Estimated Effective Date definition
Examples of Estimated Effective Date in a sentence
No delay in the commencement of this Master License beyond the Estimated Effective Date specified in the Basic License Information shall serve to extend the Initial Term beyond the Expiration Date.
Subject to subsection (d) below, if the Final Effective Date Net Book Value is less than the Estimated Effective Date Net Book Value, the Stockholders shall each pay such Stockholder's Pro Rata Share of such difference to Buyer in accordance with the terms of subsection (e) below.
Closing of the transactions contemplated by this Agreement shall constitute the parties' agreement as to the Estimated Effective Date Net Book Value reflected therein except as such Estimated Effective Date Net Book Value may be adjusted as provided in this Section 2.03.
Subject to subsection (d) below, if the Final Effective Date Net Book Value is greater than the Estimated Effective Date Net Book Value, Buyer shall pay to each Stockholder such Stockholder's Pro Rata Share of such difference in accordance with the terms of subsection (e) below.
If the Estimated Effective Date Net Working Capital is greater than zero, then the Purchase Price will be increased (through an adjustment to the Closing Date Cash Consideration) by an amount equal to such excess (a “Working Capital Overage”).
If the Estimated Effective Date Net Working Capital is less than zero, then the Purchase Price will be reduced (first, through an adjustment to the Promissory Note, and, to the extent the Promissory Note is reduced to zero, by a reduction of the Closing Date Cash Consideration) by an amount equal to the absolute value of such shortfall (a “Working Capital Underage”).
If the Estimated Effective Date Net Working Capital is zero, then the Purchase Price will not be adjusted pursuant to this Section 2.3(b), but may be subject to adjustment as otherwise provided in this Section 2.3. The adjustments made at Closing pursuant to this Section 2.3(b) are subject to subsequent adjustment as provided in Sections 2.3(f)(i) and 2.3(f)(ii).
Any Holder may withdraw its request for inclusion at any time prior to 15 business days prior to the Estimated Effective Date.
Not later than the third Business Day after the date on which the Final Effective Date Balance Sheets and the Final Net Working Capital are finally determined pursuant to Section 2.3(d), TAT and Buyer shall jointly determine the amount by which the Purchase Price would have been adjusted pursuant to Section 2.3(b) had the Final Net Working Capital been substituted for the Estimated Effective Date Net Working Capital as of the Closing.
The Company shall specify in the Piggyback Notice the form and manner of, and the other relevant facts involved in, such proposed registration, including the estimated effective date of the registration statement for such registration (the "Estimated Effective Date").