Estimated Indebtedness definition

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

Estimated Indebtedness has the meaning set forth in Section 1.2(b).

Estimated Indebtedness shall have the meaning set forth in Section 1.06(a).

Examples of Estimated Indebtedness in a sentence

• Not less than two (2) Business Days prior to the anticipated Closing Date, the Seller Representative shall deliver to Buyer a statement (the “Estimated Closing Statement”) setting forth the Sellers’ good faith calculation of the Estimated Purchase Price and reasonably detailed calculations demonstrating each component thereof, including Estimated Cash, Estimated Indebtedness, Estimated Net Working Capital, and Estimated Transaction Expenses.

• The "Estimated Purchase Price" means (i) $480,000,000 (the "Base Value"), plus (ii) the amount, if any, by which Estimated Net Working Capital exceeds Target Working Capital, minus (iii) the amount, if any, by which Target Working Capital exceeds Estimated Net Working Capital, plus (iv) the Estimated Cash on Hand, minus (v) the Estimated Indebtedness, minus (vi) the Estimated Transaction Expenses, minus (vii) the IP Purchase Price.

• Estimated Cash, Estimated Indebtedness and Estimated Net Working Capital shall be calculated in the same manner and using the same methodologies, processes, policies and principles as set forth in the definition thereof and utilized in the preparation of the Financial Statements (such methodologies, processes, policies and principles, the “Applicable Accounting Principles”).

• The application is an outline application with only access sought for approval at this stage.

• The “Closing Date Payment” is an amount equal to (i) the Base Purchase Price, plus (ii) Estimated Cash on Hand, plus (iii) the amount of the Estimated Working Capital Adjustment, minus (iii) Estimated Transaction Costs, minus (iv) Estimated Indebtedness.

More Definitions of Estimated Indebtedness

Estimated Indebtedness means the Company’s good faith estimate of Indebtedness as of the Benchmark Time.

Estimated Indebtedness is defined in Section 1.3(b).

Estimated Indebtedness has the meaning ascribed to such term in Section 1.2.

Estimated Indebtedness has the meaning set forth in Section 1.3(a).

Estimated Indebtedness is defined in Section 1.02(a).

Estimated Indebtedness means the Indebtedness as set forth on the Estimated Closing Statement.

Estimated Indebtedness means the Company’s good faith estimate of Indebtedness as of the close of business on the day immediately prior to the Closing Date as set forth on the Estimated Closing Statement.