Pre-Closing MRO Amount definition

Pre-Closing MRO Amount means the aggregate value of MRO, determined in accordance with the MRO Calculation Principles, consistently applied, pursuant to the stock take described in Section 5.17(a), held by the Companies and the Subsidiaries as of a certain date that is after the date hereof and prior to the date that is five (5) Business Days prior to the Closing Date and which date is mutually and reasonably agreeable to Seller Parent and Buyer (the “Pre-Closing MRO Amount Determination Date”), as determined in the functional currencies of each of the Companies and the Subsidiaries and converted to U.S. dollars based on the applicable foreign exchange reference rate published in the Wall Street Journal on the date the Pre-Closing MRO Amount is determined in accordance with this Agreement.

Related to Pre-Closing MRO Amount

  • Final Closing Cash shall have the meaning set forth in Section 2.11(g).

  • 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.

  • Closing Stock Price means the Stock Price as of the last day of any Performance Measurement Period.

  • RI Closing Value means, in respect of a Reference Item and a ST Valuation Date, the Settlement Level (as defined in the Equity Linked Conditions) on such ST Valuation Date.

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

  • Estimated Closing Cash has the meaning set forth in Section 2.4(a).

  • Pre-Closing Straddle Period means the portion of a Straddle Period ending on the Closing Date.

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

  • Put Closing Date shall have the meaning set forth in Section 2.3.8.

  • 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.

  • Pre-Closing Tax Period means any Tax period ending on or before the Closing Date.

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Tender Closing Date means the date and time set out in column (C) of Part 1 of the Schedule to the Tender Notice;

  • Pre-Closing Period means any taxable period ending on or before the Closing Date.

  • Offer Closing Date has the meaning set forth in Section 1.01(f).

  • Make-Whole Acquisition Stock Price means the consideration paid per share of Common Stock in a Make-Whole Acquisition. If such consideration consists only of cash, the Make-Whole Acquisition Stock Price shall equal the amount of cash paid per share of Common Stock. If such consideration consists of any property other than cash, the Make-Whole Acquisition Stock Price shall be the average of the Closing Price per share of Common Stock on each of the 10 consecutive Trading Days up to, but not including, the Make-Whole Acquisition Effective Date.

  • Initial Closing Price means the RI Closing Value of a Reference Item on the Strike Date

  • Scheduled Closing Date Has the meaning specified in the NPA.

  • Closing Cash Payment has the meaning set forth in Section 2.06(a).

  • Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.

  • Post-Closing Period means any taxable period (or portion thereof) beginning after the Closing Date.

  • Second Closing Date has the meaning set forth in Section 1.3.

  • Parent Closing Price means the volume weighted average closing trading price of a share of Parent Common Stock on Nasdaq for the five consecutive trading days ending five trading days immediately prior to the date upon which the Merger becomes effective.

  • 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.

  • Estimated Closing Indebtedness has the meaning set forth in Section 2.3(a).

  • Applicable Closing Date Has the meaning specified in Section 5.01(b) of this Trust Supplement.