Examples of Post-Closing Credit in a sentence
All adjustments to amounts of credits due Seller or Purchaser made as a result of the Post-Closing Credit True-Up shall be paid to the party entitled thereto in cash or other immediately available funds within thirty (30) days after the final determination thereof.
Any Credit Support provided by Seller pursuant to this Section 5.9(i) shall be deemed to be Post-Closing Credit Support for all purposes under this Agreement.
For the avoidance of doubt, the Specified Customer Guarantee shall not be considered Post-Closing Credit Support under this Agreement.
For the avoidance of doubt, (i) the Post-Closing Credit Support shall not be taken into account for purposes of determining the Applicable Amount or the Closing Statement and (ii) nothing in this Section 5.9(a) shall require Seller to extend the term of any Post-Closing Credit Support beyond the date on which such Post-Closing Credit Support would otherwise expire in accordance with the terms thereof.
As soon as practicable, but in any event within ten (10) days after the parties agree on the amount of the Post-Closing Credit, Purchaser shall return to Seller (a) all Nonconforming Items for which Seller elected to substitute the Exhibit A amount as the Nonconforming Amount in the calculation of the Post-Closing Credit and (b) all title certificates, lien releases and/or other documents relating to the Missing Rolling Stock.
Except as contemplated by Section 5.9(a), at the Closing and continuing thereafter, none of IPH or its Affiliates shall enter into any transactions, trades, confmnations or other agreements or al'Jangements pursuant to which any payment, reimbursement or other obligation would be required under any Post-Closing Credit Support or otherwise be an obligation of Seller or its Affiliates.
If the Post-Closing Credit is equal to or greater than $300,000.00, then the Escrow Agent shall return the entire Escrow Amount, plus accrued interest, to Purchaser.
Transferred Company or its or their respective Subsidiaries to be substituted in all respects for Seller and its Affiliates, and for Seller and its Affiliates to be released, effective as soon as possible after the Specified Period with respect to the Post- Closing Credit Support, in respect of all obligations of Seller and any of its Affiliates under the Post-Closing Credit Support.
ACCORDINGLY, EXCEPT WITH RESPECT TO ANY REPRESENTATIONS AND WARRANTIES OF SELLER EXPRESSLY SET FORTH IN THIS AGREEMENT, PURCHASER WILL ACCEPT THE PURCHASED ASSETS ON THE EFFECTIVE DATE "AS IS," "WHERE IS," AND "WITH ALL FAULTS." Purchaser hereby irrevocably waives all claims against Seller with respect to the Purchased Assets, other than the Post-Closing Credit and/or claims for breach of the representations, warranties and covenants specifically set forth in this Agreement.
Below the total gains, the t-values of daily average total gains are given.