Final Closing Statement has the meaning set forth in Section 2.4(a).
Final Closing Cash shall have the meaning set forth in Section 2.11(g).
Final Closing Balance Sheet shall have the meaning set forth in Section 2.3(e).
Estimated Closing Statement has the meaning set forth in Section 2.4(a).
Estimated Closing Cash has the meaning set forth in Section 2.4(a).
Estimated Closing Balance Sheet has the meaning set forth in Section 2.6(a).
Estimated Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a) hereof.
Estimated Closing Indebtedness has the meaning set forth in Section 2.4(a).
Final Closing means the last closing under the Private Placement;
Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.
Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).
Final Closing Working Capital has the meaning set forth in Section 2.5(d).
Final Closing Indebtedness means the aggregate amount of Closing Indebtedness set forth in the Final Closing Statement.
Estimated Closing Net Working Capital has the meaning set forth in Section 2.5.
Pre-Closing Statement has the meaning set forth in Section 2.4(a).
Post-Closing Statement has the meaning set forth in Section 3.3(c).
Final Closing Net Working Capital has the meaning set forth in Section 2.6(c).
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.
Inventory Value means with respect to any Inventory of a Loan Party at the time of any determination thereof, the standard cost determined on a first in first out basis and carried on the general ledger or inventory system of such Loan Party stated on a basis consistent with its current and historical accounting practices, in Dollars, determined in accordance with the standard cost method of accounting less, without duplication, (i) any markup on Inventory from an Affiliate and (ii) in the event variances under the standard cost method are expensed, a Reserve reasonably determined by the Agent as appropriate in order to adjust the standard cost of Eligible Inventory to approximate actual cost.
Closing Working Capital Statement has the meaning set forth in Section 2.04(b)(i).
Closing Statement means the Closing Statement in the form on Annex A attached hereto.
Closing Cash means the aggregate amount of all Cash of the Company as of the close of business on the day immediately preceding the Closing Date.
Second Closing Date means the date of the Second Closing.
Pre-Closing Straddle Period means the portion of the Straddle Period ending on the Closing Date.
Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.
Post-Closing Straddle Period means the portion of a Straddle Period beginning the day after the Closing Date.