Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).
Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.
Adjustment Escrow Amount means $1,000,000.
Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.
Purchase Price Adjustment Escrow Amount means $500,000.
Closing Adjustment Amount shall have the meaning set forth in Section 2.3(b)(i)(A).
Closing Adjustment has the meaning set forth in Section 2.04(a)(ii).
Adjustment Escrow Account means the escrow account established pursuant to the Escrow Agreement in respect of the Adjustment Escrow Amount.
Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Company, Xxxx Capital Partners, LLC and the escrow agent (the “Escrow Agent”) identified therein, in the form of Exhibit B hereto.
Post-Closing Statement has the meaning set forth in Section 3.3(c).
Closing Statement means the Closing Statement in the form on Annex A attached hereto.
Estimated Closing Statement has the meaning set forth in Section 2.4(a).
Indemnity Escrow Amount means $3,000,000.
Billing Adjustment Credit To provide Customer the benefit of the rates and discounts in the Amendment as of the Effective Date and until such rates and discounts are implemented, the Company shall provide Customer with a one-time billing adjustment credit equal to $152,300.00 plus applicable taxes and surcharges. This credit shall compensate Customer for the difference between the Tariff/Guide/list rates invoiced during the 1st full billing cycle following Customer's signature date above and the rates and discounts in this Agreement.
Final Closing Statement has the meaning set forth in Section 2.5(d).
Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.
Final Adjustment Amount has the meaning set forth in Section 2.4(c).
Closing Payment has the meaning set forth in Section 2.2(a).
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.
Final Settlement Statement has the meaning set forth in Section 2.6(b).
Purchase Price Allocation has the meaning set forth in Section 2.6(a).
Purchase Price Allocation Schedule has the meaning set forth in Section 5.11(f)(ii).
Closing Amount has the meaning set forth in Section 2.2(a).
Escrow Amount has the meaning set forth in Section 2.1(c).
Estimated Closing Cash has the meaning set forth in Section 2.4(a).