Company Closing Costs definition

Company Closing Costs means all of the fees, expenses and other payments (including compensatory payments) incurred by the Company in connection with the transactions contemplated by this Agreement and the Ancillary Agreements (on its own behalf and on behalf of the Seller), including, without limitation, any fees and expenses owed to Xxxxxxx Xxxx & Xxxxx LLP, Credit Suisse Securities (USA) LLC, UBS Securities, LLC, Xxxxxx X. Xxxxx & Co. Inc., Transworld Capital Group, Ltd. any Management Agreement Termination Fee, $1,200,000, representing 75% of the aggregate premium payable with respect to the Buyer’s Insurance Policy for the entire term of such policy, and such other costs as are set forth on Section 11.01(c) of the Company Disclosure Schedules.
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Company Closing Costs means (i) any and all costs and expenses of the Company or its Affiliates incurred prior to the Effective Time in connection with, or as a result of or related to, the sale process with respect to the Company and the negotiation, preparation, execution and closing of the transactions contemplated hereby, including, but not limited to, the fees and expenses of all professional advisors, investment bankers, brokers, accountants, attorneys, consultants, engineers and representatives of the Company or its Affiliates and (ii) the amount of any Additional Transaction Bonuses; provided, however, any Special Costs shall not be deemed to be, or included in the calculation of, Company Closing Costs.
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Company Closing Costs means any and all costs and expenses of the Company and the Company Subsidiaries incurred prior to the Closing in connection with, or as a result of or related to, the sale of the Interests and the negotiation, preparation, execution and closing of the transactions contemplated hereby, including, but not limited to, the fees and expenses of all professional advisors (including those described in Section 3.21), investment bankers, brokers, accountants, attorneys, consultants, engineers and representatives of the Company and the Company Subsidiaries and any costs of terminating employment agreements (other than the Transaction Bonuses), provided, however, any HPT Reimbursable Costs or Reimbursable Costs shall not be deemed to be, or included in the calculation of, Company Closing Costs.
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Examples of Company Closing Costs in a sentence

  • There are no claims for brokerage commissions, finders’ fees or other similar compensation in connection with the transactions contemplated by this Agreement based on any arrangement or agreement made by or on behalf of the Seller, except for the fees and expenses of Credit Suisse Securities (USA) LLC and UBS Securities LLC, which shall be paid by the Seller at Closing and included within the Company Closing Costs.

  • All costs associated with the loan including the Title Insurance Policy, Performance and Material Payment Bonds, Escrow Funding Fees, Title Company Closing Costs, Attorney’s fees for document preparation and the like will be at the congregation’s expense.


More Definitions of Company Closing Costs

Company Closing Costs means all fees, costs and expenses (including all fees and expenses of the Company’s legal, accounting and other professional advisors) that are directly related to the transactions contemplated by this Agreement to the extent incurred by the Company, including (a) all payments required to obtain third party consents and expense incurred by the Company in connection with transactions contemplated thereby and (b) all change of control payments due by the Company to any Person under any plan, agreement or arrangement of the Company, which liability, in each case, is payable or becomes due as a result of the consummation of the transactions contemplated hereby (including any Severance Payments), including all Taxes which are payable by the Company in connection with the payment of such liability.
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Company Closing Costs shall have the meaning given such term in the preamble to this Agreement.
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Company Closing Costs means (i) any and all costs and expenses of the Company or its Affiliates incurred prior to the Effective Time in connection with, or as a result of or related to, the sale process with respect to the Company and the negotiation, preparation, execution and closing of the transactions contemplated hereby, including, but not limited to, the fees and expenses of all professional advisors, investment bankers, brokers, accountants, attorneys, consultants, engineers and representatives of the Company or its Affiliates and (ii) the amount of any Additional Transaction Bonuses; PROVIDED, HOWEVER, any Special Costs shall not be deemed to be, or included in the calculation of, Company Closing Costs.
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Company Closing Costs means all of the fees, expenses and other payments (including compensatory payments) incurred by the Company in connection with the transactions contemplated by this Agreement and the Ancillary Agreements (on its own behalf and on behalf of the Seller), including, without limitation, any fees and expenses owed to Schulte Roth & Zabel LLP, Credit Suisse Securities (USA) LLC, UBS Securities, LLC, Robert
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Company Closing Costs means any and all costs and expenses of the Company or its affiliates incurred in connection with, or as a result of or related to, the sale process with respect to the Company (including due diligence related activities), the negotiation, preparation, execution and closing of this Agreement and the transactions contemplated hereby, including, but not limited to, (i) the fees and expenses of all professional advisors, investment bankers, brokers, accountants, attorneys, consultants, engineers, representatives (including fees or expenses payable to any Stockholder of the Company (including the fees payable described on SCHEDULE 4.20)), employees of the Company and (ii) all management bonus and similar payments required to be made as a result of the consummation of the transactions pursuant hereto, including all Senior Management Incentive Bonus payments required pursuant to the Key Executive Employment Agreements and all payments required under the Success Bonus Letters; PROVIDED, HOWEVER, Company Closing Costs shall not include any Special Costs.
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Company Closing Costs. See See Section 11.4 hereof.
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Related to Company Closing Costs

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

  • Closing Fees means those fees required to be paid on the Closing Date pursuant to the Fee Letter.

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

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

  • Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).

  • Closing Merger Consideration has the meaning set forth in Section 2.02

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

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

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

  • Final Closing Working Capital has the meaning set forth in Section 2.5(d).

  • Closing Cash Consideration has the meaning set forth in Section 2.02.

  • Current closure cost estimate means the most recent of the estimates pre- pared in accordance with § 265.142 (a), (b), and (c).

  • Pre-Closing Taxes means Taxes of the Company for any Pre-Closing Tax Period.

  • Closing Cash Amount shall have the meaning set forth in Section 2.8(b).

  • 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.

  • Estimated Closing Net Working Capital has the meaning set forth in Section 2.5.

  • Closing Cash means the aggregate amount of Cash of the Company as of the Effective Time.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Closing Payment Amount will have the meaning set forth in Section 1.3(a).

  • Leasing Costs means, with respect to a particular Lease, all capital costs, expenses incurred for capital improvements, equipment, painting, decorating, partitioning and other items to satisfy the initial construction obligations of the landlord under such Lease (including any expenses incurred for architectural or engineering services in respect of the foregoing), “tenant allowances” in lieu of or as reimbursements for the foregoing items, payments made for purposes of satisfying or terminating the obligations of the tenant under such Lease to the landlord under another lease (i.e., lease buyout costs), relocation costs, temporary leasing costs, leasing commissions, brokerage commissions, legal, design and other professional fees and costs, in each case, to the extent the landlord is responsible for the payment of such cost or expense under the relevant Lease or any other agreement relating to such Lease.

  • Estimated Merger Consideration shall have the meaning set forth in Section 2.10(a).

  • Estimated Closing Balance Sheet has the meaning set forth in Section 2.6(a).

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

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

  • 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.