Closing Transaction Expense Amount definition

Closing Transaction Expense Amount means the amount of Transaction Expenses, to the extent unpaid or payable prior to the Closing on the Closing Date.
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Closing Transaction Expense Amount means the Transaction Expenses of any of the Acquired Companies that have not been fully and finally satisfied as of the Closing.
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Closing Transaction Expense Amount means the amount of Transaction Expenses, to the extent unpaid and payable by a Transferred Entity or for which a Transferred Entity is otherwise responsible immediately prior to the Closing on the Closing Date.
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Examples of Closing Transaction Expense Amount in a sentence

  • At least five (5) Business Days prior to the Closing Date, the Unit Holder Representative shall deliver to Coty a certificate (the “Preliminary Calculation Statement”) executed by the Unit Holder Representative and dated as of the date of its delivery, setting forth the Unit Holder Representative’s good faith estimates, as of such date of delivery, of (a) the Working Capital Amount, (b) the Closing Cash Amount, (c) the Closing Indebtedness Amount and (d) the Closing Transaction Expense Amount.

  • On 27 September 2013, a loan facility of £1,260,000 was provided to the Company by Mr PA Bell, a major shareholder.

  • The calculations of the Estimated Working Capital Amount, Estimated Closing Cash Amount, Estimated Closing Indebtedness Amount, and Estimated Closing Transaction Expense Amount delivered pursuant to this Section 1.4 shall be in the form of the Closing Statement and shall be calculated in accordance with the Company Accounting Principles.

  • The heritage studies are performed in terms of the National Heritage Resource Act (Act No. 25 of 1999).

  • Foreigners step in to buy shares, primarily from domestic individuals, in the wake of the North Korean attacks.

  • Seller shall have a period of 60 days after delivery of the Closing Statement to review it and make any objections it may have in writing to Buyer, and to set forth Seller’s (i) calculation of the Closing Working Capital, (ii) calculation of the Closing Indebtedness, (iii) calculation of the Closing Transaction Expense Amount and (iv) determination of the Final Closing Amount (such calculations and determination, “Seller’s Final Closing Amount”).

  • The Estimated Closing Working Capital Adjustment Amount, the Estimated Closing Indebtedness Amount, the Estimated Closing Cash Amount, the Estimated Closing Transaction Expense Amount and the Aggregate Option Exercise Price set forth in the Estimated Closing Statement will be used for purposes of calculating the Total Merger Consideration at the Closing (which calculation shall be subject to adjustment pursuant to, and in accordance with, the terms of Section 2.8(b)).

  • The Estimated Closing Working Capital Adjustment Amount, the Estimated Closing Indebtedness Amount, the Estimated Closing Cash Amount, and the Estimated Closing Transaction Expense Amount set forth in the Estimated Closing Statement will be used for purposes of calculating the Aggregate Cash Consideration at the Closing (which calculation shall be subject to adjustment pursuant to, and in accordance with, the terms of this Section 2.9).


More Definitions of Closing Transaction Expense Amount

Closing Transaction Expense Amount shall have the meaning set forth in Section 1.13(b)(i).
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Closing Transaction Expense Amount means the total amount of all outstanding Transaction Expenses as of immediately prior to the consummation of the Closing.
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Closing Transaction Expense Amount means the amount equal to the sum of the Company Transaction Expenses and the Purchaser Transaction Expenses.
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Closing Transaction Expense Amount means the Transaction Expenses of any of the Acquired Companies that have not been fully and finally satisfied as of the Closing. For purposes of clarity, any fees or expenses owed to Xxxxx Xxxxxxx & Co. by Parent arising from or relating to the transactions contemplated by this Agreement will constitute an expense of Parent, and will not constitute a Closing Transaction Expense Amount.
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Closing Transaction Expense Amount means the amount of Transaction Expenses, to the extent unpaid as of the Calculation Time. “Closing Working Capital Amount” means the amount of Working Capital as of the Calculation Time. “Code” means the U.S. Internal Revenue Code of 1986. “Collective Bargaining Agreement” means any collective bargaining agreement or other Contract with a labor union, works council or labor organization that covers any Business Employee in connection with their employment with Parent, the Sellers, the Transferred Entities or any of their Affiliates. “Confidentiality Agreement” means the confidentiality agreement, dated as of August 27, 2020, by and between Parent and Purchaser.
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Closing Transaction Expense Amount has the meaning set forth in Section 2.03(a).
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Related to Closing Transaction Expense Amount

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

  • 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.

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

  • 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.

  • Company Transaction Expenses means all costs, fees and expenses payable by the Company or any of its Subsidiaries to any Person incurred by or on behalf of the Company, any of its Affiliates or any of the Sellers on or before the Closing in connection with the preparation, negotiation, execution and consummation of this Agreement and the transactions contemplated hereby to the extent, if any, unpaid as of immediately prior to Closing (but calculated assuming consummation of the transactions contemplated hereby such that all Company Transaction Expenses that become payable as a consequence of, or upon, the Closing are included), including: (a) any brokerage, finders’ or other advisory fees, costs, expenses, commissions or similar payments; (b) any fees, costs, disbursements or expenses of counsel, accountants or other advisors or service providers; (c) other than the aggregate Option Cancellation Payments, any fees, costs, expenses of, or payments to be made by, the Company or any of its Subsidiaries related to any transaction or retention bonus, incentive bonus, stay bonus, long-term incentive awards, termination or change-of-control payment, severance or other compensatory payments to be made to any current or former employee, director or other current or former individual service provider of the Company or any of its Subsidiaries, in whole or in part, as a result of or in connection with the execution of this Agreement or the consummation of the transactions contemplated hereby (but excluding, for the avoidance of doubt, any such arrangements that are implemented by Buyer), including Tax “gross up” payments payable with respect to any of the foregoing; (d) the required employer portion of payroll or similar Taxes payable in connection with the Option Cancellation Payments or any Company Transaction Expenses (or an item that would have been a Company Transaction Expense if it had not been paid prior to the Closing); (e) any termination, exit or similar fees and expenses payable to any Seller or any of their respective Affiliates as a result of or in connection with the execution of this Agreement or the consummation of the transactions contemplated hereby pursuant to any advisory, management or other similar Contract with the Company or any of its Subsidiaries; and (f) all other fees and expenses payable by the Company or any of its Subsidiaries in connection any transactions contemplated with other potential acquirors of (or investors in) the Company or any of its Subsidiaries (including in connection with any auction process) or other strategic alternatives pursued by the Company or any of its Subsidiaries (including any public or private offering of securities).

  • Unpaid Transaction Expenses has the meaning specified in Section 2.4(c).

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

  • Final Transaction Expenses has the meaning set forth in Section 3.2(b).

  • Expense Amount As defined in Section 11.01(b) hereof.

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

  • Acquisition Expenses means any and all expenses, exclusive of Acquisition Fees, incurred by the Company, the Operating Partnership, the Advisor or any of their Affiliates in connection with the selection, evaluation, acquisition, origination, making or development of any Investments, whether or not acquired, including, without limitation, legal fees and expenses, travel and communications expenses, brokerage fees, costs of appraisals, nonrefundable option payments on property not acquired, accounting fees and expenses, title insurance premiums and the costs of performing due diligence.

  • Acquisition Amount means, for an Acquired Receivable for which the Acquisition Amount is to be included in Available Funds for a Payment Date, the excess of (i) the present value of the Principal Balance of the Receivable as of the last day of the Collection Period immediately preceding the related Collection Period (calculated using the Discount Rate on the basis of a 360-day year of twelve 30-day months and assuming each amount is received at the end of the Collection Period in which the amount is scheduled to be received) over (ii) all cash collections and any other cash proceeds received by the Issuer on the related Receivable from (but excluding) the last day of the Collection Period immediately preceding the related Collection Period to the day on which such Receivable becomes an Acquired Receivable.

  • Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.

  • Disposition Expenses means reasonable out-of-pocket expenses incurred by the Servicer in connection with the sale at auction or other disposition of a Leased Vehicle by the Servicer.

  • Estimated Closing Indebtedness has the meaning set forth in Section 2.3(a).

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

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

  • Cash Amount means an amount of cash equal to the Value on the Valuation Date of the Shares Amount.

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

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

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

  • Transaction Amount means the aggregate value of all of the issued and outstanding REIT Shares using a per share value equal to the per share value paid to the Stockholders in an Extraordinary Transaction. Transfer has the meaning set forth in Section 9.2(a) hereof. Value means, with respect to REIT Shares, the average of the daily market price of such REIT Share for the ten (10) consecutive trading days immediately preceding the date of such valuation. The market price for each such trading day shall be: (i) if the REIT Shares are Listed, the sale price, regular way, on such day, or if no such sale takes place on such day, the average of the closing bid and asked prices, regular way, on such day; (ii) if the REIT Shares are not Listed, the last reported sale price on such day or, if no sale takes place on such day, the average of the closing bid and asked prices on such day, as reported by a reliable quotation source designated by the General Partner; or (iii) if the REIT Shares are not Listed and no such last reported sale price or closing bid and asked prices are available, the average of the reported high bid and low asked prices on such day, as reported by a reliable quotation source designated by the General Partner, or if there shall be no bid and asked prices on such day, the average of the high bid and low asked prices, as so reported, on the most recent day (not more than ten (10) days prior to the date in question) for which prices have been so reported; provided that if there are no bid and asked prices reported during the ten (10) days prior to the date in question, the value of the REIT Shares shall be determined by the General Partner acting in good faith on the basis of such quotations and other information as it considers, in its reasonable judgment, appropriate. In the event the REIT Shares Amount includes rights that a holder of REIT Shares would be entitled to receive, then the value of such rights shall be determined by the General Partner acting in good faith on the basis of such quotations and other information as it considers, in its reasonable judgment, appropriate.

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

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

  • Excluded Expenses means an amount a claimant pays for insurance offered under a health benefit plan for a taxable year if:

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