Estimated Closing Purchase Price definition

Estimated Closing Purchase Price has the meaning set forth in Section 2.4(b), above.
Estimated Closing Purchase Price means the Base Purchase Price, with any increase or decrease thereto shown on the Estimated Closing Purchase Price Certificate (as hereinafter defined) and approved by the Purchaser.

Examples of Estimated Closing Purchase Price in a sentence

  • The “Adjustment Amount,” which may be positive or negative, shall mean the Closing Purchase Price (as finally determined in accordance with this Section 1.07) minus the Estimated Closing Purchase Price.

  • If the Estimated Net Working Capital as set forth in the written statement to be delivered by Sellers to Purchaser exceeds the amount of the Target Net Working Capital, the Estimated Closing Purchase Price shall be an amount equal to the Base Purchase Price plus the amount by which the Estimated Net Working Capital exceeds the Target Net Working Capital.

  • At Closing, Buyer shall pay to Seller the Estimated Closing Purchase Price in US dollars and in immediately available funds by wire transfer to the bank account designated in writing by Seller.

  • The amount of the Estimated Purchase Price set forth on the Estimated Statement, as reviewed and approved by Encore, shall be used to determine the Estimated Closing Purchase Price payable at the Closing pursuant to Section 2.3(c).

  • The purchase price for the Interests (the “ Purchase Price”) shall equal the sum of (i) the Estimated Closing Purchase Price, plus (ii) the Adjustment Amount (if applicable).


More Definitions of Estimated Closing Purchase Price

Estimated Closing Purchase Price means the sum of (a) the Base Purchase Price, minus (b) Estimated Closing Indebtedness and (c) (i) plus Estimated Closing Net Working Capital, if Estimated Closing Net Working Capital is positive, or (ii) minus Estimated Closing Net Working Capital, if Estimated Closing Net Working Capital is negative.
Estimated Closing Purchase Price means the Closing Purchase Price as shown on the Estimated Closing Purchase Price Certificate and approved by the Purchaser.
Estimated Closing Purchase Price means an amount in cash equal to (i) the Base Purchase Price, plus (ii) the Estimated Net Working Capital Surplus (if any), minus (iii) the Estimated Net Working Capital Deficit (if any), plus (iv) Estimated Company Cash, minus (v) Estimated Company Indebtedness, minus (vi) Estimated Transaction Expenses, minus (vii) the Reduction Amount, each as initially determined pursuant to Section 2.4(b).
Estimated Closing Purchase Price means the result equal to (i) the Base Purchase Price, plus (ii) the amount (if any) by which Estimated Closing Net Working Capital exceeds the Target Net Working Capital, minus (iii) the amount (if any) by which the Target Net Working Capital exceeds Estimated Closing Net Working Capital, minus (iv) the Adjustment Escrow Amount, minus (v) the Indemnity Escrow Amount, minus (vi) the Transaction Bonuses Amount, minus (vii) the Medford Lease Amount.
Estimated Closing Purchase Price is defined in Section 2.2.
Estimated Closing Purchase Price has the meaning referred to in Section 2.2(a).
Estimated Closing Purchase Price means (a) three hundred seventy-five million dollars ($375,000,000) (the “Base Purchase Price”), plus (b) Estimated Closing Cash, minus (c) the Estimated Closing Indebtedness, minus (d) the Estimated Unpaid Closing Transaction Expenses, minus (e) the Estimated Unpaid Closing Change of Control Payments (excluding the amount of such payments funded by the Capital Contribution pursuant to Section 1.4(a)(x)), plus (f) the Estimated Closing Working Capital Adjustment, if any, minus (g) the Holdback Amount, minus (h) the Expense Fund Amount. For the avoidance of doubt, the Estimated Closing Purchase Price shall be determined in a manner so as to not inappropriately “double count” any components thereof.