Net Reimbursement Amount definition
Examples of Net Reimbursement Amount in a sentence
If and to the extent the Company is required to pay to Employee the Transaction Bonus in connection with the Public Offering pursuant to the terms of the Employment Agreement, First Reserve hereby agrees to pay or cause to be paid to the Company the Net Reimbursement Amount (as defined below) by wire transfer of immediately available funds to an account designated by written notice from the Company to First Reserve.
Upon the disbursement of the Net Reimbursement Amount and the Remaining Balance in accordance with this Section 4, (x) Buyer shall have no further obligations to the Securityholders for the payment of the Purchase Price Adjustment Amount or otherwise with respect to payment of the Final Cash Consideration as contemplated under Section 2.5 of the SPA, and (y) the Securityholders shall have no further obligation to Buyer for Buyer’s payment of the Tax Payment.
The payment of the Net Reimbursement Amount shall be made contemporaneously with the closing of the Public Offering, and the payment of the Net Reimbursement Amount shall be deemed a capital contribution to the Company by First Reserve.
The Parties hereby acknowledge and agree that, after giving effect to this Amendment (and after setting off the Purchase Price Adjustment Amount against the Tax Payment), (a) Buyer is due to be paid the Net Reimbursement Amount from the Adjustment Escrow Amount, and (b) the remaining balance of the Adjustment Escrow Amount (the “Remaining Balance”) is due to be disbursed to the Securityholders.
The parties agree to determine, on or before February 28, 1997, the amount equal to Temporary Receipts with respect to the Second Reimbursable Period less Temporary Payments with respect to the Second Reimbursable Period (the "Second Net Reimbursement Amount" and, together with the First Net Reimbursement Amount, the "Net Reimbursement Amounts").
Any such payment of the Net Reimbursement Amount shall be made via the wire transfer of immediately available funds and treated as an adjustment to the Purchase Price for Tax purposes, unless otherwise required by Law.
Purchaser may object to the Net Reimbursement Amount as reflected in the Closing Proration Statement by presenting a written demand therefore together with reasonable evidence and supporting documentation for such objections to Seller (a “Written Request”) prior to the expiration of the Review Period.
The parties acknowledge and agree that Temporary Receipts with respect to the First Reimbursable Period less Temporary Payments with respect to the First Reimbursable Period (the "First Net Reimbursement Amount") equal $810,482.90.