Post-Closing Taxes means Taxes of the Company for any Post-Closing Tax Period.
Pre-Closing Taxes means Taxes of the Company for any Pre-Closing Tax Period.
Post-Closing Tax Period means any Tax period (or portion thereof) beginning after the Closing Date.
Pre-Closing Tax Period means any Tax period ending on or before the Closing Date.
Pre-Closing Tax Return means any Tax Return that is required to be filed for any Acquired Companies, the Seller or any of its Affiliates with respect to a Pre-Closing Tax Period.
Pre-Closing Tax Periods means any and all Tax periods that end on or before the Closing Date and the portion of any Straddle Period ending at the end of day on which the Closing occurs.
Pre-Closing Taxable Period means any taxable period ending on or before the Effective Time and that portion of any taxable period beginning before and ending after the Effective Time that ends on the Effective Time.
Pre-Closing Tax Returns is defined in Section 6.7(b)(iii).
Post-Closing Straddle Period means the portion of a Straddle Period beginning the day after the Closing Date.
Closing Transaction Expenses means the Transaction Expenses as set forth on the Closing Statement.
Post Closing Letter is that certain Post Closing Letter dated as of the Effective Date by and between Collateral Agent and Borrower.
Pre-Closing Straddle Period means the portion of the Straddle Period ending on the Closing Date.
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.
Seller’s Taxes shall have the meaning set forth in Section 5.4(a) hereof.
Post-Closing Agreement shall have the meaning set forth in Section 8.9.
Closing Cash Payment has the meaning set forth in Section 2.06(a).
Seller Taxes has the meaning set forth in Section 11.1(f).
Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.
Second Closing Date means the date of the Second Closing.
Closing Date Indebtedness means the aggregate amount of Indebtedness of the Company as of immediately prior to the Closing.
Estimated Closing Indebtedness has the meaning set forth in Section 2.4(a).
Final Closing Indebtedness means the aggregate amount of Closing Indebtedness set forth in the Final Closing Statement.
Closing Date Cash means Company Cash as of 11:59 P.M. on the date immediately prior to the Closing Date.
Acquisition Closing Date means the date on which the Acquisition is consummated.
Estimated Transaction Expenses has the meaning set forth in Section 2.3(a).