of the Effective Time in connection with the Contemplated Transactions (including investment banking fees, legal fees and expenses, debt prepayment penalties and premiums and breakage fees) that are not reimbursed or paid directly by the Sellers.

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Closing Expenses has the meaning set forth in Section 4.2.

Closing Expenses means the funds, if any, required to defray other closing adjustments under the PSA.

Examples of Closing Expenses in a sentence

• Except for the Investment Banker or as set forth on Schedule ‎3.19 (the fees, commissions and expenses of the foregoing being Closing Expenses), no investment banker, broker, finder or other intermediary has been retained by or is authorized to act on behalf of the Company who is entitled to any fee or commission in connection with the Transactions.

• The aggregate consideration for the Purchased Company Shares shall be an amount equal to (i) $2,350,000,000 (the “Base Purchase Price”), minus (ii) the Estimated Closing Indebtedness, minus (iii) the Estimated Closing Expenses, plus or minus, as applicable, (iv) the Estimated Closing Working Capital Surplus or the Estimated Closing Working Capital Deficiency, plus (v) the Estimated Cash on Hand, in each case, subject to adjustment as provided in Section ‎2.4.

More Definitions of Closing Expenses

Closing Expenses means the funds, if any, required to defray any closing adjustments payable by Vermont Yankee in accordance with the PSA.

Closing Expenses means (a) all expenses of the Acquired Companies incurred or to be incurred in connection with the preparation, execution and consummation of this Agreement and the transactions contemplated hereby, including all fees and disbursements of legal advisors, investment bankers, accountants and other advisors and service providers, payable by any Acquired Company, (b) payments, bonuses or severance which become due or are otherwise required to be made as a result of or in connection with the Closing or as a result of any change of control or other similar provisions, and (c) the portion of any payroll, employment or other Taxes, if any, that is required to be paid by any Acquired Company with respect to the amounts payable pursuant to this Agreement or the amounts described in clause (a) and (b), and that, in each case, remain outstanding and are to be paid at the Closing.

Closing Expenses as defined in Section 11.6(a).

Closing Expenses means all Fees payable by the Borrower pursuant to any Financing Document and all other costs and expenses (including prorated taxes) payable by the Borrower or Twelvepole which are included in detail in the Projections or are otherwise approved by the Borrower and the Lead Arrangers, in each case payable on the Restructuring Effective Date.

Closing Expenses has the meaning set forth in Section 4.2. “Closing Statement” has the meaning set forth in Section 4.3. “Declaration of Value” has the meaning set forth in Section 3.2. “Deed” has the meaning set forth in Section 2.1.

Closing Expenses means the aggregate amount of all Expenses, in each case to the extent not paid by the Company or the Company Subsidiaries, as of immediately prior to the Closing.

Closing Expenses means any costs and expenses incurred by Buyer in connection with the negotiation, execution, delivery and performance of this Agreement and other relevant documents and the transactions contemplated hereby and thereby, including but no limited to all reasonable legal fees and expenses of counsel to Buyer, all reasonable auditing fees of Buyer and all reasonable fees and expenses of financial advisors payable by Buyer.