Post-Closing Adjustment Amounts definition

Post-Closing Adjustment Amounts has the meaning specified in Section 1.3.5 of this Agreement.
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Post-Closing Adjustment Amounts means, together, the Company Post-Closing Adjustment Amounts, the Business Post-Closing Adjustment Amounts and the Net Post-Closing Adjustment Amounts;
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Examples of Post-Closing Adjustment Amounts in a sentence

  • The resolution of any such previously unresolved Disputed Items by such Independent Accounting Firm shall be made in a written notice delivered to Buyer and Seller as promptly as practicable (which written notice shall set forth the amount of any Post-Closing Adjustment Amounts as finally determined) and shall be final, conclusive and binding upon Seller, Buyer, the Company and CEVCO.

  • If within such twenty-day period, Buyer notifies Seller in writing of any such objection, then Buyer and Seller shall use reasonable efforts for fifteen (15) business days after the xpiration of such initial twenty-day period to resolve in good faith their differences and agree upon any adjustments to the Closing Statements (including any Post-Closing Adjustment Amounts shown thereon).

  • The Independent Expert shall determine the Net Post-Closing Adjustment Amounts and the resulting Purchase Price based only on the resolution of the Unresolved Items, and shall not review any other items.

  • China had just begun to experience international trade negotiations while Chile already belonged to a network of FTAs and others then under negotiation with the countries of the region and the main world markets.

  • The remaining unpaid amount of any Post-Closing Adjustment Amounts, if any, shall be paid to or by Seller, as the case may be, within eight (8) business days of the resolution of all Disputed Items and determination of each Final Closing Statement, by bank wire transfer of the required amount (in immediately available funds).

  • To the extent the Outstanding A/R is not collected or received by Buyer within ninety (90) days after Closing, the balance of any portion of the Outstanding A/R not collected or received by Buyer shall be promptly (within five (5) Business Days) paid by Seller to Buyer and included in any Post-Closing Adjustment Amounts.

  • The Post-Closing Adjustment Amounts shall be increased by interest at a rate of seven percent (7%) per annum accruing from the expiration of the above-referenced eight day period to the date of payment of such amounts.

  • This is the case for 128 industrial estates, comprising 73% of the total.

  • If the Purchaser shall not have validly delivered a Disputed Items Notice to the Sellers' Agent prior to expiration of the Review Period, the Net Post-Closing Adjustment Amounts set forth in the Post-Closing Statement shall be conclusively presumed to be true and correct in all respects and shall be binding on the Parties and may not be disputed by them in any forum.

  • If the Purchaser shall not have validly delivered a Disputed Items Notice to the Sellers’ Agent prior to expiration of the Review Period, the Net Post-Closing Adjustment Amounts set forth in the Post-Closing Statement shall be conclusively presumed to be true and correct in all respects and shall be binding on the Parties and may not be disputed by them in any forum.

Related to Post-Closing Adjustment Amounts

  • Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.

  • Closing Adjustment Amount shall have the meaning set forth in Section 2.3(b)(i)(A).

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

  • Closing Adjustment has the meaning set forth in Section 2.04(a)(ii).

  • Final Adjustment Amount has the meaning set forth in Section 2.4(c).

  • Adjustment Amount For any Distribution Date, the difference between (A) the sum of the Class A Principal Balance and the Class B Principal Balance as of the related Determination Date and (B) the sum of (i) the sum of the Class A Principal Balance and the Class B Principal Balance as of the Determination Date succeeding such Distribution Date and (ii) the aggregate amount that would have been distributed to all Classes as principal in accordance with Section 4.01(a) for such Distribution Date without regard to the provisos in the definitions of Class B-1 Optimal Principal Amount, Class B-2 Optimal Principal Amount, Class B-3 Optimal Principal Amount, Class B-4 Optimal Principal Amount, Class B-5 Optimal Principal Amount and Class B-6 Optimal Principal Amount.

  • Estimated Adjustment Amount has the meaning set forth in Section 2.5(a).

  • Net Adjustment Amount means an amount, which may be positive or negative, equal to the Closing Net Working Capital as finally determined pursuant to this Section 2.9 minus the Preliminary Net Working Capital as set forth on the Preliminary Closing Statement;

  • Purchase Price Adjustment Escrow Amount means $500,000.

  • Adjustment Escrow Amount means $1,000,000.

  • Working Capital Adjustment Amount means the amount (which may be positive or negative) equal to the result of the Closing Net Working Capital minus the Target Working Capital Amount.

  • True-Up Adjustment means any Annual True-Up Adjustment or Interim True-Up Adjustment, as the case may be.

  • Closing Cash Amount has the meaning set forth in Section 2.2.

  • Net Working Capital Adjustment Amount means an amount (which may be a positive or negative number) equal to (a) the Closing Date Net Working Capital minus (b) the Target Net Working Capital.

  • Maximum Settlement Amount means $500,000,000 as amended or modified in accordance with Appendix E.

  • Closing Amount has the meaning set forth in Section 2.2(a).

  • Purchase Price Adjustment has the meaning set forth in Section 2.6.

  • Unadjusted Principal Distribution Amount As defined in the definition of “Principal Distribution Amount.”

  • Contract Adjustment Payments means the payments payable by the Company on the Payment Dates in respect of each Purchase Contract, at a rate per year of [ ]% of the Stated Amount per Purchase Contract.

  • Interest Adjustment Date With respect to a Mortgage Loan, the date, if any, specified in the related Mortgage Note on which the Mortgage Interest Rate is subject to adjustment.

  • True-Up Amount means the difference between the ABO calculated by using the member’s actual creditable service and the actual final average compensation as of the member’s effective date in the FRS Investment Plan and the ABO initially transferred.

  • Payment Adjustment Date With respect to each ARM Loan, the date on which the Borrower's Monthly Payment changes in accordance with the terms of the related Mortgage Note.

  • Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.

  • Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.

  • Post-Closing Straddle Period means the portion of a Straddle Period beginning the day after the Closing Date.

  • Tax Adjustment has the meaning set forth in Section 4.7.