Closing Incentive Amount definition

Closing Incentive Amount means an amount payable with respect to the Company Incentive Award upon the consummation of the transactions contemplated hereby (including any related payments or commitments pursuant to any Benefit Plan), together with, as applicable, the employer-paid portion of any employment and payroll Taxes thereon and any Taxes of the holder of such Company Incentive Award required to be paid or reimbursed by the Target Companies, whether accrued, incurred or paid prior to, at or after the Closing.
Sample 1

Examples of Closing Incentive Amount in a sentence

  • The Company has authorized the issuance, sale and exchange of a total of 225,000 shares (the "Shares") of its authorized but unissued shares of Class A Common Stock, $.001 par value (the "Stock"), at a purchase price of $1.00 per share to the Purchasers.

  • Upon payment of the Closing Incentive Amount (less any applicable Tax withholding) to the Incentive Employee (as set forth on the Closing Estimate Statement), all obligations of the Company to make payments pursuant to Company Incentive Awards and all rights of the Incentive Employee with respect to payment pursuant to such Company Incentive Awards, shall be fully satisfied.

Related to Closing Incentive Amount

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

  • Target Bonus Amount means Executive’s target annual bonus amount in effect at the time of Executive’s Qualifying Termination (disregarding any decrease in such target annual bonus amount that constitutes a Good Reason event).

  • Effective Amount means (i) with respect to any Revolving Loans on any date, the aggregate outstanding principal amount thereof after giving effect to any Borrowings and prepayments or repayments of Revolving Loans occurring on such date; and (ii) with respect to any outstanding L/C Obligations on any date, the amount of such L/C Obligations on such date after giving effect to any Issuances of Letters of Credit occurring on such date and any other changes in the aggregate amount of the L/C Obligations as of such date, including as a result of any reimbursements of outstanding unpaid drawings under any Letters of Credit or any reductions in the maximum amount available for drawing under Letters of Credit taking effect on such date.

  • Bonus Amount means the greater of (i) the average annual incentive bonus earned by Executive from the Company (or its affiliates) during the last three (3) completed fiscal years of the Company immediately preceding Executive’s Date of Termination (annualized in the event Executive was not employed by the Company (or its affiliates) for the whole of any such fiscal year), and (ii) the Executive’s target annual incentive bonus for the year in which the Date of Termination occurs.

  • Closing Cash Amount has the meaning set forth in Section 2.2.

  • Earnout Amount has the meaning set forth in Section 2.7(a).

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

  • EBIT means, with reference to any period, Net Income for such period plus the sum of all amounts deducted in arriving at such Net Income amount in respect of (a) Interest Expense for such period and (b) federal, state, and local income taxes for such period.

  • Earn-Out Amount has the meaning set forth in Section 2.07(a).

  • Estimated Closing Cash has the meaning set forth in Section 2.4(a).

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

  • Daily Cash Amount means, with respect to any VWAP Trading Day, the lesser of (A) the applicable Daily Maximum Cash Amount; and (B) the Daily Conversion Value for such VWAP Trading Day.

  • Capitalization Reimbursement Amount As to any Distribution Date, the amount of Advances or Servicing Advances that were added to the Stated Principal Balance of the related Mortgage Loans during the prior calendar month and reimbursed to the Master Servicer or Subservicer on or prior to such Distribution Date pursuant to Section 3.10(a)(vii), plus the Capitalization Reimbursement Shortfall Amount remaining unreimbursed from any prior Distribution Date and reimbursed to the Master Servicer or Subservicer on or prior to such Distribution Date.

  • Net Working Capital Adjustment Amount means an amount (which may be a positive or negative number) equal to (a) the Closing Date Net Working Capital minus (b) the Target Net Working Capital.

  • Working Capital Adjustment Amount has the meaning set forth in Section 2.1(b)(ii). Section 1.2

  • Post-Closing Straddle Period means the portion of a Straddle Period beginning the day after the Closing Date.

  • Closing Cash Consideration has the meaning set forth in Section 2.6(b).

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

  • Closing Stock Price means the Stock Price as of the last day of any Performance Measurement Period.

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

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

  • Cash Portion is defined in Section 2.2(a)(iii) hereof.

  • Target Bonus Percentage means, with respect to any Executive, the target bonus percentage specified for such Executive in his or her Employment Agreement.

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

  • Remaining Net Positive Adjustments means as of the end of any taxable period, (i) with respect to the Unitholders holding Common Units or Subordinated Units, the excess of (a) the Net Positive Adjustments of the Unitholders holding Common Units or Subordinated Units as of the end of such period over (b) the sum of those Partners’ Share of Additional Book Basis Derivative Items for each prior taxable period, (ii) with respect to the General Partner (as holder of the General Partner Units), the excess of (a) the Net Positive Adjustments of the General Partner as of the end of such period over (b) the sum of the General Partner’s Share of Additional Book Basis Derivative Items with respect to the General Partner Units for each prior taxable period, and (iii) with respect to the holders of Incentive Distribution Rights, the excess of (a) the Net Positive Adjustments of the holders of Incentive Distribution Rights as of the end of such period over (b) the sum of the Share of Additional Book Basis Derivative Items of the holders of the Incentive Distribution Rights for each prior taxable period.

  • Closing Cash means the aggregate amount of all Cash of the Company as of the close of business on the day immediately preceding the Closing Date.