Closing RMR definition

Closing RMR means the RMR of the Purchased Contracts and all unwritten contracts, agreements, arrangements or understandings with any Customer as of the close of business on the Closing Date; provided, however, that RMR attributable to any Pending Terminating Customers shall be excluded.
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Examples of Closing RMR in a sentence

  • For the avoidance of doubt, any such Customer that so confirms shall be considered a Customer and the RMR attributable to such Customer shall be included in the Closing RMR.

  • Notwithstanding the foregoing, the restrictions set forth in this Section 7.3(a) shall not apply to any Pending Terminating Customer to the extent (x) such Pending Terminating Customer fails to confirm that such Pending Terminating Customer no longer intends to terminate such Pending Terminating Customer’s Customer Contract and (y) the RMR attributable to such Customer Contract is excluded from the Closing RMR.

  • Prior to the Closing, RMR may supplement or amend its disclosure schedule with respect to any matter which, if existing or occurring at the date of this Agreement, would have been required to be set forth or described in such disclosure schedule.

  • The Adjusted Purchase Price and the Deferred Payment shall be further reduced by an amount equal to the product of $50.00 multiplied by the number of Customer Purchase Orders or Modified Agreements that exceed 3% of the total Closing RMR that are included in RMR pursuant to clause (i) of Section 1.2(k).

  • At the Closing, RMR and the Sellers -------------------- individually, as applicable, will enter into the Xxxx Employment Agreement and the Xxxxxxxx Employment Agreement.

  • ACQUISITION EXPECTED TO CREATE SIGNIFICANT VALUE FOR RMR SHAREHOLDERS Unlocking Profitable Growth Opportunities Strong Industry Fundamentals Revenue and Margin Synergies = Expected to be Immediately Accretive at Closing RMR expects the CARROLL platform to deliver meaningful growth in the first full year post closing.

  • That Judge Fow and all chief hearing office judges be directed to comply with Article 15, i.e., that requests to work telework are continuing in nature and that there is no basis under the Contract to demand hearing dates six months in advance after the initial application has been approved.

  • At the Closing RMR shall convey the Rig to Buyer by bill of sale and certificate of title containing a special warranty of title.

  • Nothing in the immediately preceding sentence shall be interpreted to mean that the Closing RMR may include RMR related to Customer Purchase Orders or Modified Agreements in excess of the RMR Basket.

Related to Closing RMR

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.

  • Pre-Closing Straddle Period means the portion of a Straddle Period ending on the Closing Date.

  • Closing Cash means the amount of Cash determined as of the close of business on the Closing Date.

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

  • Buyer Closing Certificate has the meaning set forth in Section 7.03(d).

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

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

  • Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Company, Xxxx Capital Partners, LLC and the escrow agent (the “Escrow Agent”) identified therein, in the form of Exhibit B hereto.

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

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

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

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

  • Closing means the closing of the purchase and sale of the Securities pursuant to Section 2.1.

  • Closing Adjustment Amount shall have the meaning set forth in Section 2.3(b)(i)(A).

  • First Closing has the meaning set forth in Section 2.1(a).

  • Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.

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

  • Seller Closing Certificate has the meaning set forth in Section 7.02(d).

  • Closing Date Cash has the meaning specified in Section 3.4(a).

  • 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 Adjustment has the meaning set forth in Section 2.04(a)(ii).

  • Closing Payment has the meaning set forth in Section 2.2(a).

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

  • Second Closing has the meaning set forth in Section 2.2.

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.