Net Closing Amount definition

Net Closing Amount shall have the meaning set forth in Section 2.2(c)(iii).

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Net Closing Amount means the Closing Amount, less the $2,500,000 of Initial Escrowed Shares, and less the amount of Company Transaction Expenses paid by Parent on behalf of the Company and the Shareholders at Closing.

Net Closing Amount means the Closing Amount, less the $2,500,000 of Initial Escrowed Shares, and less the amount of Company Transaction Expenses paid by Parent on behalf of the Company and the Shareholders at Closing. “NextGen” shall have the meaning set forth in Section 5.3. “Non-Solicitation Area” shall have the meaning set forth in Section 5.5. “Option” shall mean each option to purchase or acquire Company Shares under the Option Plan. “Option Holder” shall have the meaning set forth in Section 1.8(f). “Option Holder Threshold” shall mean $17,458,234.65. “Option Plan” shall mean the Opus Healthcare Solutions, Inc. 2009 Stock Incentive Plan. “Opus Business” shall mean the Business, as it is conducted by the Surviving Corporation or any successor thereto after Closing. “Opus Products” means the products and services for which the Business receives full revenue credit under this Agreement, including all products and services offered or under development by the Company immediately prior to Closing, all successors to such products, and all clinical products and services developed by the Surviving Corporation, Parent, NextGen or any their Affiliates after Closing for inpatient hospitals and reference laboratories; provided, however, that “Opus Products” shall not include NextGen’s HIE product (NextGen CHS), existing NextGen interfaces to hospital systems and reference laboratories, or services performed by NextGen related to these existing products. “Ordinary Course of Business” shall mean the ordinary course of business consistent with recent past custom and practice (within the past 24 months) (including with respect to frequency and amount).

Examples of Net Closing Amount in a sentence

• If Customer elects to use the Equifax Driver History Database, customer will be billed as follows: Age of Data Report Charge 0-30 Days 50% of State Registry plus MVR Surcharge* 31-60 Days 50% of State Registry plus MVR Surcharge* 61-90 Days 50% of State Registry plus MVR Surcharge* 91-120 Days 35% of State Registry plus MVR Surcharge* * Refer to Section III.B of this agreement for the MVR Surcharge amount.

• In the event that (a) the Mayell Final Purchase Price is more than the Mayell Net Closing Amount paid by the Buyer on the Closing Date, Buyer shall pay to Seller the balance of such difference by wire transfer of immediately available funds, or (b) the Mayell Final Purchase Price is less than the Mayell Net Closing Amount paid by the Buyer on the Closing Date, Seller shall pay to Buyer the balance of such difference by wire transfer of immediately available funds.

• Other than the payments to the Stockholders' Committee of the Net Closing Amount and to the Escrow Agent of the Escrow Amount pursuant to this Section 2.10, and the payment to the Stockholders' Committee of the IBNR Adjustment pursuant to Section 2.7, if applicable, Purchaser shall have no liability or obligation whatsoever with respect to the payment to Equityholders for such Equityholders' allocated share of the Net Closing Amount, the Escrow Amount or the IBNR Adjustment.

• Such ▇▇▇▇ Fees are payable upon (i) payment of the Net Closing Amount to Sellers and AWAC, and (ii) payment of any Earnout Amounts to the Sellers and AWAC.

• At the Mayell Final Settlement Date, and pursuant to Article 2.4, if the Mayell Final Purchase Price is less than the Mayell Net Closing Amount, Seller shall pay to Buyer the balance of such difference by wire transfer of immediately available funds.

• In the event that (a) the Sydson Final Purchase Price is more than the Sydson Net Closing Amount paid by the Buyer on the Closing Date, Buyer shall pay to Seller the balance of such difference by wire transfer of immediately available funds, or (b) the Sydson Final Purchase Price is less than the Sydson Net Closing Amount paid by the Buyer on the Closing Date, Seller shall pay to Buyer the balance of such difference by wire transfer of immediately available funds.

• In no event shall Seller’s indemnity obligation under this Article 9.2 exceed ten (10) percent of the Mayell Net Closing Amount.

• At the Sydson Final Settlement Date, and pursuant to Article 2.4, if the Sydson Final Purchase Price is less than the Sydson Net Closing Amount, Seller shall pay to Buyer the balance of such difference by wire transfer of immediately available funds.

• At Final Settlement Date, and pursuant to Article 2.4, if the Mayell Final Purchase Price is greater than the Mayell Net Closing Amount, Buyer shall pay to Seller the balance of such difference by wire transfer of immediately available funds.

• At the Sydson Final Settlement Date, pursuant to Article 2.4, if the Sydson Final Purchase Price is greater than the Sydson Net Closing Amount, Buyer shall pay to Seller the balance of such difference by wire transfer of immediately available funds.

More Definitions of Net Closing Amount

Net Closing Amount means the Aggregate Closing Amount less the Escrow Amount.

Net Closing Amount means the Initial Cash Purchase Price less the sum of (i) Escrowed Cash, (ii) Estimated Indebtedness, and (iii) Estimated Transaction Expenses and adjusted as follows: