Closing Indebtedness definition
Closing Indebtedness means Indebtedness of the Company and its Subsidiaries as of immediately prior to the Closing (without giving effect to the Transactions but including any prepayment penalties, premia, breakage costs or similar amounts payable with respect to the Closing).
Closing Indebtedness means all Indebtedness of the Company as of the Effective Time.
Closing Indebtedness means the aggregate Indebtedness of the Company as of immediately prior to the Effective Time; provided, that the amounts for the liabilities to be included in the calculation of Indebtedness to the extent disputed shall be determined as reflected in information provided by the obligee (or agents of the obligee) thereof (whether in the form of invoices or statement balances) or in accordance with the terms of the agreement relating to such liabilities.
Examples of Closing Indebtedness in a sentence
For the avoidance of doubt, there shall be no duplication of any item in the calculation of the Final Working Capital Adjustment Amount, Final Closing Cash Amount, Final Closing Indebtedness Amount, Final Seller Transaction Expense Amount or Final Change of Control Payments.
Within ten (10) Business Days of receipt by the Seller from the Buyer of notification of the amount of any Taxes shown as owing on such Stub Period Returns that were not deducted in calculating the Closing Working Capital or included in Closing Indebtedness, the Seller will pay to the Buyer such amount.
More Definitions of Closing Indebtedness
Closing Indebtedness has the meaning set forth in Section 2.05(a).
Closing Indebtedness means, as of any date or time of determination, the Indebtedness of the Acquired Companies as calculated in accordance with the Transaction Accounting Principles.
Closing Indebtedness means Indebtedness as of immediately prior to the Closing.
Closing Indebtedness means the Indebtedness of the Acquired Companies immediately prior to the Effective Time.
Closing Indebtedness means the aggregate amount of Indebtedness of the Group Companies as of the Adjustment Time.
Closing Indebtedness means the aggregate amount of Indebtedness of the Acquired Companies that remains unpaid as of 12:01 a.m. Pacific Time on the Closing Date.
Closing Indebtedness means, as of the Reference Time, the aggregate amount of all Indebtedness of the Company determined in accordance with the Accounting Principles.