Estimated Closing Date Purchase Price definition

Estimated Closing Date Purchase Price means an amount equal to:

Estimated Closing Date Purchase Price means for purposes of Section 2.3, the Purchase Price actually paid at Closing, as determined after the adjustments made in Sections 2.1(a), 2.1(b) and 2.3(b) (without regard to Sections 2.3(f)(i) or (f)(ii)).

Estimated Closing Date Purchase Price means the aggregate amount equal to (a) the Purchase Price, less (b) the Escrow, less (c) the Secured Indebtedness, less (d) the amount, if any, by which the Target Inventory Value exceeds the Estimated Inventory Value, and less (e) the Ash Sales Reduction Amount.

Examples of Estimated Closing Date Purchase Price in a sentence

• The “Adjustment Amount” means an amount equal to (a) the Closing Date Purchase Price (as finally agreed upon or determined pursuant to this Section 1.4), less (b) the Estimated Closing Date Purchase Price.

• The “Adjustment Amount” means the difference between the Closing Date Purchase Price (as finally agreed upon or determined pursuant to this Section 1.4) and the Estimated Closing Date Purchase Price.

• If the Final Closing Date Purchase Price is less than the Estimated Closing Date Purchase Price, then within 5 days after the final determination of the Closing Date Statement, at the Buyer’s option (i) the Company and the Buyer shall issue a joint notice to the Escrow Agent instructing the Escrow Agent to release to the Buyer an amount equal to such shortfall, or (ii) the Company shall pay the amount of such shortfall to the Buyer in cash or other immediately available funds.

• Section 1.4.1 of the Company Disclosure Schedule contains a statement (the “Estimated Closing Statement”), jointly prepared by Sellers and Buyer, reflecting such parties’ calculation of the Estimated Closing Date Purchase Price, including (i) good-faith estimate of each component of the Transaction Expenses as of the Closing Date (the “Estimated Closing Transaction Expenses”) and (ii) the aggregate amount to be paid to each Seller at Closing in accordance with Section 1.2 hereof.

• The Estimated Closing Date Purchase Price, by wire transfer of immediately available funds to each Seller to the account or accounts designated in writing by such Seller, according to each Seller’s Pro Rata Portion.

• While there might be some merit in ComEd’s reasoning on this point, Staff does not agree that changes to these provisions should be stricken.

• M., Abrahao, S., and Insfran, E., 2015, “An Incremental and Model Driven Approach for the Dynamic Reconfiguration of Cloud Application Architectures,” in 24th Int.

• At the Closing, (i) Buyer will pay, or cause to be paid, to each Seller such Seller’s Pro Rata Portion of the Estimated Closing Date Purchase Price (less the sum of the Purchase Price Deposit, the Prior Escrow Deposit and the Extension Deposit) by wire transfer of immediately available funds, in each case, to each Seller to the account or accounts designated in writing by such Seller.

• Buyer will have delivered in accordance with Section 1.3 (i) to the Class A Seller the Class A Priority Return and (ii) to the Sellers the Estimated Closing Date Purchase Price.

• Moreover, as clay is also present at the interface, the clay content in PMMA is strictly lower than 1.7%.

More Definitions of Estimated Closing Date Purchase Price

Estimated Closing Date Purchase Price has the meaning set forth in Section 2.2(c).

Estimated Closing Date Purchase Price shall be the Base Amount, plus (i) the amount by which the Estimated Net Working Capital exceeds the Target Net Working Capital or minus the amount by which the Estimated Net Working Capital is less than the Target Net Working Capital, as the case may be, plus (iii) the Estimated Cash, minus (iv) the Estimated Indebtedness, minus (v) the amount of the Estimated Transaction Expenses. After delivery of the Estimated Closing Statement by the Company and prior to the Closing, Buyers and their accountants and other Representatives shall be permitted to review the books and records of the Acquired Companies and any work papers related to the preparation of the Estimated Closing Statement.