POST-CLOSING TRUE-UP PAYMENT means the product of:
POST-CLOSING TRUE-UP PAYMENT means the lesser of:
Closing Date Payment has the meaning set forth in Section 2.04(a)(i).
Put Closing Date shall have the meaning set forth in Section 2.3.8.
Closing Payment has the meaning set forth in Section 2.2(a).
Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.
Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).
Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.
True-Up Date means the date which is forty-five (45) days after the latest to occur of the Termination Date of this Agreement, the Termination Date of the Single Family Agreement, if applicable, or disposition of all Assets pursuant to this Agreement or the Single Family Agreement, if applicable. EXHIBIT 2.5
Second Closing Date has the meaning set forth in Section 1.3.
Post-Closing Agreement shall have the meaning set forth in Section 8.9.
Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.
Post-Closing Taxes means Taxes of the Company for any Post-Closing Tax Period.
First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.
Scheduled Closing Date Has the meaning specified in the NPA.
Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.
Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.
Third Closing Date has the meaning set forth in Section 2.2(c).
Post-Closing Tax Period means any taxable period beginning after the Closing Date and the portion of any Straddle Period beginning after the Closing Date.
Series Closing Date means the date designated as such in the Series Term Sheet.
Closing Cash Payment has the meaning set forth in Section 2.06(a).
Gross-Up Payment shall have the meaning set forth in Section 6.2 hereof.
Post-Closing Period means any taxable period (or portion thereof) beginning after the Closing Date.
Post-Closing Straddle Period means the portion of a Straddle Period beginning the day after the Closing Date.
Post-Closing Statement has the meaning set forth in Section 3.3(c).
Deferred Sales Charge Payment Date means June 10, 2015 and the tenth day of each month thereafter through October 10, 2015.
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.
Original Closing Date means March 21, 2013.