Post-Closing Adjustment definition

Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).

Post-Closing Adjustment has the meaning set forth in Section 3.3(c).

Post-Closing Adjustment shall have the meaning set forth in Section 2.6.

Examples of Post-Closing Adjustment in a sentence

• The amount of any Post-Closing Adjustment shall bear interest from and including the Closing Date to but excluding the date of payment at a rate per annum equal to 5%.

• If Vendor fails to deliver the Statement of Objections before the expiration of the Review Period, the Closing Working Capital Statement and the Post-Closing Adjustment, as the case may be, reflected in the Closing Working Capital Statement shall be deemed to have been accepted by Vendor.

• The Independent Accountant shall make a determination as soon as practicable within 30 days (or such other time as the parties hereto shall agree in writing) after its engagement, and its resolution of the Disputed Amounts and their adjustments to the Closing Working Capital Statement or the Post-Closing Adjustment, or both, shall be conclusive and binding upon the parties hereto.

• Except as otherwise provided herein, any payment of the Post-Closing Adjustment, together with interest calculated as set forth below, shall (A) be due (x) within five Business Days of acceptance of the applicable Closing Working Capital Statement, or (y) if there are Disputed Amounts, then within five Business Days of the resolution described in Section 2.04(b)(v); and (B) be paid by wire transfer of immediately available funds to such account as is directed by Purchaser or Vendor, as the case may be.

• If Vendor delivers the Statement of Objections before the expiration of the Review Period, Purchaser and Vendor shall negotiate to resolve such objections within 30 days after the delivery of the Statement of Objections (the “Resolution Period”), and, if the same are so resolved within the Resolution Period, the Post-Closing Adjustment and the Closing Working Capital Statement with such changes as may have been previously agreed in writing by Purchaser and Vendor, shall be final and binding.

More Definitions of Post-Closing Adjustment

Post-Closing Adjustment has the meaning set forth in Section 1.7(a).

Post-Closing Adjustment has the meaning set forth in Section 2.4(h).

Post-Closing Adjustment shall be an amount equal to the difference between Estimated Working Capital minus Closing Working Capital. If the Post-Closing Adjustment is a negative number, Buyer shall pay to Sellers an amount equal to the Post-Closing Adjustment, and if the Post-Closing Adjustment is a positive number, Sellers shall pay to Buyer an amount equal to the Post-Closing Adjustment, in each case, in accordance with Section 2.06(b)(vii).

Post-Closing Adjustment has the meaning set forth in Section 2.3(b)(ii).

Post-Closing Adjustment has the meaning ascribed to it in Section 2.9(e).

Post-Closing Adjustment shall be an amount equal to the Closing Working Capital minus the Estimated Closing Working Capital.

Post-Closing Adjustment has the meaning set forth in Section 2.6(g).